UNITED
STATES
 SECURITIES
AND EXCHANGE COMMISSION
 Washington,
D.C. 20549
 FORM
10-Q
 
 (Mark
One)
 üQUARTERLY REPORT
UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the
quarterly period ended:  January 31, 2010
 
 oTRANSITION REPORT
UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT
 For the
transition period from to
 Commission
file number: 000-49870
 
 Big Cat Energy
Corporation
 (Exact
name of small business issuer as specified in its charter)
 
 Nevada
              61-1500382(State
      or other jurisdiction of incorporation or organization)
              (IRS
      Employer Identification No.)
 
 121 W.
Merino St
 PO Box
500
 Upton WY
82730
 (Address
of principal executive offices)
 
 (307)
468-9369
 (Issuer’s
telephone number)
 
 Check whether the issuer (1) filed all
reports required to be filed by Section 13 or 15(d) of the Exchange Act during
the past 12 months (or for such shorter period that the registrant was required
to file such reports), and (2) has been subject to such filing requirements for
the past 90 days. Yes üNo o
 
 Indicate
by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer, or a smaller reporting company. 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
      filerNon-accelerated
      filer
              ü Smaller
      reporting company
 
 Indicate by check mark whether the
registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).Yes
oNo ü
 
 State the
number of shares outstanding of each of the issuer’s classes of common equity,
as of the latest practicable date: 42,041,000 shares of common stock, $.0001 par
value as of March 7, 2010


1


BIG
CAT ENERGY CORPORATION





INDEX





PagePART
      1.
            FINANCIAL
      INFORMATIONITEM
      1.
            FINANCIAL
      STATEMENTSCondensed
      Balance Sheets as of January 31, 2010 (Unaudited) and April 30,
      2009
            3Condensed
      Statements of Operations for the three months ended January 31, 2010 and
      2009,  for the nine months ended  January 31, 2010 and
      2009 and for the cumulative period from June 19, 1997 (inception) through
      January 31, 2010 (Unaudited)
            4Condensed
      Statements of Cash Flows for the nine months ended January 31, 2010 and
      2009, and for the cumulative period from June 19, 1997 (inception) through
      January 31, 2010 (Unaudited)
            5Condensed
      Statement of Shareholders’ Equity for the nine months ended January 31,
      2010 and the cumulative period from June 19, 1997 (inception) to January
      31, 2010 (Unaudited)
            6Notes
      to Unaudited Condensed Financial Statements
            7ITEM
      2.
            Management’s
      Discussion and Analysis of Financial Condition and Results of
      Operations
            14ITEM
      4T.
            CONTROLS
      AND PROCEDURES
            19PART
      II.
            OTHER
      INFORMATION
            19ITEM
      1.
            Legal
      Proceedings
            19ITEM
      2.
            Unregistered
      Sales of Equity Securities and Use of Proceeds
            19ITEM
      3.
            Default
      Upon Senior Securities
            19ITEM
      4.
            Submission
      of Matters to a Vote of Security Holders
            19ITEM
      5.
            Other
      Information
            19ITEM
      6.
            EXHIBITS
            19SIGNATURES
            20











2


PART
I.





ITEM
      1.
            FINANCIAL
      STATEMENTS.





BIG
      CAT ENERGY CORPORATION(A
      Development Stage Company)Condensed
      Balance SheetsJanuary
      31, 2010
              (unaudited)
            
            
            April
      30, 2009AssetsCurrent
      assets:Cash
      and cash equivalents
            
            $
            239,163
            
            
            $
            117,245Certificates
      of deposit
            
            
            --
            
            
            
            356,487Accounts
      receivable-trade
            
            
            100,000
            
            
            
            4,547Prepaid
      expenses and other current assets
            
            
            9,962
            
            
            
            20,840Total
      current assets
            
            
            349,125
            
            
            
            499,119Property,
      plant and equipment, at cost:Equipment
      held  for sale
            
            
            19,615
            
            
            
            21,124Equipment
      installed
            
            
            8,047
            
            
            
            6,538Furniture
      and equipment, net of accumulated depreciation
            
            
            10,908
            
            
            
            12,636Total
            
            
            38,570
            
            
            
            40,298Intangible
      assets, net
            
            
            89,713
            
            
            
            74,157Total
      assets
            
            $
            477,408
            
            
            $
            613,574Liabilities
      and Shareholders’ EquityCurrent
      liabilities:Accounts
      payable and accrued liabilities
            
            
            13,762
            
            
            $
            35,274Deferred
      revenue
            
            
            90,625
            
            
            
            55,000Deferred
      salaries
            
            
            66,250
            
            
            
            --Total
      current liabilities
            
            
            170,637
            
            
            
            90,274Shareholders’
      equity:Common
      stock, $.0001 par value; 100,000,000 shares authorized,42,041,000
      and 32,041,000 shares issued and outstandingat
      January 31, 2010 and April 30, 2009 respectively
            
            
            4,204
            
            
            
            3,204Additional
      paid-in capital
            
            
            11,085,731
            
            
            
            10,479,516Deficit
      accumulated during development stage
            
            
            (10,783,164
            )
            
            
            (9,959,420
            )Total
      shareholders’ equity
            
            
            306,771
            
            
            
            523,300Total
      liabilities and shareholders’ equity
            
            $
            477,408
            
            
            $
            613,574








See accompanying
notes to condensed financial statements.





3





BIG
      CAT ENERGY CORPORATION(A
      Development Stage Company)Condensed
      Statements of Operations(Unaudited)June
      19, 1997For
      the Three Months
            
            
            For
      the Nine Months
            
            
            (Inception)Ended
            
            
            Ended
            
            
            ThroughJanuary
      31,
            
            
            January 31,
            
            
            January
      31,2010
            
            
            2009
            
            
            2010
            
            
            2009
            
            
            2010Revenues
            
            $
            25,000
            
            
            $
            13,750
            
            
            $
            70,168
            
            
            $
            56,875
            
            
            $
            190,668Costs
      and expenses:Personnel
      costs
            
            
            126,572
            
            
            
            531,215
            
            
            
            426,246
            
            
            
            1,574,756
            
            
            
            8,057,877Professional
      fees
            
            
            58,825
            
            
            
            45,390
            
            
            
            181,893
            
            
            
            137,034
            
            
            
            793,590Research
      and development
            
            
            --
            
            
            
            --
            
            
            
            1,991
            
            
            
            --
            
            
            
            14,010Selling
      expense
            
            
            62,342
            
            
            
            85,473
            
            
            
            196,382
            
            
            
            253,545
            
            
            
            652,126Depreciation
      and amortization
            
            
            2,158
            
            
            
            698
            
            
            
            6,172
            
            
            
            1,829
            
            
            
            19,752Other
      operating supplies
            
            
            207
            
            
            
            123
            
            
            
            1,880
            
            
            
            183
            
            
            
            3,252General
      and administrative
            
            
            26,121
            
            
            
            48,300
            
            
            
            86,789
            
            
            
            99,510
            
            
            
            605,835Total
      Expenses
            
            
            276,225
            
            
            
            711,199
            
            
            
            901,353
            
            
            
            2,066,857
            
            
            
            10,146,442LOSS
      BEFORE OTHER INCOME
            
            
            (251,225
            )
            
            
            (697,449
            )
            
            
            (831,185
            )
            
            
            (2,009,982
            )
            
            
            (9,955,774
            )OTHER
      INCOME (EXPENSE)Interest
      income
            
            
            2,391
            
            
            
            4,330
            
            
            
            7,441
            
            
            
            27,984
            
            
            
            122,791(Loss)
      on valuation from private placement
            
            
            --
            
            
            
            --
            
            
            
            --
            
            
            
            --
            
            
            
            (433,000
            )Loss
      before discontinued operations
            
            
            (248,834
            )
            
            
            (693,119
            )
            
            
            (823,744
            )
            
            
            (1,981,998
            )
            
            
            (10,265,983
            )Loss
      on discontinued operations
            
            
            --
            
            
            
            --
            
            
            
            --
            
            
            
            --
            
            
            
            (517,181
            )Net
      (Loss)
            
            $
            (248,834
            )
            
            $
            (693,119
            )
            
            $
            (823,744
            )
            
            $
            (1,981,998
            )
            
            $
            (10,783,164
            )Net
      loss per share from continuing operations
            
            $
            (0.01
            )
            
            $
            (0.02
            )
            
            $
            (0.02
            )
            
            $
            (0.06
            )Net
      loss per share-discontinued operations
            
            
            
            
            
            
            --
            
            
            
            --
            
            
            
            --Net
      loss per share, basic and dilutive
            
            $
            (0.01
            )
            
            $
            (0.02
            )
            
            $
            (0.02
            )
            
            $
            (0.06
            )Weighted
      average number of common shares outstanding-basic and
    diluted
            
            
            42,041,000
            
            
            
            32,041,000
            
            
            
            38,816,362
            
            
            
            32,037,377





See accompanying
notes to condensed financial statements.





4





BIG
      CAT ENERGY CORPORATION(A
      Development Stage Company)Condensed
      Statements of Cash Flows(Unaudited)For
      the Nine Months Ended
              January
      31,
            
            
            June
      19, 1997
              (Inception)
              Through
              January
      31,2010
            
            
            2009
            
            
            2010Cash
      Flows From Operating Activities:Net
      Loss
            
            $
            (823,744
            )
            
            $
            (1,981,998
            )
            
            $
            (10,783,164
            )Adjustments
      to reconcile net loss to net cash used by operating
      activities:Depreciation
      and amortization
            
            
            6,172
            
            
            
            1,829
            
            
            
            19,752Stock
      based compensation
            
            
            107,215
            
            
            
            1,141,108
            
            
            
            5,850,840Contributed
      services and other
            
            
            --
            
            
            
            --
            
            
            
            10,425Cash
      flow from discontinued operations
            
            
            --
            
            
            
            --
            
            
            
            833,369Changes
      in operating assets and liabilities:Accounts
      receivable
            
            
            (95,453
            )
            
            
            (79,500
            )
            
            
            (100,000
            )Trading
      securities
            
            
            --
            
            
            
            863,770
            
            
            
            --Prepaid
      and other
            
            
            10,878
            
            
            
            (8,369
            )
            
            
            (9,962
            )Deferred
      revenue
            
            
            35,625
            
            
            
            --
            
            
            
            90,625Deferred
      salaries
            
            
            66,250
            
            
            
            --
            
            
            
            66,250Accounts
      payable and accrued liabilities
            
            
            (21,512
            )
            
            
            27,050
            
            
            
            13,762Net
      cash (used in)operating
      activities
            
            
            (714,569
            )
            
            
            (36,110
            )
            
            
            (4,008,103
            )Cash
      flows from investing activities:Purchase
      of unproven oil and gas properties
            
            
            --
            
            
            
            --
            
            
            
            (1,794,231
            )Purchase
      inventory
            
            
            --
            
            
            
            --
            
            
            
            (27,662
            )Equipment
      purchases
            
            
            (995
            )
            
            
            (6,639
            )
            
            
            (18,941
            )(Purchase)Maturity
      of certificates of deposit
            
            
            356,487
            
            
            
            (356,487
            )
            
            
            --Other
      assets
            
            
            (19,005
            )
            
            
            (13,520
            )
            
            
            (77,443
            )Cash
      used in discontinued operations
            
            
            --
            
            
            
            --
            
            
            
            (133,757
            )Net
      cash (used in)investing
      activities
            
            
            336,487
            
            
            
            (376,646
            )
            
            
            (2,052,034
            )Cash
      flows from financing activities:Proceeds
      from related party advances
            
            
            --
            
            
            
            --
            
            
            
            51,618Repayment
      of related party advances
            
            
            --
            
            
            
            --
            
            
            
            (29,036
            )Proceeds
      from the sale of common stock
            
            
            500,000
            
            
            
            500,000
            
            
            
            6,047,901Payments
      for offering costs
            
            
            --
            
            
            
            --
            
            
            
            (21,752
            )Cash
      flow provided by discontinued operations
            
            
            --
            
            
            
            --
            
            
            
            250,569Net
      cash provided byfinancing
      activities
            
            
            500,000
            
            
            
            500,000
            
            
            
            6,299,300Net
      Increase in cash andcash
      equivalents
            
            
            121,918
            
            
            
            87,244
            
            
            
            239,163Cash
      and cash equivalents:Beginning
      of period
            
            
            117,245
            
            
            
            4,796
            
            
            
            --End
      of period
            
            $
            239,163
            
            
            $
            92,040
            
            
            $
            239,163Noncash
      investing and financing transactions:Forgiveness
      of debt by related party, accounted for as  Capital
      contributed
            
            $
            --
            
            
            $
            --
            
            
            $
            22,582Stock
      issued to related party for ARID  technology
            
            $
            --
            
            
            $
            --
            
            
            $
            23,990Spin
      off of Sterling Oil & Gas
            
            $
            --
            
            
            $
            --
            
            
            $
            1,794,231





See accompanying
notes to condensed financial statements.





5


BIG
CAT ENERGY CORPORATION


(A
Development Stage Company)





CONDENSED
STATEMENT OF SHAREHOLDERS’ EQUITY


FOR
THE NINE MONTHS ENDED JANUARY 31, 2010


AND
THE CUMULATIVE PERIOD FROM JUNE 19, 1997 (INCEPTION)  TO JANUARY 31,
2010 (UNAUDITED)





Common
      Stock
            
            
            Additional
      Paid-in Capital
            
            
            Deficit
      Incurred During
              Development
      Stage
            
            
            TotalShares
            
            
            Par
      value $.0001Balance,
      at June 19, 1997 (inception)Stock
      issued for services upon inception at June 19, 1997 issued at
      par
            
            
            500,000
            
            
            $
            50
            
            
            $
            –
            
            
            $
            –
            
            
            $
            50Common
      stock cancelled March 2002
            
            
            (500,000
            )
            
            
            (50
            )
            
            
            –
            
            
            
            –
            
            
            
            (50
            )Sale
      of common stock at $0.10 per share, April  2002
            
            
            1,114,000
            
            
            
            111
            
            
            
            111,289
            
            
            
            –
            
            
            
            111,400Contributed
      services (January  2000 through
      April  2003)
            
            
            –
            
            
            
            –
            
            
            
            10,425
            
            
            
            –
            
            
            
            10,425Cumulative
      net loss
            
            
            –
            
            
            
            –
            
            
            
            –
            
            
            
            (132,543
            )
            
            
            (132,543
            )Balance, April 30,
      2005
            
            
            1,114,000
            
            
            
            111
            
            
            
            121,714
            
            
            
            (132,543
            )
            
            
            (10,718
            )Sale
      of common stock (March through April  2006) at $0.05 per
      share
            
            
            7,400,000
            
            
            
            740
            
            
            
            369,260
            
            
            
            –
            
            
            
            370,000Sale
      of common stock (March 2006 at $0.01 per share
            
            
            2,500,000
            
            
            
            250
            
            
            
            24,750
            
            
            
            
            
            
            
            25,000Common
      stock issued in exchange for assets
            
            
            12,450,000
            
            
            
            1,245
            
            
            
            22,745
            
            
            
            
            
            
            
            23,990Net
      loss
            
            
            –
            
            
            
            –
            
            
            
            –
            
            
            
            (145,182
            )
            
            
            (145,182
            )Balance, April 30,
      2006
            
            
            23,464,000
            
            
            
            2,346
            
            
            
            538,469
            
            
            
            (277,725
            )
            
            
            263,090Sale
      of common stock (May through June 2006) at $0.50 per share
            
            
            4,065,000
            
            
            
            407
            
            
            
            2,032,093
            
            
            
            –
            
            
            
            2,032,500Sale
      of common stock (January 2007) at $0.75 per share
            
            
            2,012,000
            
            
            
            201
            
            
            
            1,508,799
            
            
            
            –
            
            
            
            1,509,000Offering
      costs
            
            
            –
            
            
            
            –
            
            
            
            (21,752
            )
            
            
            –
            
            
            
            (21,752
            )Contributed
      capital
            
            
            –
            
            
            
            –
            
            
            
            22,582
            
            
            
            –
            
            
            
            22,582Stock-based
      compensation
            
            
            –
            
            
            
            –
            
            
            
            1,840,000
            
            
            
            –
            
            
            
            1,840,000Net
      loss
            
            
            –
            
            
            
            –
            
            
            
            –
            
            
            
            (2,639,221
            )
            
            
            (2,639,221
            )Balance, April 30,
      2007
            
            
            29,541,000
            
            
            
            2,954
            
            
            
            5,920,191
            
            
            
            (2,916,946
            )
            
            
            3,006,199Sale
      of common stock (October 2007) at $1.00 per share
            
            
            500,000
            
            
            
            50
            
            
            
            499,950
            
            
            
            –
            
            
            
            500,000Sale
      of units (April 2008) at $0.50 per unit
            
            
            1,000,000
            
            
            
            100
            
            
            
            499,900
            
            
            
            –
            
            
            
            500,000Spin
      off Sterling subsidiary
            
            
            –
            
            
            
            –
            
            
            
            (844,050
            )
            
            
            –
            
            
            
            (844,050
            )Stock-based
      compensation
            
            
            –
            
            
            
            –
            
            
            
            2,360,000
            
            
            
            –
            
            
            
            2,360,000Net
      loss
            
            
            –
            
            
            
            –
            
            
            
            –
            
            
            
            (4,378,294
            )
            
            
            (4,378,294
            )Balance, April 30,
      2008
            
            
            31,041,000
            
            
            
            3,104
            
            
            
            8,435,991
            
            
            
            (7,295,240
            )
            
            
            1,143,855Sale
      of units (May 2008) at $0.50 per unit
            
            
            1,000,000
            
            
            
            100
            
            
            
            499,900
            
            
            
            --
            
            
            
            500,000Stock
      based compensation
            
            
            --
            
            
            
            --
            
            
            
            1,543,625
            
            
            
            --
            
            
            
            1,543,625Net
      loss
            
            
            --
            
            
            
            --
            
            
            
            --
            
            
            
            (2,664,180
            )
            
            
            (2,664,180
            )Balance, April 30,
      2009
            
            
            32,041,000
            
            
            
            3,204
            
            
            
            10,479,516
            
            
            
            (9,959,420
            )
            
            
            523,300Sale
      of units (July 2009) at $0.05 per unit
            
            
            10,000,000
            
            
            
            1,000
            
            
            
            499,000
            
            
            
            --
            
            
            
            500,000Stock
      based compensation
            
            
            --
            
            
            
            --
            
            
            
            107,215
            
            
            
            --
            
            
            
            107,215Net
      loss
            
            
            --
            
            
            
            --
            
            
            
            --
            
            
            
            (823,744
            )
            
            
            (823,744
            )Balance, January 31,
      2010
            
            
            42,041,000
            
            
            $
            4,204
            
            
            $
            11,085,731
            
            
            $
            (10,783,164
            )
            
            $
            306,771





See accompanying
notes to condensed financial statements.


6


BIG
CAT ENERGY CORPORATION


(A
Development Stage Company)


Notes
to Condensed Financial Statements


(Unaudited)





Note1:  Presentation,
Organization and Nature of Operations





Presentation





The
accompanying unaudited financial statements of Big Cat Energy Corporation (the
“Company”) at January 31, 2010 and 2009 have been prepared in accordance with
generally accepted accounting principles (“GAAP”) for interim financial
statements pursuant to, instructions to Form 10-Q, and Regulation S-X.
Accordingly, certain information and footnote disclosures normally included in
financial statements prepared in accordance with GAAP have been condensed or
omitted. These condensed financial statements should be read in conjunction with
the financial statements and notes thereto included in the Company’s annual
report on Form 10-K for the year ended April 30, 2009. In management’s opinion,
all adjustments (consisting only of normal recurring adjustments) considered
necessary for a fair presentation to make the Company’s financial statements not
misleading have been included. The results of operations for the periods ended
January 31, 2010 and 2009 presented are not necessarily indicative of the
results to be expected for the full year. The April 30, 2009 balance sheet has
been derived from the Company’s audited financial statements included in the
Company’s annual report on Form 10-K for the year ended April 30,
2009.





Description
of Operations





Big Cat
Energy Corporation (“Big Cat” or the “Company”), a Nevada corporation, owns the
exclusive rights to a technology known as the Aquifer Recharge Injection Device
(ARID®) which allows Coal Bed Methane (“CBM”) operators to redistribute water
produced from productive coal seams, within the same bore hole. The ARID tool
moves contaminated water from the producing coal seam to depleted aquifers of
similar water quality, without having to discharge the water on the surface.
With the ARID system and technology in use, the production well will not require
use of a separate re-injection well for any of the produced water. The produced
water never leaves the well bore as it is redirected into different aquifer
zones, identified from the geophysical logs.





The
Company is in the development stage in accordance with Codification Topic 915,
Development Stage
Entities. The Company has been in the development stage since inception
and has yet to generate any significant revenue-producing operations. Activities
since its inception have primarily involved its organization, development of the
Company and more recently, its ARID initiative.








7


Note
2:  Liquidity





Going
Concern





As of
January 31, 2010, the Company had working capital of $178,488 and stockholders’
equity of $306,771. The Company has realized minimal revenues and has incurred
significant losses from operations and used significant cash flow to fund
operations for the periods presented in this Quarterly Report. Historically, Big
Cat has relied upon outside investor funds to maintain its operations and
develop its business. Big Cat’s plan for continuation anticipates continued
funding from investors. This funding would be used for operations, for working
capital, as well as business expansion during the upcoming fiscal year. The
Company can provide no assurance that additional investor funds will be
available on terms acceptable to the Company. These conditions raise substantial
doubt about Big Cat’s ability to continue operations as a going
concern.





Big Cat’s
ability to continue as a going concern is dependent upon raising capital through
debt or equity financing and ultimately by increasing revenue and achieving
profitable operations. The Company can offer no assurance that it will be
successful in its efforts to raise additional proceeds or achieve profitable
operations. The accompanying financial statements have been prepared on a going
concern basis, which contemplates the realization of assets and the settlement
of liabilities in the normal course of business.





Note 3:  Significant
Accounting Policies:




Use of
Estimates




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




Cash and Cash
Equivalents




Cash and
cash equivalents include cash on hand, amounts held in banks and highly liquid
investments purchased with an original maturity of three months or less. The
Company may have cash in banks in excess of federally insured
amounts.




Short-Term
Investments




The
Company had certificates of deposit which were stated at fair value based on
original cost plus earnings recorded on the stated interest rate of the
certificate. The certificates of deposit have matured.




Intangible
Assets





The
Company capitalized the costs to patent the ARID process and ARID trademark.
These costs are being amortized over the life, twenty (20) years, of the patent
on a straight line basis. Management evaluates intangible assets for impairment
at least annually and, if considered impaired, intangible assets are written
down to fair market value and a corresponding impairment loss is
recognized.







8


Concentrations
of Credit Risk




The
Company’s cash equivalents and accounts receivable are exposed to concentrations
of credit risk.  The Company manages and controls this risk by
investing cash funds with major financial institutions and by carefully
evaluating the credit worthiness of customers.




Concentration of Customer
Base




The
Company has three customers for the nine months ended January 31, 2010 compared
to one customer for the nine months ended January 31, 2009.




Subsequent
Events




The
Company has evaluated subsequent events through March 7, 2010, the date which
the financial statements were available to be issued.




Furniture and
Equipment




Furniture
and equipment is stated at cost.  Depreciation is provided on office
furniture, fixtures and equipment using the straight-line method over an
estimated service life of three to seven years. Depreciation on leased assets is
approximately $1,000 per year and is recorded annually as the effect on
quarterly results of operations is deminimus.




The cost
of normal maintenance and repairs is charged to operating expenses as
incurred.  Material expenditures which increase the life of an asset
are capitalized and depreciated over the estimated remaining useful life of the
asset.




Income
Taxes




Income
taxes are accounted for by recognizing deferred income tax assets and
liabilities for the expected future income tax consequences, based on enacted
tax laws, of temporary differences between the financial reporting and tax basis
of assets, liabilities and carryforwards. Deferred tax assets are recognized for
the expected future effects of all deductible temporary differences, loss
carryforwards and tax credit carryforwards. Deferred tax assets are then
reduced, if deemed necessary, by a valuation allowance for the amount of any tax
benefit which, more likely than not, are not expected to be
realized.





We
adopted Codification Topic 740, Income Taxes as of April 1,
2008. This topic provides detailed guidance for the financial statement
recognition, measurement and disclosure of uncertain tax positions recognized in
the financial statements. Tax positions must meet a "more-likely-than-not"
recognition threshold at the effective date to be recognized upon the adoption
of Codification Topic 740 and in subsequent periods. We have identified no
significant uncertain tax positions as of April 30, 2009 or at January 31, 2010.
The cumulative effect of adopting Codification Topic 740 has not resulted in a
liability on the balance sheet. The total amount of unrecognized tax benefits as
of the date of adoption was zero.





We
recognize interest and penalties related to uncertain tax positions in income
tax expense. No interest and penalties related to uncertain tax positions were
accrued as of April 30, 2009 or at January 31, 2010.





9


Fair
Value of Financial Instruments





The
Company’s financial instruments consist of cash and cash equivalents, accounts
receivable and accounts payable. The fair market value of these financial
instruments approximates or is equal to the book value.





Fair Value Measurement and
Disclosure





Fair
Value Measurements are determined by the Company’s adoption of Codification
Topic 820 Fair Market
Measurement and Disclosures as of May 1, 2008, including the application
of the statement to non-recurring, non-financial assets and liabilities. The
adoption of Codification Topic 820 did not have a material impact on the
Company’s fair value measurements. Codification Topic 820 defines fair value as
the price that would be received to sell an asset or paid to transfer a
liability in the principal (or most advantageous market) for the asset or
liability in an orderly transaction between market participants at the
measurement date. Codification Topic 820 establishes a fair value hierarchy
which prioritizes the inputs used in measuring fair value into three broad
levels as follows:





Level 1-
Quoted prices in active markets for identical assets or
liabilities.


Level 2-
Inputs, other than the quoted prices in active markets, that are observable
either directly or indirectly.


Level 3-
Unobservable inputs based on the Company’s assumptions,





Codification
Topic 820 requires the use of observable market data if such data is available
without undue cost and effect.





Stock-Based
Compensation




The
Company accounts for stock-based compensation arrangements in accordance with
Codification Topic 718, Compensation-Stock Compensation,which permits entities to recognize as expense over the vesting period,
the fair value of all stock-based awards on the date of grant. The Company
recorded expense of stock-based compensation during the three months ended
January 31, 2010, totaling $26,141 compared to $397,108 for the three months
ended January 31, 2009. The Company recorded expense for stock-based
compensation for the nine months ended January 31, 2010 of $107,215 compared to
$1,141,108 for the nine months ended January 31, 2009.




Net Loss
Per Share




Basic net
loss per share is computed using the weighted average number of common shares
outstanding during the period.  Contingently issuable shares are
included in the computation of basic net income (loss) per share when the
related conditions are satisfied.  Diluted net income (loss) per share
is computed using the weighted average number of common shares and potentially
dilutive securities outstanding during the period.  Potentially
dilutive securities consist of contingently issuable shares, the incremental
common shares issuable upon conversion of preferred stock or convertible debt
(using the “if converted” method) and shares issuable upon the exercise of stock
options and warrants (using the “treasury stock” method).  Potentially
dilutive securities are excluded from the computation if their effect is
anti-dilutive.




10


As of
January 31, 2010 the Company had 42,041,000 shares of common stock outstanding
and both options and warrants to purchase 11,035,000 shares issued that would be
potentially dilutive. At January 31, 2009, the Company had 32,041,000 shares of
common stock outstanding and options to purchase 6,825,000 shares issued that
would be potentially dilutive. The options outstanding were excluded from the
calculation of diluted earnings per share as their effect would have been anti
dilutive.




Revenue
Recognition





The
Company leases its ARID system and technology to its customers. Revenue is
recognized equally over the term of lease. When the lease is executed, the
Company records deferred revenue as Other Current Liability for those amounts
paid for lease commitments for the next 12 months and a Long Term Obligation for
those amounts in excess of 12 months. At January 31, 2010, the Company has
recorded $90,625 as Deferred Revenue and $0 for Long Term
Obligations.





Reclassifications




Certain
reclassifications have been made to prior years’ amounts to conform to the
classifications used in the current year.  Such reclassifications had
no effect on the Company’s net loss in any of the periods
presented.





Recent Accounting
Developments





In June
2009, the FASB approved the FASB Accounting Standards Codification (ASC), which
after its effective date of July 1, 2009 is the single source of authoritative,
nongovernmental U.S. Generally Accepted Accounting Principles (GAAP). The
Codification reorganizes all previous U.S. GAAP pronouncements into roughly 90
accounting topics and displays all topics using consistent structure. All
existing standards that were used to create the Codification are now superseded,
replacing the previous references to specific Statements of Financial Accounting
Standards (SFAS) with numbers used in the Codification’s structural
organization. The adoption of this guidance did not have a material impact on
our financial statements. We have updated our disclosures
accordingly.




Note
4:   Shareholders’ Equity





Private
Offerings





During
the nine months ended January 31, 2010 the Company completed a private
placement  of 10,000,000 units for $500,000 ($.05 per unit), each unit
consisting of one restricted share of its common stock and one warrant to
purchase one half restricted share of its common
stock.   Warrants are exercisable for $.075 and must be exercised
on or before July 28, 2012.    Following the sale, the
Company had 42,041,000 common shares issued and outstanding.





During
the nine months ended January 31, 2009, the Company completed the private
placement of 1,000,000 units for $500,000 ($.50 per unit), each unit consisting
of one restricted share of its common stock and one warrant to purchase one
share of restricted common stock exercisable at $.75 per share.





The above
private offerings were made in reliance on an exemption from registration in the
United States under Section 4(2) and/or Regulation D of the United States
Securities Act of 1933, as amended.





11


In
accordance with Codification Topic 815, Derivatives and Hedging, and
the terms of the warrants and the transaction documents, the warrants were
determined to represent an equity transaction and therefore the fair value of
the warrants are contained within the equity section and not separately recorded
apart from the common shares issued as part of the private
placement.





Note
5:   Stock Option Plan





The
Company adopted a 2007 Nonqualified Stock Option Plan (the “Plan”), as amended.
The Company has reserved 5,000,000 shares of common stock for the
plan.  During Fiscal Year 2008, the Company granted options to
purchase 1,860,000 shares to directors, officers, and key employees of the
Company.  Of the 1,860,000 options granted, 255,000 options were
granted with an exercise price at $.50 per share, which was below market value
on the date of grant.  The remaining options were granted with an
exercise price at the market price on the date of grant, April 30, 2008. 10,000
options granted in Fiscal Year 2008 vested immediately and the balance through
April 30, 2009.  250,000 options were forfeited during the year ended
April 30, 2008.




During
the three months ended January 31, 2010, the Board of Directors granted options
to outside directors and key employees of the Company, to purchase 410,000
shares, effective January 4, 2010. The exercise price of the options was $0.15
the closing price of Company shares on January 4. 2010. The options become
exercisable on January 4, 2011 and expire on January 4, 2015.




During
Fiscal 2009the Board of
Directors granted options to directors, officers and key employees and
consultants of the Company, to purchase 1,665,000 shares, effective December 31,
2008. The exercise price of the options was $0.12, the closing price of Company
shares on December 31, 2008. The options become exercisable on December 31, 2009
and expire on December 31, 2014.




During
the nine months ended January 31, 2010, Directors Charles Peck and George
Hampton III resigned from the Board. The stock options granted to these
Directors, 600,000 each, were forfeited upon their resignation.




As of
April 30, 2009, and 2008 the outstanding options are fully vested, however, the
agreement only allows for a certain number of options to be exercised each year
through December 31, 2014.  Due to the limitations on exercising the
options, and the provision that they expire upon resignation or termination for
cause, the Company treats the options as if they vest over a two-year
period.




During
the nine months ended January 31, 2010, the Board of Directors granted warrants
to purchase 100,000 shares effective August 16, 2009 to Wharton Consulting
(Thomas Wharton) in conjunction with a consulting agreement with Wharton
Consulting. The exercise price is $0.14, the average closing stock price for the
previous 30 days. The warrants vested immediately and expire on August 16, 2014.
The market price on the date of the grant was $0.19 per share.




The
Company expects to recognize approximately $105,000 in stock compensation
expense ratably through April 30, 2010.  There have been no options
exercised under the terms of the Plan.




12


Note
6:   Income Tax




The
federal net operating loss (NOL) carryforward of approximately $3,870,000 as of
January 31, 2010 expires on various dates through 2030. Internal Revenue Code
Section 382 places a limitation on the amount of taxable income which can
be offset by NOL carryforwards incurred before a change in
control.   “Change in control” for these purposes generally means
greater than a 50% change in ownership of the corporation.  After a change
in control, a loss corporation cannot deduct NOL carryforwards existing at the
time of the change in control in excess of the Section 382 limitations. 
Due to these “change in ownership” provisions, utilization of NOL carryforwards
existing at the time of a change in control may be subject to an annual
limitation in future periods.  We have not performed a Section 382
analysis, however approximately ninety percent of the present NOL was incurred
during the fiscal years beginning April 1, 2007 and thereafter which was after a
change in control of the Company occurred in March, 2006.




Nonetheless,
we have established a full valuation allowance against the deferred tax assets
because, based on the weight of available evidence including our continued
operating losses, it is more likely than not, that all of the deferred tax
assets will not be realized.  Because of the full valuation allowance,
no income tax expense or benefit is reflected on the statement of
operations.





Note
7:  Subsequent Events:





The
Company has evaluated subsequent events through March 7, 2010, the date which
the financial statements were to be issued.





13


ITEM
      2.           
      Management’s Discussion and Analysis of Financial Condition and Results of
      Operations.





Forward-Looking
Statements





This
Quarterly Report includes certain statements that may be deemed to be
“forward-looking statements that reflect our current views with respect to
future events and financial performance. All statements included in this
Quarterly Report, other than statements of historical facts, address matters
that we reasonably expect, believe or anticipate will or may occur in the
future. Forward-looking statements may relate to, among other
things:





§
            our
      future financial position, including working capital and anticipated cash
      flow;





§
            the
      risks of the oil and gas industry, as they relate to demand for leasing
      the ARID tool;





§
            market
      demand;





§
            risks
      and uncertainties involving geology of oil and gas
    deposits;





§
            the
      uncertainty of estimates and projections relating to costs and
      expenses;





§
            health,
      safety and environmental risks;





§
            uncertainties
      as to the availability and cost of financing;
  and





§
            the
      possibility that government policies or laws may change or governmental
      approvals may be delayed or
withheld.





Other
sections of this Quarterly Report may include additional factors that could
adversely affect our business and financial performance. Moreover, we operate in
a very competitive and rapidly changing environment. New risk factors emerge
from time to time and it is not possible for our management to predict all risk
factors, nor can we assess the impact of all factors on our business or the
extent to which any factor, or combination of factors, may cause actual results
to differ materially from those contained in any forward-looking
statements.





Forward
looking statements in this Quarterly Report are made as of the respective dates
set forth in this Quarterly Report. Such forward-looking statements are based on
the beliefs, expectations and opinions of management as of the date the
statements are made. We do not intend to update these forward-looking
statements, except as required by law. For the reasons set forth above,
investors should not place undue reliance on forward-looking
statements.





Plan
of Operations





The plan
of operations discussed below in this Quarterly Report, reflects the operations
of our current business which is to lease or sell the ARID system and technology
to oil and gas exploration and production companies.  We are a
development stage company and have realized minimal revenues from our current
business operations.





14


Effective
July 1, 2009, we entered into a non-exclusive distribution agreement with
Universal Well Site Solutions (“Universal”), whereby Universal became a Big Cat
distributor of the ARID system and technology in selected areas of the United
States. The Company is continuing to evaluate additional distributors of the
ARID system and technology.





We are in
the process of completing field tests of the ARID system and technology, and we
are continuing to refine the ARID system to improve the field use of the ARID
system and technology. Currently, we have seven ARID tools installed in coal bed
method (CBM ) gas well bores in the Powder River Basin of Wyoming and have
leased another seven to be installed in 2010.





We are
evaluating the use of the ARID system and technology in additional industries
and applications.  The Company is scheduled to participate in a proof
of concept project at an area coal mine in early 2010 and is evaluating the use
of the system for handling brine water in the southwest United
States.





Our
specific goal for the next twelve months is to complete our current pilot
projects in the Powder River Basin of Wyoming with these pilots generating ARID
tool sales or leases in 2010. We are also evaluating potential pilot projects
for New Mexico and Colorado.





Patent
Status:





In the
United States Big Cat has two pending regular patent applications before the
United States Patent Office (“USPTO”) the first claiming the use of a single
device for water handling in a well bore and the second claiming the use of
multiple devices for water handling in a well bore.  In the first patent
application, we have not yet received the first office action. We would expect
to receive the first office action within the next couple of months.  In
the second patent application, we have received a first office actions and our
response has overcome the initial concerns cited by the USPTO.  We have
also received a second action on the merits and we are now preparing a response
to that action.





In
Europe, Big Cat has one pending regular patent application.  We have
received and responded to the first office action in that matter and are waiting
on the European Patent Office (“EPO”) to forward the next
communication.





In
Canada, Big Cat has one pending regular patent application.  We have
received the first office action in that matter and have responded to that
action.





In
Australia, Big Cat has one pending regular patent application.  We have
demanded normal examination of the application.  We should shortly receive
a first action on the merits.





Trademark Status:





In the
United States, the Certification of Registration for the ARID mark was issued on
January 12, 2010 and will remain in effect for 10 years.





Also, in
the United States, the word mark BIG CAT has been published.  Caterpillar
Inc. has indicated that they may oppose the mark and has filed an extension of
time to oppose.  We are currently preparing a response to Caterpillar in
this regard.





15


Also, in
the United States, the word mark and design BIG CAT ENERGY
CORPORATION   with the lion design has been published. 
Caterpillar Inc. has indicated that they may oppose the mark and has filed an
extension of time to oppose.  We are currently preparing a response to
Caterpillar in this regard.








Results
of Operations





Three
Months Ended January 31, 2010 Compared to Three Months Ended January 31,
2009





We
reported a net loss for the three months ended January 31, 2010 of $248,834
compared with a net loss of $693,119 for the same period in 2009. The net loss
for the three months ended January 31, 2010 included $26,141 attributable to
non-cash consideration related to the issuance of stock options to management
compared to $397,108 for the same period in 2009.





We
recorded personnel costs of $126,572 during the three month period ended January
31, 2010, as compared to $531,215 during the same period in 2009. We recorded a
stock based compensation charge for stock options issued to management of
$26,141 for the three month period ended January 31, 2010, compared with
$397,108 for the same period in 2009.





We
incurred professional fees of $58,825 during the three month period ended
January 31, 2010, as compared to $45,390 during the same period in 2009. Most of
the professional fees related to the cost of SEC matters and filings and
consulting services.





We
incurred selling expense of $62,342 for the three month period ended January 31,
2010 compared to $85,473 for the same period in 2009.





Our
general and administrative costs were $26,121 during the three month period
ended January 31, 2010, as compared to $48,299 during the same period in 2009.
The major component of other general and administrative costs is
insurance.





Nine
months ended January 31, 2010 Compared to Nine months ended January 31,
2009





We
reported a net loss for the nine months ended January 31, 2010 of $823,744
compared with a net loss of $1,981,998 for the same period in
2009.  The net loss for the nine months ended January 31, 2009
included $107,215 attributable to non-cash consideration related to the issuance
of stock options to management and warrants issued to a consultant compared to
$1,141,108 for the same period in 2009.





We
recorded personnel costs of $426,246 during the nine month period ended January
31, 2010, as compared to $1,574,756 during the same period in 2009. We recorded
a stock based compensation charge for options issued to management of $90,215
for the nine month period ended January 31, 2010, compared to $1,141,108 for the
same period in 2009.





We
incurred professional fees of $181,893 during the nine month period ended
January 31, 2010 as compared to $137,034 during the same period 2009. Most of
the professional fees related to the cost of required SEC filings, consulting
services and a non-cash charge of $17,000 for warrants issued to a
consultant.





We
incurred selling expense of $196,382 for the nine month period ended January 31,
2010 compared to $253,545 for the same period in 2009.





16


Our
general and administrative costs were $86,789 during the nine month period ended
January 31, 2010, as compared to $99,510 during the same period in 2009. The
major component of other general and administrative expense is
insurance.





Liquidity
and Capital Resources





As of
January 31, 2010, we had working capital of $178,488, and it is uncertain
whether this amount will be sufficient to fund operations for the next year.
Therefore, we may seek additional sources of capital for the coming
year.





Cash used
in operating activities was $714,569 for the nine months ended January 31, 2010,
compared to cash used in operating activities of $36,110 for the nine months
ended January 31, 2009. In the nine month period ended January 31, 2010 cash
used by operations was principally attributed to our net loss offset by our
non-cash compensation expense of $107,215. For the nine months ended January 31,
2009 cash used in operations was principally from our net loss offset by
non-cash compensation expense of $1,141,108 and from the change in our trading
securities of $863,770.





Cash
flows provided by investing activities was $336,487 for the nine months ended
January 31, 2010 reflecting the maturity of our certificates of deposit. Cash
flows used by investing activities was $376,646 for the nine months ended
January 31, 2009, primarily due to the initial purchase of our certificates of
deposit.





Cash
flows from financing activities were $500,000 for the nine months ended January
31, 2010, and $500,000 for the nine months ended January 31, 2009. For the nine
months ended January 31, 2010 and 2009, respectively, cash from financing was
from the private placements of our stock.





During
the nine months ended January 31, 2010, the Company completed a private
placement of 10,000,000 units for $500,000 ($.05 per unit), each unit consisting
of one restricted share of its common stock and one warrant to purchase one half
restricted share of its common stock each exercisable for $.075. Following this
sale the Company’s outstanding common stock increased to 42,041,000
shares.





During
the nine months ended January 31, 2009 the Company completed the private
placement of 1,000,000 units for $500,000 ($.50 per unit), each unit consisting
of one restricted share of its common stock and one warrant to purchase one
share of restricted common stock each exercisable at $.75 per
share.





In
accordance with Codification Topic 815, Derivatives and Hedging, and
the terms of the warrants and the transaction documents, the warrants were
determined to represent an equity transaction and, therefore, the fair value of
the warrants are contained within the equity section and not separately recorded
apart from the common shares issued as part of the private
placement.





The above
private offerings were made in reliance on an exemption from registration in the
United States under Section 4(2) and/or Regulation D of the United States
Securities Act of 1933, as amended.





17


Financial
Instruments and Other Information





As of January 31, 2010, we had cash and
cash equivalents, accounts payable and accrued liabilities, which are each
carried at approximate fair value due to the short maturity date of those
instruments. Unless otherwise noted, it is management’s opinion that the Company
is not exposed to significant interest, currency or credit risks arising from
these financial instruments.




Critical
Accounting Polices and Estimates





Use
of Estimates in the Preparation of Financial Statements





The
preparation of the financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect the reported amounts of any oil and gas reserves, assets and liabilities
and disclosure of contingent assets and liabilities at the date of the financial
statements and the reported amounts of revenues and expenses during the
reporting period. The Company bases its estimates on historical experience and
on various assumptions it believes to be reasonable under the circumstances.
Although actual results may differ from these estimates under different
assumptions or conditions, the Company believes that its estimates are
reasonable.





Equity
Based Compensation





On
January 1, 2006, we adopted Codification Topic 718, Compensation-Stock
Compensation, which requires the measurement and recognition of
compensation expense for all share-based payment awards made to employees and
directors including employee stock options based on estimated fair
value.





Codification
Topic 718 requires companies to estimate the fair value of share-based payment
awards on the date of the grant using an option-pricing model. The value of the
portion of the award that is ultimately expected to vest is recognized as
expense over the requisite service periods in our statement of operations. Prior
to the adoption of Codification Topic 718, we had no stock-based compensation
awarded to employees and directors.





Recent
Accounting Developments:





In June
2009, the FASB approved the FASB Accounting Standards Codification (ASC), which
after its effective date of July 1, 2009 is the single source of authoritative,
nongovernmental U.S. Generally Accepted Accounting Principles (GAAP). The
Codification reorganizes all previous U.S. GAAP pronouncements into roughly 90
accounting topics and displays all topics using consistent structure. All
existing standards that were used to create the Codification are now superseded,
replacing the previous references to specific Statements of Financial Accounting
Standards (SFAS) with numbers used in the Codification’s structural
organization. The adoption of this guidance did not have a material impact on
our financial statements. We have updated our disclosures
accordingly.





Off-Balance
Sheet Arrangements





From
time-to-time, we may enter into off-balance sheet arrangements and
transactionsthat
can give rise to off-balance sheet obligations. As of January 31, 2010 and
January 31, 2009, there were no off -balance sheet arrangements.





18


ITEM
      4T.
            CONTROLS
      AND PROCEDURES





The
Company’s Chief Executive Officer and the Principal Financial Officer evaluated
the effectiveness of the Company’s disclosure controls and procedures (as
defined in Rule 13a-15(e) under the Securities Exchange Act of 1934, as amended)
as of January 31, 2010. Based on this evaluation, the Chief Executive Officer
and Principal Financial Officer concluded that, as of January 31, 2010 the
Company’s disclosure controls and procedures are effective.





There
were no changes in the Company’s internal control over financial reporting
during the quarter ended January 31, 2010, that have materially affected, or are
reasonably likely to materially affect, the Company’s internal controls over
financial reporting.








PART
II.  OTHER INFORMATION





ITEM 1. Legal ProceedingsNone





ITEM 2. Unregistered Sales of Equity
Securities and Use of ProceedsNone




ITEM 3. Default Upon Senior
SecuritiesNone





ITEM 4. Submission of Matters to a
Vote of Security HoldersNone





ITEM 5. Other InformationNone





ITEM
6. EXHIBITS





Exhibits
            Document Description10.1
            Salary
      Deferral Agreement Effective July 27, 200931.1
            Section
      302 Certification of Principal Executive Officer.31.2
            Section
      302 Certification of Principal Financial Officer.32.1
            Section
      906 Certification of Chief Executive Officer.32.2
            Section
      906 Certification of Chief Financial
Officer.





19


SIGNATURES





In
accordance with Section 13 or 15(d) of the Securities and Exchange Act, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized, on this 8th day of March,
2010.





BIG
      CAT ENERGY CORPORATIONBY:
            /s/ Timothy BarrittTimothy
      Barritt, President and Principal  Executive
    OfficerBY:
            /s/ Richard G. StifelRichard
      G. Stifel, Principal Accounting Officer and  Principal Financial
      Officer