Sun River Energy (SNRV) 8-K/A Financial Statements and Exhibits

Exhibit 99.4

SUN RIVER ENERGY, INC.
UNAUDITED PRO-FORMA CONSOLIDATING BALANCE SHEETS
APRIL 30, 2010

	Sun River			FTP Oil and Gas,		PC OPERATING			Pro-Forma			Pro-Forma
	Energy, Inc.			LP		TEXAS, INC.			Adjustments			Balance
ASSETS
Current assets:
Cash	$	39,817		$	—	$	—		$	—		$	39,817
Total current assets		39,817			—		—			—			39,817
Property and equipment, net		—			—		—			0			—
Other assets:													—
Leases		220,000			—		—			0			220,000
Mineral rights		100,000			—		—			0			100,000
Wells in process and advances		678,781			—		—			0			678,781
Oil and gas properties		—			1,020,428			(1)		3,073,900			3,461,400
		—					—	(2)		387,500
								(3)		(1,020,428	)
		998,781			1,020,428		—			2,440,972			4,460,181
Total assets	$	1,038,598		$	1,020,428	$	—		$	2,440,972		$	4,499,998
Current liabilities:
Accounts payable	$	876,056		$	—	$	—			—		$	876,056
Accrued interest payable		213,893			—		—			—			213,893
Related party advances		—			—		—			—			—
Accrued litigation expense		550,000			—		—			—			550,000
Stock to be delivered for debt		(470,435	)		—		—			—			(470,435	)
Drilling bonds payable		37,508			—		—			—			37,508
Notes payable		1,166,787			—		—	(1)		1,000,000			2,166,787
Total current liabilities		2,373,809			—		—			1,000,000			3,373,809
Stockholders’ equity (deficit):
Preferred stock		—			—		—			—			—
Common stock		1,937			—		—	(1)		134
								(2)		(10	)
								(2)		25			2,086
Additional paid-in capital		5,171,705			1,020,428		—	(1)		2,073,766			7,632,956
							—	(2)		387,485
								(3)		(1,020,428	)
APIC- unexcercised warrants		2,228,460			—		—			0			2,228,460
Accumulated deficit		(8,737,313	)		—		—			—			(8,737,313	)
Total stockholders’ equity (deficit)		(1,335,211	)		1,020,428		—			1,440,972			1,126,189
Total liabilities & stockholders’ equity	$	1,038,598		$	1,020,428	$	—		$	2,440,972		$	4,499,998

The accompanying note is an integral part of the unaudited pro forma consolidating financial statements.

SUN RIVER ENERGY, INC.
UNAUDITED PROFORMA CONSOLIDATING STATEMENTS OF OPERATIONS
FOR THE YEAR ENDED APRIL 30, 2010

						PC
	Sun River			FTP Oil and		OPERATING		Pro-Forma
	Energy, Inc.			Gas, LP		TEXAS, INC.		Adjustments		Pro-Forma Amount
Revenues:
Revenue	$	—		$	—	$	—	$	—	$	—
Cost of goods sold					—		—		—		—
Gross margin		—			—		—		—		—
Operating expenses:
Consulting expenses		1,049,227			—		—		—		1,049,227
Lease expense		347,195			—						347,195
Deprecitation		540			—						540
Litigation expense		150,000			—						150,000
General and administrative		792,840			—		—		—		792,840
Total operating expenses		2,339,802			—		—		—		2,339,802
(Loss) from operations		(2,339,802	)		—		—		—		(2,339,802	)
Other income /(expenses)					—		—		—
Interest income		920			—		—		—		920
Interest expense		(114,318	)		—		—		—		(114,318	)
Debt relief		75,773			—		—		—		75,773
Total other income (expense)		(37,625	)		—		—		—		(37,625	)
(Loss) before provision for income taxes		(2,377,427	)		—		—		—		(2,377,427	)
Provision for income taxes		—			—		—		—		—
Net (loss)	$	(2,377,427	)	$	—	$	—	$	—	$	(2,377,427	)
Net loss per common share
Basic	$	(0.14	)							$	(0.12	)
Fully diluted	$	(0.14	)							$	(0.12	)
Weighted average number of common stock outstanding		17,479,385									19,067,385

The accompanying note is an integral part of the unaudited pro forma consolidating financial statements.

SUN RIVER ENERGY, INC.
UNAUDITED PRO-FORMA CONSOLIDATING BALANCE SHEETS
JULY 31, 2010

						PC
	Sun River			FTP Oil and Gas,		OPERATING			Pro-Forma			Pro-Forma
	Energy, Inc.			LP		TEXAS, INC.			Adjustments			Balance
ASSETS
Current assets:
Cash	$	39,817		$	—	$	188		$	—		$	40,005
Total current assets		39,817			—		188			—			40,005
Property and equipment, net		—					145,994						145,994
Other assets:													—
Leases		220,000			—		—						220,000
Mineral rights		100,000			—								100,000
Wells in process and advances		678,781			—		—						678,781
Oil and gas properties		—			1,112,881			(1)		3,073,900			3,461,400
		0					—	(2)		387,500
								(3)		(1,112,881	)
		998,781			1,112,881		145,994			2,348,519			4,606,175
Total assets	$	1,038,598		$	1,112,881	$	146,182		$	2,348,519		$	4,646,180
Current liabilities:
Accounts payable	$	473,601		$	—	$	18,974			—		$	492,575
Accrued interest payable		200,733			—		—			—			200,733
Reated party advances		—			—		28,339			—			28,339
Accrued litigation expense		550,000			—		—			—			550,000
Stock to be delivered for debt		(470,435	)		—		—			—			(470,435	)
Drilling bonds payable		37,507			—		—			—			37,507
Notes payable		1,832,338			—		—	(1)		1,000,000			2,832,338
Total current liabilities		2,623,744			—		47,313			1,000,000			3,671,057
Stockholders’ equity (deficit):
Preferred stock		—			—		—			—			—
Common stock		2,037			—		10	(1)		134
								(2)		(10	)
								(2)		25			2,196
Additional paid-in capital		5,931,462			1,112,881		145,984	(1)		2,073,766			8,538,697
							—	(2)		387,485
								(3)		(1,112,881	)
APIC — unexcercised warrants		2,266,560			—		—			—			2,266,560
Accumulated deficit		(9,785,205	)		—		(47,125	)					(9,832,330	)
Total stockholders’ equity (deficit)		(1,585,146	)		1,112,881		98,869			1,348,519			975,123
Total liabilities & stockholders’ equity	$	1,038,598		$	1,112,881	$	146,182		$	2,348,519		$	4,646,180

The accompanying note is an integral part of the unaudited pro forma consolidating financial statements.

SUN RIVER ENERGY, INC.
UNAUDITED PROFORMA CONSOLIDATING STATEMENTS OF OPERATIONS
FOR THE THREE MONTH ENDED JULY 31, 2010

						PC
	Sun River			FTP Oil and		OPERATING			Pro-Forma
	Energy, Inc.			Gas, LP		TEXAS, INC.			Adjustments		Pro Forma Amount
Revenues:
Revenue	$	—		$	—	$	—		$	—	$	—
Cost of goods sold					—		—			—		—
Gross margin		—			—		—			—		—
Operating expenses:
Consulting expenses		640,696			—		—			—		640,696
Lease expense		40,533			—		—			—		40,533
Deprecitation		—			—		—			—		—
Litigation expense		135,873			—		—			—		135,873
General and administrative		188,329			—		47,125			—		235,454
Total operating expenses		1,005,431			—		47,125			—		1,052,556
(Loss) from operations		(1,005,431	)		—		(47,125	)		—		(1,052,556	)
Other income /(expenses)					—		—			—
Interest income					—		—			—		—
Interest expense		(26,481	)		—		—			—		(26,481	)
Debt relief		—			—		—			—		—
Total other income (expense)		(26,481	)		—		—			—		(26,481	)
(Loss) before provision for income taxes		(1,031,912	)		—		(47,125	)		—		(1,079,037	)
Provision for income taxes		—			—		—			—		—
Net (loss)	$	(1,031,912	)	$	—	$	(47,125	)	$	—	$	(1,079,037	)
Net loss per common share
Basic	$	(0.05	)								$	(0.05	)
Fully diluted	$	(0.05	)								$	(0.05	)
Weighted average number of common stock outstanding		18,640,916										20,228,916

The accompanying note is an integral part of the unaudited pro forma consolidating financial statements.

SUN RIVER ENERGY, INC.
UNAUDITED PRO FORMA
CONSOLIDATED FINANCIAL INFORMATION

Basis of Presentation

On August 3, 2010, Sun River Energy, Inc. (the “Company”) acquired leasehold and wellbore interests from FTP Oil and Gas, LP (“FTP”), a limited partnership owned and controlled by Messrs. Donal R. Schmidt, Jr. and Thimothy Wafford, pursuant to the terms of a Purchase and Sale Agreement between the Company and FTP. In consideration for the acquisition, the Company issued an aggregate of 1,338,000 shares of restricted common stock valued at $2,073,900 or $1.55 per share, which was the fair market value of the Company’s common stock on August 3, 2010, and a convertible note in the principal amount of $1,000,000 to FTP. The convertible note has a term of one year, bears interest at the rate of 8.0% per annum, and is convertible into shares of the Company’s common stock at a conversion rate of $1.50 per share.

The acquisition of assets from FTP include approximately 2,148 gross acres (1,610 net acres) in Tom Green County, Texas, which consists of four prospects developed by industry partner Fairchild Petroleum of Midland, Texas. In addition, the Company acquired a 39% working interest and a 29.25% net revenue interest in two wells on the acreage as described below. Additionally, FTP assigned to the Company its rights, title and interest in certain participation agreements and a surface use agreement.

On August 3, 2010, the Company also acquired all of the outstanding capital stock of PC Operating Texas, Inc. (“PC Operating”), a Texas corporation, pursuant to the terms of a Share Purchase Agreement among the Company, Donal R. Schmidt Jr. and Thimothy Wafford. In connection with the acquisition of PC Operating, the Company issued a total of 250,000 shares of restricted common stock valued at $387,500, or $1.55 per share, the fair market value of the Company’s common stock on August 3, 2010, to each of Messrs. Schmidt and Wafford, the shareholders of PC Operating.

Subsequently, the Company changed the name of PC Operating to Sun River Operating, Inc. Sun River Operating, Inc. is a full service oil and gas operating company located in Dallas, Texas. It owns office equipment, software, furniture and personal property that allow it to conduct operations in multiple geographic areas. In addition, it employees a staff of two attorneys, a CPA, two accountants, a land technician, a geologist and two petroleum engineers.

The unaudited pro forma condensed consolidated statements of operations combine the historical condensed consolidated statements of operations of the Company, PC Operating, and FTP, giving effect to the share exchange and other related events as if it had occurred on May 1, 2009. The unaudited pro forma condensed consolidated balance sheet combines the historical condensed consolidated balance sheets of the Company, PC Operating, and FTP, giving effect to the share exchange and other related events as if it had been consummated on May 1, 2009. These unaudited pro forma condensed consolidated financial statements have been prepared for comparative purposes only and do not purport to be indicative of the results of operations which actually would have resulted had the transaction occurred on the date indicated and are not necessarily indicative of the results that may be expected in the future.

The following describe the adjustments included in the unaudited consolidated pro formas aforementioned statements.

April 30, 2010 Balance Sheet

Adjustment (1) records the purchase price of the FTP assets acquired by Sun River. Adjustment (2) records the purchase price of PC Operating acquired by Sun River. Adjustment (3) eliminates the FTP balances from the pro forma statements after acquisition.

July 31, 2010 Balance Sheet

Adjustment (1) records the purchase price of the FTP assets acquired by Sun River. Adjustment (2) records the purchase price of PC Operating acquired by Sun River. Adjustment (3) eliminates the FTP balances from the pro forma statements after acquisition.