Arctos Petroleum 6-K Camflo International 6K

British Columbia Securities Commission

QUARTERLY REPORT

FORM 51-901F

NAME OF ISSUER	FOR QUARTER ENDED	DATE OF REPORT
CAMFLO INTERNATIONAL INC.	September 30, 2003	November 27, 2003

ISSUER ADDRESS:

Suite 704, 938 Howe Street

CITY             PROVINCE	POSTAL CODE	ISSUER FAX NO.		ISSUER TELEPHONE NO
Vancouver, British Columbia	V6Z 1N9	(604) 331-4423	(604) 837-9484

CONTACT PERSON	CONTACT’S POSITION		CONTACT TELEPHONE NO.
Alan Crawford	Director		(604) 837-9484
E-MAIL ADDRESS:		WEB SITE ADDRESS
N/A		N/A

CERTIFICATE

The three schedules required to complete this Quarterly Report are attached and the disclosure contained therein has been

approved by the Board of Directors.  A copy of this Quarterly Report will be provided to any shareholder who requests it.

DIRECTOR’S SIGNATURE Signed: “Alan Crawford”	DATE SIGNED 03/11/27
DIRECTOR’S SIGNATURE Signed: “Thomas Doyle”	DATE SIGNED 03/11/27

CAMFLO INTERNATIONAL INC.

Balance Sheet

 (Unaudited - Prepared by Management)

ASSETS

		September 30, 2003		December 31,            2002
		$	$
Current assets
	Cash	270,925		108,085
	Goods and services tax recovery	4,053		10,505
		274,978		118,590
Deferred charges(Note 6)		31,395		38,286
Resource properties (Note 3)		766,730		216,247
Capital assets (Note 2)		5,654		3,578
		1,078,757		376,701

LIABILITIES

	Current liabilities
		Accounts payable and accrued liabilities	89,602	23,562
		Loan payable (Note 5)	101,186	-
			190,788	23,562
Loan payable			-	90,756
Due to related parties			123,079	123,079
Promissory notes payable			105,005	94,172
Convertible debentures			497,296	452,296
			916,168	783,865

SHAREHOLDERS’ EQUITY

Capital stock (Note 4)	1,469,016	1,169,016
Share subscriptions (Note 4)	500,000	-
Deficit	(1,806,427)	(1,576,180)
	162,589	(407,164)
	1,078,757	376,701

On Behalf of the Board

Signed:

“Alan Crawford”

_____________________Director

“Thomas Doyle”

_____________________Director

CAMFLO INTERNATIONAL INC.

Statement of Operations and Deficit

(Unaudited - Prepared by Management)

		3 months		9 Months
		September 30		September 30
		2003	2002	2003	2002
		$	$	$	$
Expenses:
	Administrative fees	-	1,465	109	4,465
	Amortization of fixed assets	239	275	718	826
	Accretion on debentures	-	2,450	-	5,545
	Amortization of deferred    expenses	2,297	-	6,892	-
	Audit and accounting fees	2,000	(1,141)	8,700	1,398
	Auto Expense	114	-	114	-
	Communications	4,171	-	5,923	-
	Consulting fees	15,000	-	45,676	-
	Finder’s fee and bonuses	-	-	-	39,000
	Foreign exchange	-	360	1,553	360
	Interest expense	22,091	30,641	66,266	74,862
	Shareholder communications    investor relations	(99)	6,066	1,931	7,675
	Legal fees	-	3,456	-	30,672
	Listing and filing fees	6,319	-	16,669	8,611
	Management fees	27,000	15,000	36,000	45,000
	Office services and supplies	1,249	6,152	7,595	12,338
	Office rent	6,754	-	9,154	-
	Travel and accommodation	9,021	190	18,150	5,616
	Transfer agent	2,001	2,502	6,030	4,302
		(98,157)	(67,416)	(231,480)	(240,670)
	Less: Interest income	691	604	1,233	930
		(97,466)	(66,812)	(230,247)	(239,740)
Extinguishment of debts		-	-	-	-
Loss for the period		(97,466)	(66,812)	(230,247)	(239,740)
Deficit, beginning of period		(1,708,961)	(1,480,087)	(1,576,180)	(1,307,159)
Deficit, end of period		(1,806,427)	(1,546,899)	(1,806,427)	(1,546,899)
Loss per share		$0.01	$0.03	$0.04	$0.10

CAMFLO INTERNATIONAL INC.

Statement of Cash Flows

(Unaudited - Prepared by Management)

				3 Months September 30		6 Months September 30
				2003	2002	2003	2002
				$	$	$	$
CASH PROVIDED BY (USED IN)
Operating Activities:
	Loss for the period			(97,466)	(66,812)	(230,247)	(239,740)
		Items not requiring    Cash:
			Accretion on debentures	-	2,450	-	5,545
			Amortization of deferred   Charges	2,297	-	6,891	-
			Amortization of assets	239	275	718	826
			Accrued interest	-	14,857	-	33,863
			Finder’s fees and bonuses	-	-	-	15,000
				(94,930)	(49,230)	(222,638)	(184,506)
	Changes in non-cash working capital    Items:
		Amounts receivable and prepaid    expense		2,072	(1,597)	6,452	11,391
		Accounts payable and accrued    liabilities		42,611	(55)	66,040	(30,918)
				(50,247)	(50,882)	(150,146)	(210,904)
Financing activities:
	Issue of capital stock for cash			300,000	-	300,000	100,000
	Share subscriptions			173,000	-	500,000	-
	Due to related parties			-	(32,650)		(44,232)
	Loans payable			3,477	3,477	10,430	10,430
	Convertible debentures			15,000	-	45,000	362,504
	Contributed surplus			-	-	-	37,496
	Promissory notes			3,611	(46,601)	10,833	(28,287)
				495,088	(75,774)	866,263	437,911
Investing Activities:
	Investment in oil and gas interest			(309,562)	4,090	(550,483)	(173,435)
	Purchase of office equipment			(294)	-	(2,794)	-
				(309,856)	4,090	(553,277)	(173,435)
Increase (decrease) in cash				134,985	(122,566)	162,840	53,572
Cash, beginning of period				135,940	251,588	108,085	75,450
Cash, end of period				270,925	129,022	270,925	129,022
Supplemental cash flow information
Non-cash financing and investing   activities:
	Shares issued for finder’s fee			-	-	-	8,000
	Shares issued for bonus loan			-	-	-	15,000
	Shares issued for oil and gas interest			-	-	-	15,000

CAMFLO INTERNATIONAL INC.

Notes to Financial Statements

September 30, 2003

1.

Basis of Presentation

These unaudited financial statements have been prepared in accordance with the instructions for the preparation of such financial statements contained in the CICA Handbook Section 1751.  Accordingly, certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to such instructions.  These unaudited Financial Statements should be read in conjunction with the Audited Financial Statements and Notes thereto for the fiscal year ended December 31, 2002.

2.

Capital Assets

	Cost	Accumulated Depreciation	Net Value
Computer equipment	$ 5,282	$  1,797	$  3,485
Office equipment	5,250	3,375	1,875
Furniture and fixtures	294	-	294
	$  10,826	$  5,172	$  5,654

3.

Resource Properties

a)

By a Farmout Agreement dated March 18, 2003 between the Company and Angel Enterprises Ltd., the Company acquired a 10% working interest in four test wells located in Alberta, Canada, known as the Snipe Lake Project. Consideration was $71,190 representing 10% of the cost to drilling and complete the well.  The interest is subject to a convertible overriding royalty of 15%, which after payout, the royalty will convert to a 5% working interest.  Under the terms of the agreement, the Company was granted an option to participate in further exploration in an additional three contiguous sections on the same terms and conditions of the March 18, 2003 Farmout Agreement.

b)

By a Farmout Agreement dated March 15, 2003 the Company can earn up to a 70% working interest of petroleum and natural gas rights in four sections of land in  known as the Alexander Prospect located in Central Alberta, Canada.  The Agreement provides for two separate phases.  In order for the Company to earn the entire Alexander project, both phases must be completed.  Under the terms of the Agreement and in accordance with the provisions of Phase 1, the Company paid $42,000 of the cost of drilling and completion before payout.  The Agreement is subject to a convertible overriding royalty of 15%, of two re-entry oil wells and two new gas wells.  After payout on the four wells, the convertible overriding royalty will convert to a 35% working interest.  Under the terms of the agreement, the Company was granted an option to participate in further exploration in additional wells on the same sections and three additiona l contiguous sections.  

c)

Prairie River

During the period, the Company entered into an agreement to acquire a 21.5% net working interest in a gas well re-completion on one section of land in the Prairie River area, of Alberta, Canada. Under the terms of the agreement, the company is required to pay 35% of the costs (approximately $56,420) of re-completion for a 21.5% working interest of petroleum and natural gas rights.  The company was granted an option on three sections of adjoining lands by paying 40% of a subsequent seismic program and drilling an additional well at 100% working interest before payout and 49.5 % working interest after payout at the company's election.

c)

Resource Properties are recorded as follows:

Well Description	Working Interest	Balance beginning of the period	Expenditures during the period	Balance end of period
Wimberley #5	20%	$  216,247	$      3,643	$  219,890
Alexander	35%	-	278,419	278,419
Snipe Lake	10%	-	268,421	268,421
		$  216,247	$  550,483	$  766,730

4.

Share Capital

a)

Authorized

unlimited number of common shares without par value

unlimited number of preferred shares without par value

a)

Issued:

		Number of shares	Amount
Balance, beginning of period		3,536,666	$  1,169,016
	Issued during the period   for cash	1,000,000	300,000
Balance, end of period		4,536,666	$  1,469,016

c)

The Company completed a private placement during the period involving the issuance of 1,000,000 units at a price of $0.30 per share.  Each unit consisted of common share and a non-transferable share purchase warrant entitling the investor to purchase an additional common share at a price of $0.30 for a two year period.

d)

During the period the Company received proceeds of $500,000 towards a private placement involving the issuance of 1,666,667 units at a price of $0.30 per unit.  Each unit will consist of one common share and a non-transferable share purchase warrant entitling the investor to purchase an additional common share in the Company at a price of $0.30 exercisable until October 7, 2004. This Placement was completed subsequent to the period.

5.   

Loans payable

The loan payable is unsecured, bears interest at 18% per annum and are due on

January 15, 2004.

6.     

Deferred Charges

Deferred charges are recorded at cost and represent costs incurred with respect to issuing the convertible debentures.  These costs are amortized over the term of the debentures, 5 years.

Finders fees	$   27,600
Legal fees	18,343
	45,943
Less:  accumulated amortization	(14,548)
	$   31,395

7.    

Related party transactions

Related party transactions not disclosed elsewhere in these statements are as follows:

a)

During the period the Company paid or made provision for the future payment of the following amounts:

i)

$45,000 for consulting fees to a private company controlled by a director;

ii)

$36,000 for management fees to directors of the company.