Nevada
|
88-0422242
|
|
(State
or other jurisdiction of incorporation or organization)
|
(I.R.S.
Employer Identification No.)
|
7300
W. 110
th
,
7
th
Floor
|
||
Overland
Park, Kansas
|
66210
|
|
(Address
of principal executive offices)
|
(Zip
Code)
|
Page
|
|||
PART
I FINANCIAL
STATEMENTS
|
|||
Item
1. Financial
Statements
|
1
|
||
Consolidated Balance
Sheets
|
1
|
||
Consolidated Statements of
Operations
|
2
|
||
Consolidated Statements of Cash
Flows
|
3
|
||
Notes to Consolidated Financial
Statements
|
4
|
||
Forward-Looking
Statements
|
9
|
||
Item
2. Management’s
Discussion and Analysis of FinancialCondition and Results of
Operations
|
10
|
||
Item
3.
Quantitative and Qualitative Disclosures about MarketRisk
|
20
|
||
Item
4T.
Controls and Procedures
|
20
|
||
PART
II OTHER
INFORMATION
|
|||
Item
1.
Legal Proceedings
|
20
|
||
Item
1A. Risk
Factors
|
21
|
||
Item
2.
Unregistered Sales of Equity Securities and Use of
Proceeds
|
39
|
||
Item
3. Defaults
Upon Senior Securities
|
40
|
||
Item
4.
Submission of Matters to a Vote of Security Holders
|
40
|
||
Item
5. Other
Information
|
41
|
||
Item
6. Exhibits
|
41
|
||
SIGNATURES
|
42
|
June
30,
|
March
31,
|
|||||||
2008
|
2008
|
|||||||
(Unaudited)
|
(Audited)
|
|||||||
Assets
|
||||||||
Current
assets:
|
||||||||
Cash
|
$ | 1,044,361 | $ | 951,004 | ||||
Accounts
receivable
|
1,030,388 | 227,055 | ||||||
Prepaid
debt issue costs
|
157,191 | 157,191 | ||||||
Deposits
and prepaid expenses
|
378,454 | 176,345 | ||||||
Total
current assets
|
2,610,394 | 1,511,595 | ||||||
Fixed
assets
|
243,925 | 185,299 | ||||||
Less:
Accumulated depreciation
|
39,859 | 30,982 | ||||||
Total
fixed assets
|
204,066 | 154,317 | ||||||
Other
assets:
|
||||||||
Prepaid
debt issue costs
|
117,893 | 157,191 | ||||||
Oil
and gas properties using full-cost accounting:
|
||||||||
Properties
not subject to amortization
|
3,200 | 62,216 | ||||||
Properties
subject to amortization
|
9,404,474 | 8,982,510 | ||||||
Total
other assets
|
9,525,567 | 9,201,917 | ||||||
Total
assets
|
$ | 12,340,027 | $ | 10,867,829 | ||||
Liabilities
and Stockholders’ Equity
|
||||||||
Current
liabilities:
|
||||||||
Accounts
payable
|
$ | 1,602,519 | $ | 416,834 | ||||
Accrued
liabilities
|
293,728 | 70,461 | ||||||
Notes
payable
|
965,000 | 965,000 | ||||||
Deferred
payments from Euramerica development
|
- | 251,951 | ||||||
Long-term
debt, current
|
517,284 | 412,930 | ||||||
Total
current liabilities
|
3,378,531 | 2,117,176 | ||||||
Asset
retirement obligation
|
557,633 | 459,689 | ||||||
Convertible
note payable
|
25,000 | 25,000 | ||||||
Long-term
debt, net of discount of $3,067,376 and $3,410,202
|
7,520,120 | 6,831,972 | ||||||
Total
liabilities
|
11,481,284 | 9,433,837 | ||||||
Contingencies
and commitments
|
||||||||
Stockholders’
Equity:
|
||||||||
Preferred
stock, $0.001 par value, 10,000,000
|
||||||||
shares
authorized, no shares issued and outstanding
|
- | - | ||||||
Common
stock, $0.001 par value, 100,000,000 shares
authorized;
|
||||||||
shares
issued and outstanding – 4,442,833 at June 30, 2008
and
4,440,651 at March 31, 2008
|
4,443 | 4,441 | ||||||
Paid
in capital
|
8,910,006 | 8,853,457 | ||||||
Retained
(deficit)
|
(8,055,706 | ) | (7,423,906 | ) | ||||
Total
stockholders’ equity
|
858,743 | 1,433,992 | ||||||
Total
liabilities and stockholders’ equity
|
$ | 12,340,027 | $ | 10,867,829 |
For
the Three Months Ended
|
||||||||
June
30,
|
||||||||
2008
|
2007
|
|||||||
Oil
and natural gas revenues
|
$ | 1,690,086 | $ | 146,203 | ||||
Expenses:
|
||||||||
Direct
operating costs
|
714,534 | 59,042 | ||||||
Depreciation,
depletion and amortization
|
370,190 | 14,245 | ||||||
Professional
fees
|
143,678 | 874,505 | ||||||
Salaries
|
217,487 | 1,122,190 | ||||||
Administrative
expense
|
219,487 | 129,937 | ||||||
Total
expenses
|
1,665,376 | 2,199,919 | ||||||
Income
(Loss) from operations
|
24,710 | (2,053,716 | ) | |||||
Other
income (expense):
|
||||||||
Interest
expense
|
(274,386 | ) | (69,742 | ) | ||||
Loan
fee expense
|
(39,298 | ) | (34,560 | ) | ||||
Loan
interest accretion
|
(342,826 | ) | (175,766 | ) | ||||
Loan
penalty expense
|
- | (2,126,271 | ) | |||||
Total
other income (expense)
|
(656,510 | ) | (2,406,339 | ) | ||||
Net
(loss)
|
$ | (631,800 | ) | $ | (4,460,055 | ) | ||
Net
(loss) per share of common stock-basic and fully diluted
|
$ | (0.14 | ) | $ | (1.16 | ) | ||
Weighted
average shares outstanding
|
4,471,754 | 3,832,702 |
For
the Three Months Ended
|
||||||||
June
30,
|
||||||||
2008
|
2007
|
|||||||
Cash
flows from operating activities
|
||||||||
Net
(loss)
|
$ | (631,800 | ) | $ | (4,460,055 | ) | ||
Depreciation
and depletion
|
379,067 | 16,464 | ||||||
Amortization
of stock and options for services
|
56,551 | 1,807,871 | ||||||
Loan
penalty costs
|
- | 2,126,271 | ||||||
Loan
costs and accretion of interest
|
382,124 | 210,326 | ||||||
Accretion
of asset retirement obligation
|
13,544 | 507 | ||||||
Adjustments
to reconcile net (loss) to cash provided by
|
||||||||
(used
in) operating activities:
|
||||||||
Accounts
receivable
|
(803,333 | ) | (141,426 | ) | ||||
Deposits
and prepaid expenses
|
(202,109 | ) | (25,780 | ) | ||||
Accounts
payable
|
1,185,685 | 144,743 | ||||||
Accrued
liabilities
|
223,267 | (58,251 | ) | |||||
Deferred
payment from Euramerica for development
|
(251,951 | ) | - | |||||
Cash
provided by (used in) operating activities
|
351,045 | (379,330 | ) | |||||
Cash
flows from investing activities
|
||||||||
Purchase
of fixed assets
|
(58,626 | ) | (13,841 | ) | ||||
Additions
to oil & gas properties
|
(948,937 | ) | (1,586,601 | ) | ||||
Sale
of oil & gas properties
|
300,000 | - | ||||||
Cash
used in investing activities
|
(707,563 | ) | (1,600,442 | ) | ||||
Cash
flows from financing activities
|
||||||||
Proceeds
from sales of common stock
|
- | 4,313,757 | ||||||
Notes
payable, net
|
- | (350,000 | ) | |||||
Borrowings
from long-term debt
|
523,442 | 4,033,165 | ||||||
Payments
on long-term debt
|
(73,567 | ) | - | |||||
Payments
received on notes receivable
|
- | 23,100 | ||||||
Cash
provided by financing activities
|
449,875 | 8,020,022 | ||||||
Increase
(decrease) in cash and cash equivalents
|
93,357 | 6,040,250 | ||||||
Cash
and cash equivalents, beginning
|
951,004 | 99,493 | ||||||
Cash
and cash equivalents, end
|
$ | 1,044,361 | $ | 6,139,743 | ||||
Supplemental
disclosures:
|
||||||||
Interest
paid
|
$ | 39,073 | $ | 75,935 | ||||
Income
taxes paid
|
$ | - | $ | - | ||||
Non-cash
transactions:
|
||||||||
Share-based
payments issued for services
|
$ | - | $ | 2,018,655 | ||||
Asset
retirement obligation
|
$ | 84,400 | $ | 102,000 |
Options
|
Weighted
Ave. Exercise
Price
|
Warrants
|
Weighted
Ave. Exercise
Price
|
|||||||||||||
Outstanding
March 31, 2008
|
458,500 | $ | 6.30 | 74,600 | $ | 3.00 | ||||||||||
Granted
|
- | - | - | - | ||||||||||||
Cancelled
|
- | - | - | - | ||||||||||||
Exercised
|
- | - | - | - | ||||||||||||
Outstanding
June 30, 2008
|
458,500 | $ | 6.30 | 74,600 | $ | 3.00 |
June
30,
|
||||
2008
|
||||
Asset
retirement obligation, beginning of period
|
$ | 459,689 | ||
Liabilities
incurred during the period
|
84,400 | |||
Liabilities
settled during the period
|
- | |||
Accretion
|
13,544 | |||
Asset
retirement obligations, end of period
|
$ | 557,633 |
Long-term
debentures
|
$ | 9,000,000 | ||
Unaccreted
discount
|
(3,067,376 | ) | ||
Total
|
5,932,624 | |||
Note
payable to bank
|
2,001,116 | |||
Vehicle
notes payable
|
103,664 | |||
Total
long-term debt
|
8,037,404 | |||
Less
current portion
|
517,284 | |||
Long-term
debt
|
$ | 7,520,120 |
·
|
estimated
quantities and quality of oil and natural gas
reserves;
|
·
|
fluctuations
in the price of oil and natural
gas;
|
·
|
inability
to efficiently manage our
operations;
|
·
|
the
inability of management to effectively implement our strategies and
business plans;
|
·
|
potential
default under our secured obligations or material debt
agreements;
|
·
|
approval
of certain parts of our operations by state
regulators;
|
·
|
inability
to hire or retain sufficient qualified operating field
personnel;
|
·
|
inability
to attract and obtain additional development
capital;
|
·
|
increases
in interest rates or our cost of
borrowing;
|
·
|
deterioration
in general or regional (especially Eastern Kansas) economic
conditions;
|
·
|
adverse
state or federal legislation or regulation that increases the costs of
compliance, or adverse findings by a regulator with respect to existing
operations;
|
·
|
the
occurrence of natural disasters, unforeseen weather conditions, or other
events or circumstances that could impact our operations or could impact
the operations of companies or contractors we depend upon in our
operations;
|
·
|
inability
to acquire mineral leases at a favorable economic value that will allow us
to expand our development efforts;
|
·
|
inability
to achieve future sales levels or other operating
results;
|
·
|
adverse
state or federal legislation or regulation that increases the costs of
compliance, or adverse findings by a regulator with respect to existing
operations; and
|
·
|
changes
in U.S. GAAP or in the legal, regulatory and legislative environments in
the markets in which we operate.
|
Three
Months Ended
June
30,
|
||||||||||||
2008
|
2007
|
Increase
/ (Decrease)
|
||||||||||
Amount
|
Amount
|
$
|
||||||||||
Oil
and natural gas revenues
|
$ | 1,690,086 | $ | 146,203 | $ | 1,543,883 |
Three
Months Ended
June
30,
|
||||||||||||
2008
|
2007
|
Increase
/ (Decrease)
|
||||||||||
Amount
|
Amount
|
$
|
||||||||||
Expenses:
|
||||||||||||
Direct
operating costs
|
$ | 714,534 | $ | 59,042 | $ | 655,492 | ||||||
Depreciation,
depletion and
amortization
|
370,190 | 14,245 | 355,945 | |||||||||
Total
production expenses
|
1,084,724 | 73,287 | 1,011,437 | |||||||||
Professional
fees
|
143,678 | 874,505 | (730,827 | ) | ||||||||
Salaries
|
217,487 | 1,122,190 | (904,703 | ) | ||||||||
Administrative
expense
|
219,487 | 129,937 | 89,550 | |||||||||
Interest
Expense
|
274,386 | 69,742 | 204,644 | |||||||||
Loan
costs
|
382,124 | 2,336,597 | (1,954,473 | ) | ||||||||
Total
expenses
|
2,321,886 | 4,606,258 | (2,284,372 | ) |
June
30,
2008
|
March
31,
2008
|
Increase/
(Decrease)
$
|
||||||||||
Current
Assets
|
$ | 2,610,394 | $ | 1,511,595 | $ | 1,098,799 | ||||||
Current
Liabilites
|
$ | 3,378,531 | $ | 2,117,176 | $ | 1,261,355 | ||||||
Working
Capital (deficit)
|
$ | (768,137 | ) | $ | (605,581 | ) | $ | (162,556 | ) | |||
·
|
the
future prices of natural gas and
oil;
|
·
|
our
ability to raise adequate working
capital;
|
·
|
success
of our development and exploration
efforts;
|
·
|
demand
for natural gas and oil;
|
·
|
the
level of our competition;
|
·
|
our
ability to attract and maintain key management, employees and
operators;
|
·
|
transportation
and processing fees on our
facilities;
|
·
|
fuel
conservation measures;
|
·
|
alternate
fuel requirements;
|
·
|
government
regulation and taxation;
|
·
|
technical
advances in fuel economy and energy generation devices;
and
|
·
|
our
ability to efficiently explore, develop and produce sufficient quantities
of marketable natural gas or oil in a highly competitive and speculative
environment while maintaining quality and controlling
costs.
|
·
|
worldwide
or regional demand for energy, which is affected by economic
conditions;
|
·
|
the
domestic and foreign supply of natural gas and
oil;
|
·
|
weather
conditions;
|
·
|
natural
disasters;
|
·
|
acts
of terrorism;
|
·
|
domestic
and foreign governmental regulations and
taxation;
|
·
|
political
and economic conditions in oil and natural gas producing countries,
including those in the Middle East and South
America;
|
·
|
impact
of the U.S. dollar exchange rates on oil and natural gas
prices;
|
·
|
the
availability of refining capacity;
|
·
|
actions
of the Organization of Petroleum Exporting Countries, or OPEC, and other
state controlled oil companies relating to oil price and production
controls; and
|
·
|
the
price and availability of other
fuels.
|
·
|
Geological
conditions;
|
·
|
Assumptions
governing future oil and natural gas
prices;
|
·
|
Amount
and timing of actual production;
|
·
|
Availability
of funds;
|
·
|
Future
operating and development costs;
|
·
|
Actual
prices we receive for natural gas and
oil;
|
·
|
Supply
and demand for our natural gas and
oil;
|
·
|
Changes
in government regulations and taxation;
and
|
·
|
Capital
costs of drilling new wells.
|
·
|
unexpected
operational events and/or
conditions;
|
·
|
unusual
or unexpected geological
formations;
|
·
|
reductions
in natural gas and oil prices;
|
·
|
limitations
in the market for oil and natural
gas;
|
·
|
adverse
weather conditions;
|
·
|
facility
or equipment malfunctions;
|
·
|
title
problems;
|
·
|
natural
gas and oil quality issues;
|
·
|
pipe,
casing, cement or pipeline
failures;
|
·
|
natural
disasters;
|
·
|
fires,
explosions, blowouts, surface cratering, pollution and other risks or
accidents;
|
·
|
environmental
hazards, such as natural gas leaks, oil spills, pipeline ruptures and
discharges of toxic gases;
|
·
|
compliance
with environmental and other governmental requirements;
and
|
·
|
uncontrollable
flows of oil, natural gas or well
fluids.
|
·
|
injury
or loss of life;
|
·
|
severe
damage to and destruction of property, natural resources and
equipment;
|
·
|
pollution
and other environmental damage;
|
·
|
clean-up
responsibilities;
|
·
|
regulatory
investigation and penalties;
|
·
|
suspension
of our operations; and
|
·
|
repairs
to resume operations.
|
·
|
unable
to identify attractive acquisition candidates or negotiate acceptable
purchase contracts with them;
|
·
|
unable
to obtain financing for these acquisitions on economically acceptable
terms; or
|
·
|
outbid
by competitors.
|
·
|
higher
than projected operating costs;
|
·
|
lower-than-expected
production;
|
·
|
longer
response times;
|
·
|
higher
costs associated with obtaining
capital;
|
·
|
unusual
or unexpected geological
formations;
|
·
|
fluctuations
in natural gas and oil prices;
|
·
|
regulatory
changes;
|
·
|
shortages
of equipment; and
|
·
|
lack
of technical expertise.
|
·
|
the
validity of our assumptions about reserves, future production, revenues
and costs, including synergies;
|
·
|
an
inability to integrate successfully the businesses we
acquire;
|
·
|
a
decrease in our liquidity by using our available cash or borrowing
capacity to finance acquisitions;
|
·
|
a
significant increase in our interest expense or financial leverage if we
incur additional debt to finance
acquisitions;
|
·
|
the
assumption of unknown liabilities, losses or costs for which we are not
indemnified or for which our indemnity is
inadequate;
|
·
|
the
diversion of management’s attention from other business
concerns;
|
·
|
an
inability to hire, train or retain qualified personnel to manage the
acquired properties or assets;
|
·
|
the
incurrence of other significant charges, such as impairment of goodwill or
other intangible assets, asset devaluation or restructuring
charges;
|
·
|
unforeseen
difficulties encountered in operating in new geographic or geological
areas; and
|
·
|
customer
or key employee losses at the acquired
businesses.
|
·
|
location
and density of wells;
|
·
|
the
handling of drilling fluids and obtaining discharge permits for drilling
operations;
|
·
|
accounting
for and payment of royalties on production from state, federal and Indian
lands;
|
·
|
bonds
for ownership, development and production of natural gas and oil
properties;
|
·
|
transportation
of natural gas and oil by
pipelines;
|
·
|
operation
of wells and reports concerning operations;
and
|
·
|
taxation.
|
·
|
limiting
our ability to borrow additional amounts for working capital, capital
expenditures, debt service requirements, execution of our business
strategy, or other general corporate
purposes;
|
·
|
limiting
our ability to use operating cash flow in other areas of our business
because we must dedicate a substantial portion of these funds to service
our indebtedness;
|
·
|
increasing
our vulnerability to general adverse economic and industry
conditions;
|
·
|
placing
us at a competitive disadvantage as compared to our competitors that have
less leverage;
|
·
|
limiting
our ability to capitalize on business opportunities and to react to
competitive pressures and changes in government
regulation;
|
·
|
limiting
our ability to, or increasing the cost of, refinancing our
indebtedness; and
|
·
|
limiting
our ability to enter into marketing, hedging, optimization and trading
transactions by reducing the number of counterparties with whom we can
enter into such transactions as well as the volume of those
transactions.
|
·
|
incur
additional indebtedness and provide additional
guarantees;
|
·
|
pay
dividends and make other restricted
payments;
|
·
|
create
or permit certain liens;
|
·
|
use
the proceeds from the sales of our oil and natural gas
properties;
|
·
|
engage
in certain transactions with affiliates;
and
|
·
|
consolidate,
merge, sell or transfer all or substantially all of our assets or the
assets of our subsidiaries.
|
·
|
our
operating and financial performance and
prospects;
|
·
|
quarterly
variations in the rate of growth of our financial indicators, such as net
income per share, net income and
revenues;
|
·
|
changes
in revenue or earnings estimates or publication of research reports by
analysts about us or the exploration and production
industry;
|
·
|
potentially
limited liquidity;
|
·
|
actual
or anticipated variations in our reserve estimates and quarterly operating
results;
|
·
|
changes
in natural gas and oil prices;
|
·
|
sales
of our common stock by significant stockholders and future issuances of
our common stock;
|
·
|
increases
in our cost of capital;
|
·
|
changes
in applicable laws or regulations, court rulings and enforcement and legal
actions;
|
·
|
commencement
of or involvement in litigation;
|
·
|
changes
in market valuations of similar
companies;
|
·
|
additions
or departures of key management
personnel;
|
·
|
general
market conditions, including fluctuations in and the occurrence of events
or trends affecting the price of natural gas and oil;
and
|
·
|
domestic
and international economic, legal and regulatory factors unrelated to our
performance.
|
|
·
|
Deliver
to the customer, and obtain a written receipt for, a disclosure
document;
|
|
·
|
Disclose
certain price information about the
stock;
|
|
·
|
Disclose
the amount of compensation received by the broker-dealer or any associated
person of the broker-dealer;
|
|
·
|
Send
monthly statements to customers with market and price information about
the penny stock; and
|
|
·
|
In
some circumstances, approve the purchaser’s account under certain
standards and deliver written statements to the customer with information
specified in the rules.
|
For
|
Against
|
Withheld
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13,150,431
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27
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0
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Exhibit No.
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Description
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3.1
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Amended
and Restated Articles of Incorporation, as currently in
effect
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3.2
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Amended
and Restated Bylaws, as currently in effect (incorporated by reference to
Exhibit 3.3 to the Form SB-2 filed on February 23,
2001)
|
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10.1
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Credit
Agreement with Texas Capital Bank, N.A. dated July 3,
2008 (incorporated by reference to Exhibit 10.33 to the Form 10-K
filed on July 10, 2008)
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10.2
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Promissory
Note to Texas Capital Bank, N.A. dated July 3, 2008 (incorporated by
reference to Exhibit 10.34 to the Form 10-K filed on July 10,
2008)
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10.3
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Amended
and Restated Mortgage, Security Agreement, Financing Statement and
Assignment of Production and Revenues with Texas Capital Bank, N.A. dated
July 3, 2008 (incorporated by reference to Exhibit 10.35 to the Form 10-K
filed on July 10, 2008)
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10.4
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Security
Agreement with Texas Capital Bank, N.A. dated July 3, 2008 (incorporated
by reference to Exhibit 10.36 to the Form 10-K filed on July 10,
2008)
|
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10.5
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Letter
Agreement with Debenture Holders dated July 3, 2008 (incorporated by
reference to Exhibit 10.37 to the Form 10-K filed on July 10,
2008)
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10.6†
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C.
Stephen Cochennet Employment Agreement dated August 1, 2008 (incorporated
by reference to Exhibit 10.1 to the Form 8-K filed on August 1,
2008)
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10.7†
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Dierdre
P. Jones Employment Agreement dated August 1, 2008 (incorporated by
reference to Exhibit 10.2 to the Form 8-K filed on August 1,
2008)
|
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31.1
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Certification
of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley
Act of 2002
|
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31.2
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Certification
of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley
Act of 2002
|
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32.1
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Certification
of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley
Act of 2002
|
|
32.2
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Certification
of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley
Act of 2002
|
|
Paul
Branagan
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4341
Soria Way
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William
Lennon
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6889
Woodbrook S.E.
|
James
Arnold
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682
Berkeley Place
|
Donato
Grieco
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39
Tangle Wood Road
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|
1.
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I
have reviewed this Quarterly Report on Form 10-Q of EnerJex Resources,
Inc.;
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2.
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Based
on my knowledge, this report does not contain any untrue statement of a
material fact or omit to state a material fact necessary to make the
statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this
report;
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3.
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Based
on my knowledge, the financial statements, and other financial information
included in this report, fairly present in all material respects the
financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this quarterly
report;
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4.
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The
registrant’s other certifying officer and I are responsible for
establishing and maintaining disclosure controls and procedures (as
defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal
control over financial reporting (as defined in Exchange Act
Rules 13a-15(f) and 15d-15(f)) for the registrant and
have:
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a.
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Designed
such disclosure controls and procedures, or caused such disclosure
controls and procedures to be designed under our supervision, to ensure
that material information relating to the registrant, including its
consolidated subsidiaries, is made known to us by others within those
entities, particularly during the period in which this report is being
prepared;
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b.
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Designed
such internal control over financial reporting, or caused such internal
control over financial reporting to be designed under our supervision, to
provide reasonable assurance regarding the reliability of financial
reporting and the preparation of financial statements for external
purposes in accordance with generally accepted accounting
principles;
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c.
|
Evaluated
the effectiveness of the registrant’s disclosure controls and procedures
and presented in this report our conclusions about the effectiveness of
the disclosure controls and procedures, as of the end of the period
covered by this report based on such evaluation;
and
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d.
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Disclosed
in this report any change in the registrant’s internal control over
financial reporting that occurred during the registrant’s most recent
fiscal quarter that has materially affected, or is reasonably likely to
materially affect, the registrant’s internal control over financial
reporting; and
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5.
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The
registrant’s other certifying officer and I have disclosed, based on our
most recent evaluation of internal control over financial reporting, to
the registrant’s auditors and the audit committee of the registrant’s
board of directors (or persons performing the equivalent
functions):
|
a.
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All
significant deficiencies and material weaknesses in the design or
operation of internal control over financial reporting which are
reasonably likely to adversely affect the registrant’s ability to record,
process, summarize and report financial information;
and
|
b.
|
Any
fraud, whether or not material, that involves management or other
employees who have a significant role in the registrant’s internal control
over financial reporting.
|
|
1.
|
I
have reviewed this Quarterly Report on Form 10-Q of EnerJex Resources,
Inc.;
|
|
2.
|
Based
on my knowledge, this report does not contain any untrue statement of a
material fact or omit to state a material fact necessary to make the
statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this
report;
|
|
3.
|
Based
on my knowledge, the financial statements, and other financial information
included in this report, fairly present in all material respects the
financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this quarterly
report;
|
|
4.
|
The
registrant’s other certifying officer and I are responsible for
establishing and maintaining disclosure controls and procedures (as
defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal
control over financial reporting (as defined in Exchange Act
Rules 13a-15(f) and 15d-15(f)) for the registrant and
have:
|
a.
|
Designed
such disclosure controls and procedures, or caused such disclosure
controls and procedures to be designed under our supervision, to ensure
that material information relating to the registrant, including its
consolidated subsidiaries, is made known to us by others within those
entities, particularly during the period in which this report is being
prepared;
|
b.
|
Designed
such internal control over financial reporting, or caused such internal
control over financial reporting to be designed under our supervision, to
provide reasonable assurance regarding the reliability of financial
reporting and the preparation of financial statements for external
purposes in accordance with generally accepted accounting
principles;
|
c.
|
Evaluated
the effectiveness of the registrant’s disclosure controls and procedures
and presented in this report our conclusions about the effectiveness of
the disclosure controls and procedures, as of the end of the period
covered by this report based on such evaluation;
and
|
d.
|
Disclosed
in this report any change in the registrant’s internal control over
financial reporting that occurred during the registrant’s most recent
fiscal quarter that has materially affected, or is reasonably likely to
materially affect, the registrant’s internal control over financial
reporting; and
|
|
5.
|
The
registrant’s other certifying officer and I have disclosed, based on our
most recent evaluation of internal control over financial reporting, to
the registrant’s auditors and the audit committee of the registrant’s
board of directors (or persons performing the equivalent
functions):
|
a.
|
All
significant deficiencies and material weaknesses in the design or
operation of internal control over financial reporting which are
reasonably likely to adversely affect the registrant’s ability to record,
process, summarize and report financial information;
and
|
b.
|
Any
fraud, whether or not material, that involves management or other
employees who have a significant role in the registrant’s internal control
over financial reporting.
|
|
1.
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The
Report fully complies with the requirements of Section 13(a) or 15(d) of
the Securities Exchange Act of 1934;
and
|
|
2.
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The
information contained in the Report fairly presents, in all material
respects, the financial condition and results of operations of the
Company.
|
|
1.
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The
Report fully complies with the requirements of Section 13(a) or 15(d) of
the Securities Exchange Act of 1934;
and
|
|
2.
|
The
information contained in the Report fairly presents, in all material
respects, the financial condition and results of operations of the
Company.
|