U.S.
SECURITIES AND EXCHANGE COMMISSION

Washington,
D.C. 20549



FORM
10-Q/A



(Mark
One)



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



For
the quarterly period ended September 30, 2014



OR



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



Commission
File Number 000-28753







FREESTONE
RESOURCES, INC.

(Exact
name of small business issuer as specified in its charter)



|Nevada                                             |  | 90-0514308                           
|-------------------------------------------------- |  | -------------------------------------
|(State or other
    jurisdiction of incorporation) |  | (IRS Employer
    Identification No.)



Republic
Center, Suite 1350

325
N. St. Paul Street Dallas, TX 75201

(Address
of principal executive offices)



(214)
880-4870

(Issuer's
telephone number)



(Former
name, former address and former fiscal year, if changed since last report)



Indicate
by check mark whether the registrant (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during
the past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject
to such filing requirements for the past 90 days: Yes | X | No | |



Indicate
by check mark whether the Registrant is a large accredited filer, an accelerated filer, a non-accelerated filer, or a smaller
reporting company. See the definitions of “large accredited filer”, “accelerated filer” and “smaller
reporting company” in Rule 12b-2 of the Exchange Act:



|Large Accredited Filer [  ] | Accelerated Filer [  ]        | 
|--------------------------- | ----------------------------- | 
|Non-Accredited Filer   [  ] | 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 |   |
No | X |



Indicate
by check mark whether the registrant has submitted electronically and posted on its website, if any, every Interactive File required
to be submitted and posted pursuant to Rule 405 of Regulation S-T (SS325.405 of this chapter) during the preceding 12 months (or
for such shorter period that the registrant was required to submit and post such files), Yes [ X ] No [ ]



As of October
30, 2015 there were 86,138,177 shares of Common Stock of the issuer outstanding.





1










EXPLANATORY
NOTE



We
are filing this amendment to this Quarterly Report to reflect the review of our financial statements for the periods indicated
by a PCAOB registered certified public accounting firm that was engaged by us as our certified public accounting firm on February
11, 2015.  Subsequent to the filing of the initially filed Quarterly Report for the periods indicated, we were advised that
our former certified public accounting firm was no longer a PCAOB registered public accounting firm.  This Quarterly Report
also reflects a restatement as more fully described in Note 11 of the financial statements.













2










|Freestone
                            Resources, Inc.
        Consolidated
        Balance Sheets
        (Unaudited)
        As
        of September 30, 2014 and June 30, 2014
|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



|Assets                                                               |  |   |                              |   | 
|-------------------------------------------------------------------- |  | - | ---------------------------- | - | 
|                                                                     |  |   |                              |   | 
|                                                                     |  |   | September 30,2014 (Restated) |   | 
|Current Assets:                                                      |  |   |                              |   | 
|Cash                                                                 |  | $ | 10,957                       |   | 
|Accounts receivable                                                  |  |   | 81                           |   | 
|Deposits and other assets                                            |  |   | 5,625                        |   | 
|Total Current Assets                                                 |  |   | 16,663                       |   | 
|                                                                     |  |   |                              |   | 
|Fixed assets, net of accumulated depreciation of $16,564 and $16,564 |  |   | 27,470                       |   | 
|Total fixed assets, net                                              |  |   | 27,470                       |   | 
|                                                                     |  |   |                              |   | 
|Total Assets                                                         |  | $ | 44,133                       |   | 
|                                                                     |  |   |                              |   | 
|                                                                     |  |   |                              |   | 
|Liabilities and Stockholders' Equity (Deficit)                       |  |   |                              |   | 
|                                                                     |  |   |                              |   | 
|Current Liabilities:                                                 |  |   |                              |   | 
|Accounts payable                                                     |  | $ | 18,281                       |   | 
|Accrued expenses                                                     |  |   | 466                          |   | 
|Stock to be issued                                                   |  |   | —                            |   | 
|Deferred income                                                      |  |   | 20,000                       |   | 
|Total Current Liabilities                                            |  |   | 38,747                       |   | 
|                                                                     |  |   |                              |   | 
|Long-term Liabilities:                                               |  |   |                              |   | 
|Asset retirement obligations                                         |  |   | 14,470                       |   | 
|Total Liabilities                                                    |  |   | 53,217                       |   | 
|                                                                     |  |   |                              |   | 
|Stockholders' Equity (Deficit):                                      |  |   |                              |   | 
|Common stock, $.001 par value, 100,000,000 shares                    |  |   |                              |   | 
|Authorized 73,763,177 and 73,543,177 shares issued                   |  |   | 73,763                       |   | 
|and outstanding, respectively                                        |  |   |                              |   | 
|Additional paid in capital                                           |  |   | 18,768,993                   |   | 
|Accumulated deficit                                                  |  |   | (18,851,840                  | ) | 
|Stockholders' Equity (Deficit)                                       |  |   | (9,084                       | ) | 
|Total Liabilities and Stockholders’  Equity (Deficit)                |  | $ | 44,133                       |   | 



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



3








|Freestone
                            Resources, Inc.
        Consolidated
        Statements of Operations
        (Unaudited)
        For
        the Three Months Ended September 30, 2014 and 2013
|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



|                                          |  | Three Months Ended September 30, 2014 (Restated) |            | Three Months Ended September 30, 2013
|----------------------------------------- |  | ------------------------------------------------ | ---------- | -------------------------------------
|Revenue:                                  |  |                                                  |            |                                      
|Oil and gas related revenues              |  | $                                                | —          |                                      
|Total revenue from oil and gas activities |  |                                                  | —          |                                      
|                                          |  |                                                  |            |                                      
|Operating expenses:                       |  |                                                  |            |                                      
|Cost of Revenue                           |  |                                                  | —          |                                      
|Lease operating costs                     |  |                                                  | 29,255     |                                      
|Depreciation                              |  |                                                  | —          |                                      
|Loss on Equity Method Investment          |  |                                                  | —          |                                      
|General and administrative                |  |                                                  | 58,230     |                                      
|Total operating expenses                  |  |                                                  | 87,485     |                                      
|                                          |  |                                                  |            |                                      
|                                          |  |                                                  |            |                                      
|Net income (loss)                         |  | $                                                | (87,485    | )                                    
|                                          |  |                                                  |            |                                      
|                                          |  |                                                  |            |                                      
|Basic and diluted loss per share          |  | $                                                | (0.00      | )                                    
|                                          |  |                                                  |            |                                      
|Weighted average shares outstanding:      |  |                                                  |            |                                      
|Basic and diluted                         |  |                                                  | 73,543,177 |                                      
|                                          |  |                                                  |            |                                      



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





4








|Freestone Resources, Inc.Consolidated Statements of Cash Flows (Unaudited)Three Months Ended September 30, 2014 and 2013
|------------------------------------------------------------------------------------------------------------------------
|                                                                                                                        
|                                                                                                                        
|CASH FLOWS FROM OPERATING ACTIVITIES:                                                                                   
|Net loss                                                                                                                
|Adjustments to reconcile net loss to net cash provided by (used in) operating activities:                               
|Depreciation and amortization                                                                                           
|Shares issued for demonstration equipment                                                                               
|(Gain) loss on equity method investment                                                                                 
|(Gain) on sale of investment asset                                                                                      
|Stock based compensation                                                                                                
|Decrease in revision of ARO estimate                                                                                    
|Shares issued for warrants                                                                                              
|Changes in operating assets and liabilities:                                                                            
|Write-off in note receivable                                                                                            
|Change in account receivable                                                                                            
|Change in inventory of Petrozene                                                                                        
|Change in other assets                                                                                                  
|Change in accounts payable                                                                                              
|Change in accounts payable – related party                                                                              
|Change in accrued expenses                                                                                              
|Net cash provided by (used in) operating activities                                                                     
|CASH FLOWS FROM INVESTING ACTIVITIES:                                                                                   
|Investment in Freestone Water Solutions                                                                                 
|Sale of investment asset                                                                                                
|Purchase of fixed assets                                                                                                
|Net cash used in investing activities                                                                                   
|CASH FLOWS FROM FINANCING ACTIVITIES:                                                                                   
|Payments on note payable                                                                                                
|Payments on note payables – related party                                                                               
|Proceeds from sale of stock                                                                                             
|Stock to be issued                                                                                                      
|Net cash provided by (used in) financing activities                                                                     
|NET CHANGE IN CASH                                                                                                      
|CASH AT BEGINNING OF PERIOD                                                                                             
|CASH AT END OF PERIOD                                                                                                   
|Supplemental cash flow information:                                                                                     
|Cash paid for interest                                                                                                  
|                                                                                                                        



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





5






Freestone
Resources, Inc.



Notes
to Consolidated Financial Statements

September
30, 2014

(Unaudited)



NOTE
1 – NATURE OF ACTIVITIES AND SIGNIFICANT ACCOUNTING POLICIES



Nature
of Activities, History and Organization:



Freestone
Resources, Inc. (the “Company” or “Freestone”) is an oil and gas technology development company that is
actively developing and marketing technologies and solvents designed to benefit various sectors in the oil and gas industry. The
Company has re-launched its PetrozeneTM solvent after months of working with manufactures to develop a new and improved formula.
PetrozeneTM is predominantly used for paraffin buildup. PetrozeneTM can be used for pipelines, oil storage tanks, oil
sludge build up, de-emulsification, well treatment, as a corrosion inhibitor and as a catalyst in opening up formations thereby
aiding in oil production. More information about PetrozeneTM can be found at http://www.petrozene.com.



On
November 16, 2012 the Company entered into a Company Agreement of Aqueous Services, LLC (“Aqueous”), a Texas limited
liability company, with International Aqueous Investments, LLC and Pajarito W&M, LP. Aqueous is a joint venture between the
Company and the two aforementioned parties, whereas the Company owns a 33.33% interest in Aqueous. Aqueous is a full water management
company with access to a fresh water well that has been permitted to up to one thousand five hundred acre-feet of water per annum.
A facility has been constructed that is owned and operated by Aqueous for the purpose of providing water for oil and gas activities
in the Eagle Ford. This site includes a designated location for the recycling frack water and produced water. More information
about Aqueous Services can be found at http://www.aqueousservices.com.





Unaudited
Interim Financial Statements:



The
accompanying unaudited interim consolidated financial statements of the Company have been prepared in accordance with accounting
principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission. These financial
statements are unaudited and, in the opinion of management, include all adjustments (consisting of normal recurring accruals)
necessary to present fairly the balance sheet, statement of operations, statement of stockholders’ equity and statement
of cash flows for the periods presented in accordance with accounting principles generally accepted in the United States. Certain
information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles
generally accepted in the United States have been condensed or omitted pursuant to SEC rules and regulations. It is presumed that
users of this interim financial information have read or have access to the audited financial statements and footnote disclosure
for the preceding fiscal year contained in the Company’s Annual Report on Form 10-K. The results of operations for the three
months ended September 30, 2014 are not necessarily indicative of the results of operations for the full year or any other interim
period.  The information included in this Form 10-Q should be read in conjunction with Management's Discussion and Analysis
and Financial Statements and notes thereto included in the Company’s June 30, 2014 financial statements filed as a standalone
exhibit with the Company’s June 30, 2015 10K.



Significant
Accounting Policies:



The
Company’s management selects accounting principles generally accepted in the United States of America and adopts methods
for their application.  The application of accounting principles requires the estimating, matching and timing of revenue
and expense.  It is also necessary for management to determine, measure and allocate resources and obligations within
the financial process according to those principles.  The accounting policies used conform to generally accepted accounting
principles which have been consistently applied in the preparation of these financial statements.



The
financial statements and notes are representations of the Company’s management which is responsible for their integrity
and objectivity.  Management further acknowledges that it is solely responsible for adopting sound accounting practices,
establishing and maintaining a system of internal accounting control and preventing and detecting fraud.  The Company's
system of internal  accounting control is designed to assure, among other items, that  1) recorded  transactions  are
valid;  2) valid  transactions  are recorded;  and  3) transactions  are  recorded
in the proper  period in a timely  manner to produce financial  statements which present fairly
the financial  condition,  results of operations  and cash  flows of the  Company  for
the  respective  periods  being presented.





6






Basis
of Presentation



The
Company prepares its financial statements on the accrual basis of accounting.  All intercompany balances and transactions
are eliminated. Management believes that all adjustments necessary for a fair presentation of the results of the three months
ended September 30, 2014 and 2013 have been made.



The
Company consolidates its subsidiaries in accordance with ASC 810, “Business Combinations”, and specifically
ASC 810-10-15-8 which states, "The usual condition for a controlling financial interest is ownership of a majority voting
interest, and, therefore, as a general rule ownership by one reporting entity, directly or indirectly, or over 50% of the outstanding
voting shares of another entity is a condition pointing toward consolidation."



These
stand-alone financial statements replace the Company’s previously issued financials for the quarter ended September 30,
2014. Subsequent to that filing it was determined that the Company’s auditors at the time, The Hall Group, did not have
a valid PCAOB license and therefore the audit opinion issued for those financial statements were deemed invalid by the Security
and Exchange Commission.





Use of
Estimates:



The
preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates
and assumptions that affect certain reported amounts and disclosures.  Accordingly, actual results could differ from
those estimates.



Recently
Issued Accounting Pronouncements:



The Company
does not expect the adoption of recently issued accounting pronouncements to have a significant impact on the Company’s
results of operations, financial position or cash flow.



Cash
and Cash Equivalents:



Cash
and cash equivalents includes cash in banks with original maturities of three months or less and are stated at cost which approximates
market value, which in the opinion of management, are subject to an insignificant risk of loss in value.



Revenue
Recognition:



The Company
recognizes revenue from the sale of products in accordance with ASC 605-15 “Revenue Recognition”. Revenue will be
recognized only when all of the following criteria have been met:



1. Persuasive
evidence of an arrangement exists;

2. Ownership
and all risks of loss have been transferred to buyer, which is generally upon shipment;

3. The price
is fixed and determinable; and

4. Collectability
is reasonably assured.



Revenue
is recorded net any of sales taxes charged to customers.



Income
Taxes:



The Company
has adopted ASC 740-10 “Income Taxes”, which requires the use of the liability method in the computation
of income tax expense and the current and deferred income taxes payable.



Earnings
per Share:



Basic
earnings (loss) per share are computed by dividing net income (loss) by the weighted average number of common shares outstanding
for the period.  Diluted earnings (loss) per share include the effects of any outstanding options, warrants and other
potentially dilutive securities.  For the periods presented basic and diluted earnings per share are the same due to
the antidilutive effect of losses.







7






Fair
Value Measurements:



ASC
Topic 820, “Fair Value Measurements and Disclosures”, defines fair value, establishes a framework for measuring
fair value in generally accepted accounting principles, and requires certain disclosures about fair value measurements.  In
general, fair value of financial instruments are based upon quoted market prices, where available.  If such quoted market
prices are not available, fair value is based upon internally developed models that primarily use, as inputs, observable market
based parameters.  Valuation adjustments may be made to ensure that financial instruments are recorded at fair value.  These
adjustments may include amounts to reflect counterparty credit quality and the Corporation’s credit worthiness, among other
things, as well as unobservable parameters.  Any such valuation adjustments are applied consistently over time.



Accounts
Receivable:



Accounts
Receivable are carried at their face amount, less an allowance for doubtful accounts.  On a periodic basis, the Company
evaluates accounts receivable and establishes the allowance for doubtful accounts based on a combination of specific customer
circumstances and credit conditions, based on a history of write offs and collections.  The Company’s policy is
generally not to charge interest on trade receivables after the invoice becomes past due.  A receivable is considered
past due if payments have not been received within agreed upon invoice terms.   Write offs are recorded at a time
when a customer receivable is deemed uncollectible.  The Company had no bad debt accruals at September 30, 2014 and
June 30, 2014.



Equipment:



Equipment
is carried at the cost of acquisition or construction and depreciated over the estimated useful lives of the assets. Costs associated
with repair and maintenance are expensed as incurred. Costs associated with improvements which extend the life, increase the capacity
or improve the efficiency of our property and equipment are capitalized and depreciated over the remaining life of the related
asset. Gains and losses on dispositions of equipment are reflected in operations. Depreciation and amortization are provided using
the straight-line method over the estimated useful lives of the assets, which are 3 to 30 years.  Oil and gas properties
were purchased primarily for product testing and are depreciated over their estimated useful lives of 3 years but not reduced
below estimated salvage value.



Impairment
of Long Lived Assets



The
Company evaluates, on a periodic basis, long-lived assets to be held and used for impairment in accordance with the reporting
requirements of ASC 360-10, “Accounting for the Impairment or Disposal of Long-Lived Assets”. The evaluation
is based on certain impairment indicators, such as the nature of the assets, the future economic benefit of the assets, any historical
or future profitability measurements, as well as other external market conditions or factors that may be present. If these impairment
indicators are present or other factors exist that indicate that the carrying amount of the asset may not be recoverable, then
an estimate of the discounted value of expected future operating cash flows is used to determine whether the asset is recoverable
and the amount of any impairment is measured as the difference between the carrying amount of the asset and its estimated fair
value. The fair value is estimated using valuation techniques such as market prices for similar assets or discounted future operating
cash flows.





8






Asset
Retirement Obligation:



The
Company records the fair value of a liability for asset retirement obligations (“ARO”) in the period in which an obligation
is incurred and records a corresponding increase in the carrying amount of the related long-lived asset. For Freestone Resources,
asset retirement obligations primarily relate to the abandonment of oil and gas properties. The present value of the estimated
asset retirement cost is capitalized as part of the carrying amount of oil and gas properties. The settlement date fair value
is discounted at Freestone Resource’s credit adjusted risk-free rate in determining the abandonment liability. The abandonment
liability is accreted with the passage of time to its expected settlement fair value. Revisions to such estimates are recorded
as adjustments to ARO and capitalized asset retirement costs and are charged to operations in the period in which they become
known. At the time the abandonment cost is incurred, Freestone Resources is required to recognize a gain or loss if the actual
costs do not equal the estimated costs included in ARO.



The
amounts recognized for ARO are based upon numerous estimates and assumptions, including future abandonment costs, future recoverable
quantities of oil and gas, future inflation rates, and the credit adjusted risk free interest rate.



Reclassifications:



Certain
prior year numbers have been reclassified to conform to current year presentation.





NOTE
2 – FIXED ASSETS



Fixed
assets at September 30, 2014 and June 30, 2014 are as follows:

|                                                    |  | September 30, 2014 (Restated) |         | June 30, 2014
|--------------------------------------------------- |  | ----------------------------- | ------- | -------------
|Computers & office furniture                        |  | $                             | 8,968   |              
|Collectable art work (not depreciated               |  |                               | 13,000  |              
|Oil and gas research and development equipment      |  |                               | 22,067  |              
|Total fixed assets                                  |  |                               | 44,034  |              
|Less: Accumulated depreciation                      |  |                               | (16,564 | )            
|Total fixed assets, net of accumulated depreciation |  | $                             | 27,470  |              



Depreciation
expense was $0 for the quarter ended September 30, 2014 and $6,874 for the quarter ended September 30, 2013



Subsequent
to year end the company disposed of its Rogers lease in exchange for assumption of the asset retirement obligation (see note 10)
Therefore the Company recorded impairment expense of $12,575 during the year ended June 30, 2014 to reduce the net value of it
oil & gas property to the amount of its asset retirement obligations.





NOTE
3 – INCOME TAXES



The
Company has adopted ASC 740-10, “Income Taxes”, which requires the use of the liability method in the computation
of income tax expense and the current and deferred income taxes payable (deferred tax liability) or benefit (deferred tax asset).   Valuation
allowances are established when necessary to reduce deferred tax assets to the amount expected to be realized.



During
the three months ended September 30, 2014 the Company had a net loss of $87,485, increasing the deferred tax asset approximately
$29,745 at the statutory tax rate of 34%.  The net deferred tax asset generated by the loss carryforward has been fully reserved
and will expire in the years 2019 through 2032. The realization of deferred tax benefits is contingent upon future earnings and
is fully reserved at September 30, 2014 and June 30, 2014.



NOTE
4 – ASSET RETIREMENT OBLIGATION



The
Company’s asset retirement obligation (“ARO”) primarily represents the estimated present value of the amount
Freestone Resources will incur to plug, abandon and remediate sits producing properties at the end of their productive lives,
in accordance with applicable state laws. Freestone Resources determines the ARO on its oil and gas properties by calculating
the present value of estimated cash flows related to the liability. At September 30, 2014, the liability for ARO was $14,470,
all of which is considered long term. The asset retirement obligations are recorded as current or non-current liabilities based
on the estimated timing of the anticipated cash flows.





9








NOTE
5 – COMMITMENTS AND CONTINGENCIES



The
Company leases office space under a non-cancelable operating lease that expires in July 2017.  The lease requires payment
of electricity costs.  Rent expense, included in general and administrative expenses, totaled approximately $6,805 and
$7,303 for the three months ended September 30, 2014 and 2013 respectively. Future minimum lease payments are as follows:



| | Year
    Ending June 30, |  |   | Amount | 
| | ------------------------ |  | - | ------ | 
| | 2015                     |  | $ | 22,605 | 
| | 2016                     |  |   | 22,605 | 
| | 2017                     |  |   | 22,605 | 
| | Total                    |  | $ | 67,815 | 





NOTE
6 – EQUITY TRANSACTIONS



The
Company is authorized to issue 100,000,000 common shares at a par value of $0.001 per share. These shares have full voting rights.  At
September 30, 2014 and June 30, 2014, respectively, there were 73,763,177 and 73,543,177, common shares outstanding.



During
the three months ended September 30, 2014 the Company sold 220,000 shares for $22,000 cash.





NOTE
7 – FREESTONE TECHNOLOGIES, LLC



On
October 24, 2008.  Freestone established Freestone Technologies, LLC (the “Subsidiary”) in the state of
Texas.  The Subsidiary is wholly owned by Freestone and has certain assets and liabilities relating to the purchase
of oil wells.  These wells were purchased as additional test wells for PetrozeneTM and research and development
for subsequent technologies.  The assets and liabilities of the Subsidiary are included in the consolidated financial
statements of Freestone.





NOTE
8 – INVESTMENT IN AQUEOUS SERVICES, LLC.



On
November 16, 2012 the Company formed Aqueous Services, LLC (“Aqueous”), a Texas limited liability company, with International
Aqueous Investments, LLC and Pajarito W&M, LP. The Company made an initial capital contribution of $100,000 in exchange for
a 33.33% interest in the joint venture. Aqueous is a full water management company with access to a fresh water well that has
been permitted to extract up to one thousand five hundred acre-feet (approximately 500 million gallons) of water per annum. Aqueous
constructed and operates a facility to provide fresh water for oil and gas activities in the Eagle Ford. This site also includes
a designated location for the recycling frack and production water.



The
joint venture is accounted for under the equity method as follows:



|                         |  | September 30, 2014 (Restated) |   | June 30, 2014
|------------------------ |  | ----------------------------- | - | -------------
|Beginning Balance        |  | $                             | 0 |              
|Equity in Loss of JV     |  |                               | 0 |              
|Impairment of Investment |  |                               |   |              
|Period End Balance       |  | $                             | 0 |              





Subsequent
to period end the board of directors of Aqueous determined to scale back the fresh water load out facility due to decreased drilling
in the region, which in turn led to a decrease in demand for fresh water from the Aqueous’ facility and minimal sales. The
Aqueous’ board determined to keep the facility intact, and Aqueous will maintain the ability to provide fresh water to vendors
on an as needed basis through its contractual term. Based on this decision and minimal sales, the Company impaired its investment
down to zero as of December 31, 2013. See note 11 for restatement.





10








NOTE
9 – GOING CONCERN



As
reflected in the accompanying consolidated financial statements, Freestone incurred operating losses, and has a negative working
capital position as of September 30, 2014.  The above factors raise substantial doubt about Freestone's ability to continue
as a going concern.  Freestone's continued existence is dependent on its ability to obtain additional equity and/or
debt financing to fund its operations.  Freestone plans to raise additional financing and to increase sales volume.  There
is no assurance that Freestone will obtain additional financing or achieve profitable operations or cash inflows.  The
consolidated financial statements do not include any adjustments relating to the recoverability or classification of recorded
asset amounts or the amount and classification of liabilities that might be necessary as a result of this uncertainty.





NOTE
10 – SUBSEQUENT EVENTS



In
November, 2014 Freestone sold 2,225,000 shares for cash of $220,000.



On
April 14, 2015 Freestone entered into a royalty and commission agreements with certain consultants related to the sale of PetrozeneTM
for their work in the re-launch of the PetrozeneTM product line.  These royalty and commission agreements range from
2.5% to 7.5% of the net income the Company receives from PetrozeneTM sales, and the agreements also have special royalty
provisions for certain customers that expire on April 14, 2016. One of the consultants is related party and the brother of the
Chief Executive Officer of the Company



On
June 24, 2015 the Company sold 5,000,000 shares of common stock to Dynamis Energy LLC. (Dynamis) for $500,000 which was used as
the partial payment for the purchase of C.C. Crawford Retreading Inc. Freestone also issued to Dynamis Energy LLC warrants to
purchase 5M shares of common stock with par value of $0.001. The warrant is exercisable from the issuance date for 12 months,
therefore expiring on 6/24/2016. The exercise price of the warrant will be 80% of the average of the closing price on the 10 days
prior to the date of issuance



On
June 24, 2015 the Company acquired 100% of the outstanding common stock of C.C. Crawford Retreading Co., Inc. (“CTR”),
a privately held company, for an aggregate price of $1,520,000. Terms of the purchase were $500,000 cash at closing and a note
payable to the seller for $1,020,000.



On
June 24, 2015 the Company entered into an agreement with Dynamis in order to form the joint venture FDEP, a Delaware limited liability
company. Freestone determined to enter into a joint venture with Dynamis based on their track record and experience in the waste-to-energy
industry, and their ability to provide the necessary funding to fully integrate the production, marketing and sale of PetrozeneTM
to current and future customers. The terms of the joint venture between the Company and Dynamis are as follows:



| | • | Freestone
                                         owns a 70% member interest in FDEP for licensing the rights to use PetrozeneTM to
                                         FDEP; and
| | - | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | • | Dynamis
                                         owns a 30% member interest FDEP in exchange providing funding up to $5,000,000 to operate
                                         the joint venture, and purchase a continuous-feed pyrolysis machine capable of producing
                                         a product that can be used to produce PetrozeneTM; and
| | - | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | • | FDEP
                                         will be leasing employees from CTR, and said employees will operate the machine. FDEP
                                         will reimburse CTR for the leased employees; and
| | - | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | • | FDEP
                                         has the right, but not the obligation to purchase CTR from Freestone through cash compensation
                                         to Freestone, the issuance of additional units in FDEP to Freestone or a combination
                                         of both cash and units in FDEP as mutually agreed upon by FDEP and Freestone; and
| | - | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | • | FDEP
                                         will lease a building from CTR in order to operate the specialized pyrolysis technology
                                         for payment of either the ad valorem taxes associated with the rented property or $1,000
                                         per month depending on which amount is the greater of the two; and
| | - | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | • | Dynamis
                                         will receive 80% of the distributions from FDEP until they have reached a 25% initial
                                         rate of return on funds invested into the joint venture. Once the 25% initial rate of
                                         return threshold is meet all distributions from FDEP will be split according to the 70
                                         / 30 member interest of FDEP owned by the Company and Dynamis.
| | - | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------





11








On
June 24, 2015 FDEP simultaneously entered into a lease agreement with a company that has developed a continuous-feed pyrolysis
technology that will be operated by FDEP at the Company’s facility in Ennis, Texas. FDEP and the company that developed
the pyrolysis technology will split the revenues generated from the machine. FDEP will receive 70% of the revenues generated from
the machine, and the company providing the continuous-feed pyrolysis technology will receive 30% of the revenues. This revenue
split will remain in place so long as the machine is operating at the Company’s facility in Ennis, Texas. The agreement
between the two companies allows FDEP the opportunity to ensure that the technology continues to operate properly under the strict
conditions that are necessary to produce PetrozeneTM. If the leased pyrolysis machine operates within certain, predefined
parameters then FDEP has the right to purchase additional machines.



On
June 29, 2015 the Company also issued 100,000 shares valued at $6,610 to consultants as consideration for services rendered to
the Company.



On
July 25, 2015 Company sold 3,500,000 shares at $0.10 per share to provide funding of subsequent costs associated with the acquisition
of CTR, as well as general working capital for the Company. This transaction made Gerald M. Johnson a controlling shareholder
of the Company. Mr. Johnson also joined the Company’s advisory board. Mr. Johnson is the former CFO of Tyson Foods, Inc.



On
July 30, 2015 Pajarito W&M, LP and International Aqueous Investment, LLC signed an agreement with the Company to cancel all
of the warrants related to the Aqueous transaction.



On
August 21, 2015 FDEP entered into a one year lease with a purchase option for a 10,000 square foot office warehouse adjacent to
the Company’s facilities in Ennis, TX.



|Future
    Minimum lease payments are as follow
|-----------------------------------------------
|                                               
|                                               
|                                               
|                                               
|                                               







On
September 23, 2015 the Company issued shares of the Company’s common stock to certain directors, officers and consultants
for services rendered to the Company. Clayton Carter, the Company’s Director and Chief Executive Officer, received 600,000
shares of the Company’s common stock, G. Don Edwards, the Company’s Director and Chief Investment Officer, received
600,000 shares of the Company’s common stock, and James Carroll, the Company’s Director and Chief Financial Officer
received 50,000 shares of the Company’s common stock. The Company also issued 100,000 shares to consultants as consideration
for services rendered to the Company. The shares were valued at $.20 a share based on the closing price on the date of issue.



On
September 14, 2015 the Company repurchased an 8.25% revenue interest in the Company’s Rogers Oil and Gas Lease for $20,000.
The Company issued 200,000 shares of common stock at $.10 to satisfy the debt.



On
September 14, 2015 the Company disposed of its remaining oil and gas properties used for research by transferring 100% of its
working interest in the Rogers Oil and Gas Lease to a third party in exchange for assumption of all asset retirement obligations
and other liabilities associated with the property.





12








NOTE 11 - RESTATEMENT







Certain previously reported numbers have
been adjusted and are reflected in this table:





Balance
Sheet as of September 30, 2014



| |                                          |   | As Reported  |   | Adjustment |     |   | As Adjustment |  |  |  |  |  |  |  |  |  |  |  |  |  | 
| | ---------------------------------------- | - | ------------ | - | ---------- | --- | - | ------------- |  |  |  |  |  |  |  |  |  |  |  |  |  | 
| |                                          |   |              |   |            |     |   |               |  |  |  |  |  |  |  |  |  |  |  |  |  | 
| | Fixed Assets                             | $ | 71,639       | $ | (44,169)   | <A> | $ | 27,470        |  |  |  |  |  |  |  |  |  |  |  |  |  | 
| |                                          |   |              |   |            |     |   |               |  |  |  |  |  |  |  |  |  |  |  |  |  | 
| | Investment in Aqueous Service            | $ | 73,115       | $ | (73,115)   | <B> | $ | -             |  |  |  |  |  |  |  |  |  |  |  |  |  | 
| |                                          |   |              |   |            |     |   |               |  |  |  |  |  |  |  |  |  |  |  |  |  | 
| | Other Assets                             | $ | 3,625        | $ | (3,625)    | <A> | $ | -             |  |  |  |  |  |  |  |  |  |  |  |  |  | 
| |                                          |   |              |   |            |     |   |               |  |  |  |  |  |  |  |  |  |  |  |  |  | 
| | Total Assets                             | $ | 164,994      | $ | (120,861)  |     | $ | 44,133        |  |  |  |  |  |  |  |  |  |  |  |  |  | 
| |                                          |   |              |   |            |     |   |               |  |  |  |  |  |  |  |  |  |  |  |  |  | 
| | Stock to be Issued                       | $ | 22,000       | $ | (22,000)   | <E> | $ | -             |  |  |  |  |  |  |  |  |  |  |  |  |  | 
| |                                          |   |              |   |            |     |   |               |  |  |  |  |  |  |  |  |  |  |  |  |  | 
| | Deferred Revenue                         | $ | -            | $ | 20,000     | <D> | $ | 20,000        |  |  |  |  |  |  |  |  |  |  |  |  |  | 
| |                                          |   |              |   |            |     |   |               |  |  |  |  |  |  |  |  |  |  |  |  |  | 
| | Derivative Liability - Warrants          | $ | 279,625      | $ | (279,625)  | <C> | $ | -             |  |  |  |  |  |  |  |  |  |  |  |  |  | 
| |                                          |   |              |   |            |     |   |               |  |  |  |  |  |  |  |  |  |  |  |  |  | 
| | Total Liabilities                        | $ | 334,793      | $ | (281,576)  |     | $ | 53,217        |  |  |  |  |  |  |  |  |  |  |  |  |  | 
| |                                          |   |              |   |            |     |   |               |  |  |  |  |  |  |  |  |  |  |  |  |  | 
| | Common Stock                             | $ | 73,543       | $ | 220        | <E> | $ | 73,763        |  |  |  |  |  |  |  |  |  |  |  |  |  | 
| |                                          |   |              |   |            |     |   |               |  |  |  |  |  |  |  |  |  |  |  |  |  | 
| | Additional Paid In Capital               | $ | 18,471,686   |   | 297,307    | <C> |   | 18,768,993    |  |  |  |  |  |  |  |  |  |  |  |  |  | 
| |                                          |   |              |   |            |     |   |               |  |  |  |  |  |  |  |  |  |  |  |  |  | 
| | Accumulated deficit                      |   | (18,715,028) |   | (136,812)  | <C> |   | (18,851,840)  |  |  |  |  |  |  |  |  |  |  |  |  |  | 
| |                                          |   |              |   |            |     |   |               |  |  |  |  |  |  |  |  |  |  |  |  |  | 
| | Stockholders' Equity                     | $ | (169,799)    | $ | 160,715    |     | $ | (9,084)       |  |  |  |  |  |  |  |  |  |  |  |  |  | 
| |                                          |   |              |   |            |     |   |               |  |  |  |  |  |  |  |  |  |  |  |  |  | 
| | Total Liabilities & Stockholders' Equity | $ | 164,994      | $ | (120,861)  |     | $ | 44,133        |  |  |  |  |  |  |  |  |  |  |  |  |  | 
| |                                          |   |              |   |            |     |   |               |  |  |  |  |  |  |  |  |  |  |  |  |  | 
| |                                          |   |              |   |            |     |   |               |  |  |  |  |  |  |  |  |  |  |  |  |  | 
| |                                          |   |              |   |            |     |   |               |  |  |  |  |  |  |  |  |  |  |  |  |  | 





13






|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |   |             |   |            |     |   |               |  |  |  |  |  |  |  |  |  |  |  |  |  | 
|--- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | - | ----------- | - | ---------- | --- | - | ------------- |  |  |  |  |  |  |  |  |  |  |  |  |  | 
|    | Statement of Operations for the three months ended September 30, 2014                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      |   |             |   |            |     |   |               |  |  |  |  |  |  |  |  |  |  | 
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |   |             |   |            |     |   |               |  |  |  |  |  |  |  |  |  |  |  |  |  | 
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |   | As Reported |   | Adjustment |     |   | As Adjustment |  |  |  |  |  |  |  |  |  |  |  |  |  | 
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |   |             |   |            |     |   |               |  |  |  |  |  |  |  |  |  |  |  |  |  | 
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |   |             |   |            |     |   |               |  |  |  |  |  |  |  |  |  |  |  |  |  | 
|    | Lease Operating Costs                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      | $ | 2,575       | $ | 26,680     | <A> | $ | 29,255        |  |  |  |  |  |  |  |  |  |  |  |  |  | 
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |   |             |   |            |     |   |               |  |  |  |  |  |  |  |  |  |  |  |  |  | 
|    | Depreciation                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               | $ | 3,520       | $ | (3,520)    | <A> | $ | -             |  |  |  |  |  |  |  |  |  |  |  |  |  | 
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |   |             |   |            |     |   |               |  |  |  |  |  |  |  |  |  |  |  |  |  | 
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |   |             |   |            |     |   |               |  |  |  |  |  |  |  |  |  |  |  |  |  | 
|    | (Gain) Loss on Equity Method Investment                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    | $ | 5,308       | $ | (5,308)    | <B> | $ | -             |  |  |  |  |  |  |  |  |  |  |  |  |  | 
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |   |             |   |            |     |   |               |  |  |  |  |  |  |  |  |  |  |  |  |  | 
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |   |             |   |            |     |   |               |  |  |  |  |  |  |  |  |  |  |  |  |  | 
|    | General and Administrative Expenses                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        | $ | 58,230      | $ | -          | <C> | $ | 58,230        |  |  |  |  |  |  |  |  |  |  |  |  |  | 
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |   |             |   |            |     |   |               |  |  |  |  |  |  |  |  |  |  |  |  |  | 
|    | Total Expenses                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             | $ | 69,633      | $ | 17,852     |     | $ | 87,485        |  |  |  |  |  |  |  |  |  |  |  |  |  | 
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |   |             |   |            |     |   |               |  |  |  |  |  |  |  |  |  |  |  |  |  | 
|    | Net Income (Loss)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          | $ | (69,633)    | $ | (17,852)   |     | $ | (87,485)      |  |  |  |  |  |  |  |  |  |  |  |  |  | 
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |   |             |   |            |     |   |               |  |  |  |  |  |  |  |  |  |  |  |  |  | 
|<A> | The Company prior auditors, The Hall Group, did not have a valid PCAOB
    registration when the reviewed the financial statements for this period.  Certain  events subsequent to
    the original issuance of the financial statements provided additional evidence about  the condition of the oil and gas
    assets. Consequently, these assets were impaired as of December 31, 2013 and reported at their net realizable value.
    Subsequent expenditures which had been capitalized during the three months were expensed as lease operating expenses and
    depreciation expense was reversed. |   |            
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |   |             |   |            |     |   |               |  |  |  |  |  |  |  |  |  |  |  |  |  | 
|<B> | The Company prior auditors, The Hall Group, did not have a valid PCAOB
    registration when the reviewed the financial statements for this period.  Certain subsequent events to the original
    issuance of the financial statements provided additional evidence about the condition of the investment in Aqueous Services.  Consequently, these assets were impaired and reported at their net realizable value as of December 31, 2013.                                                                                                                                                              |   |            
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |   |             |   |            |     |   |               |  |  |  |  |  |  |  |  |  |  |  |  |  | 
|<C> | During the preparation of our quarterly report, we identified an error related the accounting for the issuance of stock warrants.  The warrants were incorrectly identified as a derivative.  This resulted in an overstatement of a derivative liability of $279,625 at December 31, 2013.                                                                                                                                                                                                                                                                                                               
|    | Management evaluated these errors both quantitatively and qualitatively, and
    determined that the errors were immaterial to the prior year.  Pursuant to the SEC SAB Topic 108, the error has been correct in the current period.                                                                                                                                                                                                                                                                                                                                                                       |   |             |   |           
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |   |             |   |            |     |   |               |  |  |  |  |  |  |  |  |  |  |  |  |  | 
|<D> | During the preparation of our quarterly report, we identified an error related the accounting for the sales of a revenue interest in an oil & gas property.  The proceeds of $20,000 were improperly recorded as a gain on sale instead of deferred income.                                                                                                                                                                                                                                                                                                                                                |   |             |  
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |   |             |   |            |     |   |               |  |  |  |  |  |  |  |  |  |  |  |  |  | 
|<E> | During the preparation of our quarterly report, we identified an error related the sale of common stock.  The stock was shown as a stock to be issued liability instead of an addition to common stock even though the proceeds from the sale had been received.                                                                                                                                                                                                                                                                                                                                           |   |            













14








ITEM
2.   MANAGEMENT’S DISCUSSION AND ANALYSIS



This
report contains forward looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended and Section
21E of the Securities Exchange Act of 1934, as amended. The Company’s actual results could differ materially from those
set forth on the forward looking statements as a result of the risks set forth in the Company’s filings with the Securities
and Exchange Commission, general economic conditions, and changes in the assumptions used in making such forward looking statements.



General



Freestone
Resources, Inc. (“Freestone” or the “Company”) is an oil and gas technology development company. The Company
is located in Dallas, Texas and is incorporated under the laws of the State of Nevada.



The
Company’s primary business is the development of new technologies that allow for the utilization of oil and gas resources
in an environmentally responsible and cost effective way, as well as the development of technologies that can be used in the environmental
cleanup of oil-based contaminant byproducts.



The
Company currently markets and sells PetrozeneTM, which is a solvent derived from recycled hydrocarbons. PetrozeneTM
can cost effectively decrease paraffin buildup in oil and gas wells, and can be utilized to clean oil storage facilities. Furthermore,
PetrozeneTM has been shown to reduce bottom sediment and water in oil storage tanks and act as a de-emulsification agent.



The
Company owns a 33.33% interest in Aqueous Services, LLC (“Aqueous”). Aqueous is a full water management company with
access to a fresh water well that has been permitted to up to one thousand five hundred acre-feet of water per annum.



Results
of Operations



Three
months ended September 30, 2014 compared to three months ended September 30, 2013



Revenue- Our revenue for the three months ended September 30, 2014 was $0, compared to $6,460 for the same period in 2013. Prior
year revenue was from sales of PetrozeneTM that were not realized in 2014.



Cost
of Revenue – Cost of revenues (PetrozeneTM) were $0 for the three months ended September 30, 2014 versus $2,925
for the same period in 2013. This is the cost related to purchasing and transporting the product and the drop in cost of sales
reflected the drop in sales.



Lease
Operating Expense- Lease operating expense for the three months ended September 30, 2014 was $29,255compared to $56 for the
same period in 2013. The increase in lease operating expenses is due to maintenance costs associated with the Rogers lease.



Operating
Expense– Depreciation expense for the three months ended September 30, 2014 and 2013 was $0 and $6,874, respectively.
Total operating expenses for the three months ended September 30, 2014 and 2013 were $87,485 and $92,735 respectively.  The
decreased costs of $5,250 in the three months ended September 30, 2014 were primarily due to the impairment of the equity investment
which eliminated recognition of any loss during the current fiscal quarter.



Net
Income (Loss)- Net loss for the three months ended September 30, 2014 was $87,485 compared to net loss of $86,275 for the
same period in 2013.





Liquidity
and Capital Resources



As
of September 30, 2014 we have little cash reserves and liquidity to the extent we receive it from operations and from the sale
of stock. Net cash used in operations by the Company was $84,198 for the three months ended September 30, 2014 compared to cash
used of $74,761 for the same period in 2013.   We continue to explore options for working capital. Our cash balance
at September 30, 2014 was $10,957.





15








Employees



As of September
30, 2014, Freestone had two employees.



Need
for Additional Financing



No
commitments to provide additional funds have been made by management or other stockholders.  Our independent auditors
included a going concern explanatory paragraph in their report on the financial statements for the year ended June 30, 2014,
which was included as exhibit 99.1 to our annual report on Form 10-K for the year ended June 30, 2015, which raises substantial
doubt about our ability to continue as a going concern.







ITEM
3: QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK



Not applicable.





ITEM
4T: CONTROLS AND PROCEDURES



Evaluation
of Disclosure Controls and Procedures



We
carried out an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures (as defined
in Exchange Act Rules 13a-15(e) and 15d-15(e)) as of September 30, 2014.  This evaluation was accomplished under the
supervision and with the participation of our chief executive officer /principal executive officer, and chief financial officer/principal
financial officer who concluded that our disclosure controls and procedures are not effective.



Based
upon an evaluation conducted for the period ended September 30, 2014, our Chief Executive and Chief Financial Officer as of September
30, 2014 and as of the date of this Report, has concluded that as of the end of the periods covered by this report, we have identified
the following material weakness of our internal controls:



|• |  | Lack of sufficient
    accounting staff which results in a lack of segregation of duties necessary for a good system of internal control and financial
    statement presentation and reliance upon independent financial reporting consultants for review of critical accounting areas,
    disclosures and material non-standard transactions.
|- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



Changes
in Internal Controls over Financial Reporting



We
have not yet made any changes in our internal controls over financial reporting that occurred during the period covered by this
report on Form 10-Q that has materially affected, or is reasonably likely to materially affect, our internal control over
financial reporting.



16










PART
II



Items No.
1, 3, 4, 5 - Not Applicable.





Item
6 - Exhibits and Reports on Form 8-K



(a)  During
the three months ended September 30, 2014 the Company filed no Form 8-Ks.

| |  | 
| |  | 





(b)   Exhibits



Exhibit
Number



|31.1 | Certification of Chief Executive Officer,
    pursuant to Rule 13a-14(a) of the Exchange Act, as enacted by Section 302 of the Sarbanes-Oxley Act of 2002.                            
|---- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|     |                                                                                                                                                                                       
|31.2 | Certification of Chief Financial Officer, pursuant to Rule
    13a-14(a) of the Exchange Act, as enacted by Section 302 of the Sarbanes-Oxley Act of 2002.                            
|     |                                                                                                                                                                                       
|32.1 | Certification of Chief Executive Officer and Chief Financial
    Officer, pursuant to 18 United States Code Section 1350, as enacted by Section 906 of the Sarbanes-Oxley Act of 2002.
|     |                                                                                                                                                                                       





SIGNATURES



In accordance
with 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.





FREESTONE
RESOURCES, INC.



By /s/
Clayton Carter



Clayton
Carter, CEO



Date: October
30, 2015







17