Gulf Coast Oil & Gas (OMDC) 10QSB 2005 Q2 Quarterly report (small business)

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-QSB

(Mark One)

þ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934

o TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES AND EXCHANGE ACT

           FOR THE QUARTER ENDED June 30, 2005

COMMISSION FILE NUMBER: 000-32747

GULF COAST OIL & GAS, INC.

(Formerly Otish Mountain Diamond Company)
(Small Business Issuer in its Charter)

NEVADA
(State or other jurisdiction of
incorporation or organization) 98-0128688
(I.R.S. Employer
Identification No.)

5847 San Felipe
Suite 1700
Houston, TX
(Address of principal executive offices) 77057
(Zip Code)

Issuer’s Telephone Number: (713) 821-1731

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 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. Yesþ Noo

     Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yeso Noþ

APPLICABLE ONLY TO CORPORATE ISSUERS

COMMON STOCK, PAR VALUE $.001
(Title of each class)

Number of shares of the issuer’s common stock, par value $0.001, outstanding as of June 30, 2005: 38,373,931 shares.

DOCUMENTS INCORPORATED BY REFERENCE: none

Transitional Small Business Disclosure Format            YESo NOþ

TABLE OF CONTENTS

Introductory Note

Part I – Financial Information

Item 1 – Consolidated Balance Sheets (unaudited) As of June 30, 2005

          Consolidated Statement of Income (unaudited) Three months ended June 30, 2005

          Consolidated Statement of Stockholder's Equity (unaudited) Three months ended June 30, 2005

          Consolidated Statement of Cash Flows (unaudited) Three months ended June 30, 2005

Item 2 – Management’s Discussion and analysis of financial condition and results of operations

Item 3 – Evaluation of disclosure controls and procedures

Part II – Other Information

Signatures

Index to Exhibits

PART I

PART I FINANCIAL INFORMATION

General

     The accompanying reviewed financial statements have been prepared in accordance with the instructions to Form 10-QSB. Therefore, they do not include all information and footnotes necessary for a complete presentation of financial position, results of operations, cash flow, and stockholders’ equity in conformity with generally accepted accounting principles. Except as disclosed herein, there has not been a material change in the information disclosed in the notes to the financial statements included in the company’s annual report on Form 10-KSB for the year ended December 31, 2004. In the opinion of management, all adjustments considered necessary for a fair presentation of the results of operations and financial position have been included and all such adjustments are of a normal recurring nature. Operating results for the quarter ended June 30, 2005 are not necessarily indicative of the results that can be expected for the year ended December 31, 2005.

Pollard-Kelley Auditing Services, Inc.
Auditing Services	3250 West Market St, Suite 307, Fairlawn, OH 44333 330-864-2265

Report of Independent Certified Public Accountants

Board of Directors
Gulf Coast Oil & Gas, Inc. and Subsidiary
Formerly Otish Mountain Diamond Company and Subsidiary

We have reviewed the accompanying consolidated balance sheets of Gulf Coast Oil & Gas, Inc. and Subsidiary, formerly Otish Mountain Diamond Company and Subsidiary as of June 30, 2005 and the related consolidated statements of income, stockholders’ equity, and cash flows for the three month and six month and since inception periods then ended. Theses interim financial statements are the responsibility of the Company’s management.

We conducted our review in accordance with the standards of the Public Company Accounting Oversight Board. A review of interim financial statements consists principally of applying analytical procedures and making inquires of persons responsible for financial and accounting matters. It is substantially less in scope than an audit in accordance with the standards of the Public Company Accounting Oversight Board, the object of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion.

The Company has not generated significant revenues or profits to date. This factor among others may indicate the Company will be unable to continue as a going concern. The Company’s continuation as a going concern depends upon its ability to generate sufficient cash flow to conduct its operations and its ability to obtain additional sources of capital and financing. The accompanying consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.

Based on our review, we are not aware of any material modifications that should be made to the accompanying financial statements in order for them to be in conformity with generally accepted accounting principles accepted in the United States of America.

Pollard-Kelley Auditing Services, Inc.

/S/ Pollard-Kelley Auditing Services, Inc.

August 20, 2005
Fairlawn, Ohio

GULF COAST OIL & GAS, INC. AND SUBSIDIARY

(Formerly OTISH MOUNTAIN DIAMOND COMPANY AND SUBSIDIARY)
(An Exploration Stage Company)
BALANCE SHEETS

	June 30,			December 31,
June 30, 2005 and December 31, 2004	2005			2004
ASSETS
Current Assets
Cash in banks	$	16,058		$	1,912
Accounts receivable -other		5,438			—
Total Current Assets		21,496			1,912
Fixed Assets
Office equipment		2,475			2,475
Less accumulated depreciation		(2,051	)		(1,544	)
		424			931
Other Assets
Website costs less accumulated amortization of $250 and $0		1,250			—
Deposit on interest in unproved oil and gas leases		100,000			—
		101,250			—
Total Assets	$	123,170		$	2,843
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current Liabilities
Accounts payable	$	82,539		$	76,997
Accrued expenses		118,775			105,582
Total Current Liabilities		201,314			182,579
Stockholders’ Equity
Series A Preferred stock, 1,000,000 shares authorized, 0 shares outstanding, par value $.001 per share		—			—
Common stock, 600,000,000 shares authorized, 116,992,098 shares outstanding, par value $.001 per share		116,993			114,126
Additional contributed capital		5,779,918			5,582,785
Deficit accumulated during exploration stage		(5,975,055	)		(5,876,647	)
Stock subscription advances		—			—
		(78,144	)		(179,736	)
Total Liabilities and Stockholders’ Equity	$	123,170		$	2,843

See accompanying notes to financial statements.

GULF COAST OIL & GAS, INC. AND SUBSIDIARY
(Formerly OTISH MOUNTAIN DIAMOND COMPANY AND SUBSIDIARY)
(An Exploration Stage Company)
STATEMENT OF OPERATIONS
For the Quarter and Year to Date Ending June 30, 2005 and the Year Ending December 31, 2004, and for the
     period beginning August 4, 2003 (Inception) through June 30, 2005

	Quarter Ended			Year to date			Year Ending
	June 30,			June 30,			December 31,			Since
	2005			2005			2004			Inception
Revenues
Sales	$	—		$	—		$	—		$	—
Cost of sales
Exploration costs		—			—			192,127			206,414
Gross Profit		—			—			(192,127	)		(206,414	)
Expenses
Administrative		68,192			99,694			5,388,206			5,568,195
		(68,192	)		(99,694	)		(5,580,333	)		(5,774,609	)
Other income and expenses
Loss on sale of fixed assets		—						(684	)		(684	)
Foreign exchange (loss) gain		3,753			1,290			(7,099	)		(5,369	)
		3,753			1,290			(7,783	)		(6,053	)
Loss from continuing operations		(64,439	)		(98,404	)		(5,588,116	)		(5,780,662	)
Discontinued operations
Mineral rights abandoned		—			—			(193,226	)		(193,226	)
Net Loss	$	(64,439	)	$	(98,404	)	$	(5,781,342	)	$	(5,973,888	)
Net loss per share	$	(0.00	)	$	(0.00	)
Average shares outstanding		114,604,133			114,363,333

See accompanying notes to financial statements.

GULF COAST OIL & GAS, INC. AND SUBDISIARY
(An Exploration Stage Company)
STATEMENT OF STOCKHOLDERS EQUITY
For the period beginning August 4, 2003 (Inception) through June 30, 2005

	Series A										Additional						Stock
	Preferred Stock						Common Stock				Contributed			Retained			Subscription
	Shares			Amount			Shares		Amount		Capital			Deficit			Advances
Otish Diamond Corporation
Balance August 4, 2003		—		$	—			—	$	—	$	—		$	—		$	—
Shares issued for services		—			—			24,300,000		24,300		(16,200	)		—			—
Shares issued for cash		—			—			11,700,000		11,700		162,300			—			—
Shares issued for mineral rights		—			—			9,000,000		9,000		62,250			—			—
Merger with Otish Mountain Company		1,000,000			1,000			323,250		324		(216	)		(1,167	)		—
Net loss for the period		—			—			—		—		—			(94,138	)		—
Balance December 31, 2003		1,000,000			1,000			45,323,250		45,324		208,134			(95,305	)		—
Correction of beginning outstanding shares		—			—			33		—		—			—			—
Shares issued for services		—			—			60,900,000		60,900		5,119,100			—			—
Shares issued for mineral rights		—			—			150		—		53			—			—
Shares issued for cash		—			—			7,902,000		7,902		255,498			—			—
Redemption of Preferred Shares		(1,000,000	)		(1,000	)		—		—		—			—			—
Net loss for the period		—			—			—		—		—			(5,781,342	)		—
December 31, 2004		—			—			114,125,433		114,126		5,582,785			(5,876,647	)		—
Stock subscription advances		—			—			—		—		—			—			99,965
Net loss for the period		—			—			—		—		—			(33,969	)		—
March 31, 2005		—			—			114,125,433		114,126		5,582,785			(5,910,616	)		99,965
Stock issued for cash					—			—		2,866,665		2,867			197,133			(99,965	)
Net loss for the period		—			—			—		—		—			(64,439	)		—
June 30, 2005		—		$	—			116,992,098	$	116,993	$	5,779,918		$	(5,975,055	)	$	—

GULF COAST OIL & GAS, INC. AND SUBSIDIARY
(Formerly OTISH MOUNTAIN DIAMOND COMPANY AND SUBSIDIARY)
(An Exploration Stage Company)
STATEMENT OF CASH FLOWS
For the Quarter and Year to Date Ending June 30, 2005 and the Year Ending December 31, 2004, and for the
     period beginning August 4, 2003 (Inception) through June 30, 2005

	Quarter Ended			Year to date			Year Ending
	June 30,			June 30,			December 31,
	2005			2005			2004
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss for the period	$	(64,439	)	$	(98,408	)	$	(5,781,342	)
Adjustments to reconcile net earnings to net cash provided (used) by operating activities:
Depreciation		149			507			10,665
Amortization		125			250			2,898
Services paid by stock		—			—			5,180,000
Mineral rights abandoned		—			—			193,226
Changes in Current assets and liabilities:
(Increase) in Accounts receivable — other		(5,438	)		(5,438	)
(Decrease) Increase in Accounts payable		8,300			5,542			58,982
Increase in Accrued expenses		(10,954	)		13,193			84,335
NET CASH (USED) BY
OPERATING ACTIVITIES		(72,257	)		(84,354	)		(251,236	)
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of Mineral rights		—			—			(18,830	)
Purchase of Interest in unproved oil and gas leases					(100,000	)		(100,000	)
Purchase of Website costs		—			(1,500	)		—
Purchase of Fixed assets		—			—			—
NET CASH (USED) BY
INVESTING ACTIVITIES		(100,000	)		(101,500	)		(18,830	)
CASH FLOWS FROM FINANCING ACTIVITIES
Redemption of Preferred stock		—			—			1,000
Sale of Common stock		100,035			200,000			263,400
Stock subscription advances		—			—			—
NET CASH PROVIDED BY
FINANCING ACTIVITIES		100,035			200,000			264,400
NET INCREASE IN CASH		(72,222	)		14,146			(5,666	)
CASH FROM OTISH DIAMOND MERGER		—			—			—
CASH AT BEGINNING OF PERIOD		88,280			1,912			7,578
CASH AT END OF PERIOD	$	16,058		$	16,058		$	1,912

See accompanying notes to financial statements.

GULF COAST OIL & GAS, INC. AND SUBSIDIARY

(Formerly OTISH MOUNTAIN DIAMOND COMPANY AND SUBSIDIARY)
(An Exploration Stage Company)

NOTES TO FINANCIAL STATEMENTS

June 30, 2005

NOTE 1 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

History

Otish Mountain Diamond Company (formerly First Cypress, Inc.) a Nevada corporation, was organized on September 14, 1999. From inception to September 31, 2003, the Company has not generated any revenues and is considered a development stage enterprise, as defined in Financial Accounting Standards Board No. 7. The Company was in the process of developing an internet computer software program known as EngineMax. Essentially, software development was suspended in November 2002 due to cash flow constraints. In October 2002, the Company acquired certain items constituting the “Money Club Financial” business concept and business plan. Due to the Company’s inability to raise the necessary equity capital to further the Money Club Financial business concept, no monies were spent furthering the business concept from the date of acquisition to September 30, 2003. The company discontinued its involvement in these operations in the third quarter of 2003.

On November 30, 2003, the Company successfully acquired 100% of Otish Mountain Diamond Corp. (“Otish Corp.”). The business activities of Otish Corp. became the business activities of the Company. In connection with the merger the capitalization of the Company was amended to reflect a 220:1 reverse stock split and to increase the authorized capital to 600,000,000 shares, consisting of 500,000,000 common shares with a par value of $0.001, and 100,000,000 preferred shares with a par value of $0.001. Also, 1,000,000 shares of a Serial A Preferred were issued for services rendered. Finally, the then president of the Company entered into two agreements with the Company; one, assumed all the known liabilities of the Company, and the second, agreed to convert debt owed the president of $236,000 into 236,000 shares of Company common stock.

The Company’s income state at the date of merger was as follows:

Revenues	$	-0-
Expenses:
Exploration costs		36,293
Administrative		136,284
Net Loss	$	172,577

Otish Mountain Diamond Corp. was incorporated in the State of Nevada on August 4, 2003. The Company is in the mining and exploration business and has mineral rights in the Otish Mountain and Superior Craton regions of Canada. The Company’s business plan includes the expansion of its mineral rights and the mining of diamonds.

In August and November 2003, the Company issued 3,000,000 shares of its common stock and paid $77,745 for mineral rights in the Otish Mountain and Superior Craton regions of Quebec, Canada.

In the first quarter of 2004 the Company issued 20,300,050 shares of common stock for services valued at $5,180,053. Valuation was based on the approximate trading value of the Company’s shares on the date issued.

During the third quarter of 2004 the Company issued 2,634,000 shares of common stock to liquidate $263,400 of advances.

On January 13, 2005, the Company changed its name to Gulf Coast Oil & Gas, Inc.

During June 2005, the Company received $200,000 for the sale of 955,555 pre split shares of common stock.

On July 13, 2005, the Company declared a 3 for 1 forward stock split. All shares in the financial statements have been adjusted retroactively for this split.

Financial Statement Presentation

The Company was a shell at the time of the acquisition having only $192 in assets; the acquisition was treated as a reverse merger whereby the acquired company is treated as the acquiring company for accounting purposes.

An Exploration Stage Company

The Company is an Exploration Stage Company since it is engaged in the search for mineral deposits, which are not in the development or productions stage. As an exploration stage company the Company will present, since inception, results on its statements of operations, stockholders’ equity and cash flows.

Cash and Cash Equivalents

For purposes of the statement of cash flows, the Company considers all short-term debt securities purchased with a maturity of three months or less to be cash equivalents. There was not cash paid during the periods for interest or taxes.

Property and Equipment

Property and equipment are carried at cost. Maintenance, repairs and renewals are expensed as incurred. Depreciation of property and equipment is provided for over their estimated useful lives, which range from three to five years, using the straight-lined method.

Website Development Costs

The Company has expended $1,500 in Website Development Costs through March 1, 2005, for internal use software. These costs are being amortized over a three year estimated life.

Mineral Rights

The Company uses the “full cost method” of accounting for its mineral reserves. Under this method of accounting, properties are divided into cost centers. The Company presently has two cost centers. All acquisition, exploration, and development costs for properties within each cost center are capitalized when incurred. The Company intends to deplete these costs equally over the estimated units to be recovered from the properties. These costs were written off at December 31, 2004 as part of the cost of mineral rights abandoned.

Deposit on Interest in Unproved Oil and Gas Leases

On June 8, 2005, the Company paid $100,000 to acquire, subject to lease availability, a 75% working interest in oil and gas leases in Louisiana. Under the terms of the agreement the Company will pay 100% of the costs of acquisition, exploration and development of the leases, the lease are subject to overriding royalties, and has one year to submit the remaining portion of the total costs. In the event the leases are unavailable, the funds advanced, less expenses incurred will be returned to the Company.

Use of Estimates

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

Foreign Currency Translation

The Company’s primary functional currency is the Canadian dollar. For financial statement presentation the statements are translated in U.S. dollars. Monetary assets and liabilities are translated at year-end exchange rates while non-monetary items are translated at historical rates. Income and expense accounts are translated at the average rates in effect during the period, except for depreciation, which is translated at historical rates. Therefore, translation adjustments and transaction gains or losses are recognized in the income in the period of occurrence.

NOTE 2 – MINERAL RIGHTS

Otish Mountain Diamond Corporation

On August 19, 2003 the Company purchased the mineral rights for 60,933 acres in the Otish Mountain and Superior Craton regions of Quebec, Canada. The claims were purchased for $42,506 and 1,250,000 shares of common stock. The Company is required to spend a minimum of $135 CDN per mining claim on exploration before the expiration date of each claim. The Company is required to spend $105 CDN per claim maintenance/renewal fee to the appropriate governmental authority before the expiration date of the mining claim. If the Company fails to meet its obligations under this agreement the seller has the option to make the expenditures and to reassume title to the mining claims.

On November 4, 2003 the Company purchased the mineral rights for 775 acres in the Otish Mountain region of Quebec, Canada. The claims were purchased for $1,855 and 250,000 shares of common stock. The Company is required to pay a 2% royalty of the net smelter returns and a 2% royalty on the gross overriding royalty as defined in the agreement. The Company shall also pay to the seller $5,000 CDN minimum annual advance royalty beginning on November 1, 2004 and each year thereafter. The Company is also required to keep the property in good standing for 1 year or the seller shall be entitled to reacquire the claims.

On November 4, 2003 the Company entered into a joint venture agreement for the mineral rights for 15,361 acres in the Otish Mountain region of Quebec, Canada. The investment was $33,383 and 1,500,000 shares of common stock. The Company has paid the required claim tax/renewal fee of $12,495 CDN by the due date of November 27, 2003. The Company is required to make a minimum advance royalty payment of $15,000 CDN once mining stage begins. Royalties are subject to underlying royalties of 2% of the net smelter returns and 2% of the gross overriding royalty as defined in the agreement. The Company total outlay for the joint venture shall not exceed $375,000 CDN. The Company owns 45% of the joint venture.

At present the Company has no proven properties.

At December 31, 2004 the Company decided to abandon the above mineral rights. The balance of the rights and the net book value of the website development costs were expensed. The total amount written off was $193,226.

NOTE 3 – DEPOSIT ON INTEREST IN UNPROVED OIL AND GAS LEASES

On June 8, 2005, the Company paid $100,000 to acquire, subject to lease availability, a 75% working interest in oil and gas leases in Louisiana. Under the terms of the agreement the Company will pay 100% of the costs of acquisition, exploration and development of the leases, the lease are subject to overriding royalties, and has one year to submit the remaining portion of the total costs. In the event the leases are unavailable, the funds advanced, less expenses incurred will be returned to the Company.

NOTE 4 – SERIES A PREFERRED STOCK

Each share of preferred, has 15 votes compared to each share of common, which has only one vote. In the second quarter 2004 all outstanding shares of Preferred Stock were redeemed for $1,000.

NOTE 5 – RELATED PARTIES

The Company owes the former President and shareholder of the Company $84,926 and $71,113 for compensation and expense reimbursement at March 31, 2005 and December 31, 2004 respectively.

NOTE 6 – GOING CONCERN

The Company has not generated significant revenues or profits to date. This factor among others may indicate the Company will be unable to continue as a going concern. The Company’s continuation as a going concern depends upon its ability to generate sufficient cash flow to conduct its operations and its ability to obtain additional sources of capital and financing. The accompanying financial statements do not include any adjustments that might result from the outcome of this uncertainty.

NOTE 7 – SUBSEQUENT EVENT

On July 13, 2005, the Company declared a 3 for 1 forward stock split. All shares in the financial statements have been adjusted retroactively for this split.

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

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

THE FOLLOWING DISCUSSION OF THE FINANCIAL CONDITION AND RESULTS OF OPERATIONS OF GULF COAST OIL & GAS, INC. SHOULD BE READ IN CONJUNCTION WITH THE FINANCIAL STATEMENTS AND NOTES THERETO INCLUDED ELSEWHERE IN THIS REPORT.

THIS DISCUSSION CONTAINS FORWARD-LOOKING STATEMENTS THAT INVOLVE RISKS AND UNCERTAINTIES, GULF COAST OIL & GAS, INC.‘S ACTUAL RESULTS MAY DIFFER MATERIALLY FROM THOSE ANTICIPATED IN THESE FORWARD-LOOKING STATEMENTS AS A RESULT OF CERTAIN FACTORS, INCLUDING, BUT NOT LIMITED TO COMPETITION AND OVERALL MARKET CONDITIONS.

DESCRIPTION OF BUSINESS

The Company.

BUSINESS DEVELOPMENT

Otish Mountain Diamond Company was originally incorporated in Nevada under the name First Cypress Technologies, Inc. (“First Cypress”) on September 14,1999. The Company was in the process of developing an internet computer software program known as EngineMax, which was suspended in November 2002. The Company is currently engaged in diamond exploration activities in the Otish Mountain area of Northern Quebec, Canada. The Company is in its exploration state as it is engaged in the search for mineral deposits.

Prior to the Acquisition, discussed below, the Company had been in the process of developing an internet computer software program that was suspended in November 2002. In October 2002, the Company acquired certain items constituting the “Money Club Financial” business concept and business plan (the “Money Club”). Due to the Company’s inability to raise the necessary equity capital to further the Money Club Financial business concept, no monies were spent furthering the business concept from the date of acquisition to September 30, 2003. The Company discontinued its involvement in these operations in the third quarter of 2003. The Company owned an option to purchase a 100% undivided interest in the Cahill Mineral Claims in the Osoyoos Mining Division in British Columbia, Canada, which the Company chose to let expire. The Company also owned an option to purchase a 70% undivided interest in the Eddy Mineral Claims in the Fort Steele Mining District of British Columbia, Canada. The Company acquired a 50% interest in the Temagami Claim in the Sudbury Mining Division in Ontario, Canada, which it has abandoned. The Company intends to also allow its option on the Eddy Mineral Claims to expire when the exploration expenditures on the claim become due during 2004. At December 31, 2004 the Company decided to abandon its mineral rights.

In July 2003, the Company changed its name to First Cypress, Inc. The Company subsequently changed its name to Otish Mountain Diamond Company in October 2003, in anticipation of the acquisition of Otish Mountain Diamond Corp., a Nevada corporation (hereinafter “Otish Corp.”), discussed below.

In October 2003, the Company issued 1,000,000 shares of Series A Preferred Stock, that are entitled to fifteen (15) votes per shares (or an aggregate of 15,000,000 votes) to Philipp Buschmann. Control of the Company shifted to Mr. Buschmann at that time. In November 2003, First Cypress, Otish Corp. and the former Otish Corp. shareholders entered into an Exchange Agreement (the “Exchange” or “Acquisition”) whereby the Company acquired 100% of the issued and outstanding shares of Otish Corp. in exchange for 15,000,000 shares of the Company’s common stock.

Otish Mountain Diamond Company, a Nevada corporation, herein being referred to as the “Company” owns one hundred percent (100%) of Otish Mountain Diamond Corp., a Nevada corporation herein being referred to as Otish Corp. A reference
herein to the Company includes a reference to Otish Corp. and vice-versa unless otherwise provided.

On November 30, 2003, the Company successfully acquired 100% of Otish Mountain Diamond corp. (“Otish Corp.”). The business activities of Otish Corp. became the business activities of the Company. In connection with the merger the capitalization of the Company was amended to reflect a 220:1 reverse stock split and to increase the authorized capital to 600,000,000 shares, consisting of 500,000,000 common shares with a par value of $0.001, and 100,000,000 preferred shares with a par value of $0.001. Also, 1,000,000 shares of a Serial A Preferred were issued for services rendered. Finally, the then president of the Company entered into two agreements with the Company; one, assumed all the known liabilities of the Company, and the second, agreed to convert debt owed the president of $236,000 into 236,000 shares of Company stock.

In October 2002, the Company completed a 5:1 forward stock split of its issued and outstanding common stock. In October, 2003, the Company completed a 1:200 reverse stock split of its issued and outstanding common stock. The effects of both stock splits have been retroactively reflected in this report on Form 10-KSB unless otherwise stated.

On December 31, 2004 the Company decided to abandon its mineral rights and thereby eliminate any further expense.

The Company is no longer engaged in diamond exploration activities.

On January 13, 2005, the Company changed its name to Gulf Coast Oil & Gas, Inc.

During June 2005, the Company received $200,000 for the sale of 955,555 pre-split shares of common stock.

On July 13, 2005, the Company declared a 3 for 1 forward common stock split.

PLAN OF OPERATION

Gulf Coast Oil & Gas, Inc. is an exploration and production company solely dedicated to oil and gas exploration projects located in the United States with offices in Houston, Texas.

Gulf Coast Oil & Gas, Inc. plans to selectively acquire an interest in technically sound drilling deals that are ready to drill in order to have a better handle on costs and profitability. The Company will take a larger percentage of lower risk opportunities that have potential for significant reserves and quick payout. However, the Company will consider a lesser percentage in technically sound but higher risk plays that have large reserve potential capable of developing into a major field.

Gulf Coast Oil & Gas, Inc. will also consider acquiring an interest (working and/or royalty) in proven (based upon offset production and geology reports) undeveloped drilling locations. Various factors such as cost estimates, current pricing, reserve potential, projected payout, spacing requirements, etc. must always be taken into account.

On June 8, 2005, the Company paid $100,000 to acquire, subject to lease availability, a 75% working interest in oil and gas leases in Louisiana. Under the terms of the agreement, the Company will pay 100% of the costs of acquisition, exploration and development of the leases, which leases are subject to overriding royalties, and has one year to submit the remaining portion of the total costs. In the event the leases are unavailable, the funds advanced by the Company, less expenses incurred, will be returned to the Company.

INDUSTRY, MARKET OVERVIEW AND COMPETITIVE BUSINESS CONDITIONS

Gulf Coast Oil & Gas, Inc. will compete with other companies that are in the same or similar business, many of which are of greater size and have far greater financial resources than the Company.

EMPLOYEES

The Company has two (2) employees and contemplates using a varying number of subcontractors. The number of subcontractors that the Company uses will vary depending on the type and amount of work that is required.

RECENT EVENTS

Description of Property

The Company is currently evaluating the following prospects:

          Webb Prospect – Jasper County, Texas

Location:	12 miles Northeast of Silsbee, Texas. 4 miles Northwest of the town of Buna in Jasper county, Texas
Depth:	10,500 Normal Pressure Upper Wilcox Sands
Objective:	1st, 2nd, 3rd, 5th Wilcox sands and the Geronimo sand package
Trap:	800 acre high side fault closure defined by 6 lines of recent CDP seismic data.

Flow Rates:	1.5 MMCFGD + 250 BOPD (actual rates)
Field Reserve Potential:	3,040,000 BO and 16 BCFG
Wells to Develop:	4 to 5 wells

          Ebnenezer Area – Columbia County, Arkansas

General: Two prospects northeast of Village field (Smackover 1938) were defined with well control, 2D and 3D seismic data. The prospects offer moderate risk structural and stratigraphic potential in the prolific Smackover limestone trend of southwest Arkansas.

Exploration History: The Smackover trend of southwest Arkansas was discovered in the 1930’s using surface geology (shepherd’s anticline). The large structures were salt-supported anticlines that are shown in light blue on the map above. Many exploration companies acquired grids of 2D seismic data over the area in 1950-1990. The 2D data helped locate structures, and a few “accidental” stratigraphic fields were found. In the late 1980’s general industry thinking was that “all of the significant Smackover fields had been found using the existing 2D seismic data. However, in 1993 Grayson field (Smackover) was discovered using 2D seismic data. Grayson field is a large field discovered in a mature basin.

Grayson field will produce over 25 million barrels of oil from fourteen wells. Immediately upon discovery, the owners of Grayson field contracted Hill Geophysical Consulting to acquire the 1^st 3D seismic program in Arkansas. The Grayson 3D seismic data clearly showed the structure and stratigraphy of the Smackover limestone. Detailed petrophysical work was done and applied to the 3D data to place the wells in the best locations within the reservoir.

The 2D seismic grid that Grayson was located on became a valuable asset in 1993. Hill Geophysical Consulting purchased a license and used the entire 2D seismic grid to locate any Grayson look-a-likes. Follow-up work was done with 3D seismic acquisition on strong leads. Unfortunately, none of the leads developed into Grayson-sized prospects. The prospects that were found at that time were deemed uneconomic due to the price of oil. These prospects now have been reworked with current economics and are quite viable.

The prospects at Ebenezer were first identified with 2D seismic data and well control on the northeast flank of the large Village field structure. A 3D seismic program confirmed the prospects. Current oil pricing makes these prospects very attractive. Three-year leases have been acquired in the past year on 100% of the acreage covering the prospects. The leases are the same as those taken immediately after the 3D seismic program was completed in the 1990’s. The prospects are ready to drill. Gross reserves are calculated using 25’ of pay and 300 bbl/acft recovery, and flow rates are an average of Smackover production in the area.

Prospect #1

• Exploration method: seismically defined prospect with nearby well control

• Trap type: combination structural – stratigraphic trap (northern limit is pinch-out of thick Smackover wedge trending East/West draped across NE/SW plunging structural nose)

• Target: Smackover limestone

• Target depth: 7,900 feet

• 313 acres of potential stratigraphic/structural closure

• Potential reserves of 2,350,000 barrels of oil

• Expected flow rate 250-350 barrels of oil per day

• Located 5 miles northeast of Village Field (Smackover)

• Number of wells needed to recover reserves: up to 3

Pogo Producing drilled a well on the southwest flank of Prospect #1 (blue circle) using 2D seismic data. The well found a very thick Buckner section on top of the Smackover formation. The Buckner formation is thicker in this well than any other well in the area. Thick Buckner is a clear indicator of the well being down-thrown on a fault. The 2D seismic data had a seismic anomaly that was incorrectly interpreted as Smackover porosity. The new seismic data clearly showed the well to be down-thrown. A large prospective area is found up-thrown on the (green) fault. No other wells have been drilled close to this prospect. The seismic data shows a Smackover wedge that appears to pinch-out on the northeast side of the structure setting up a strong stratigraphic trap with a good structural component. This pinch-out is a regional feature that has stratigraphic/structural traps east and west of this prospect. The prospective area covers approximately 313 acres that may have over 2.35 million barrels of oil trapped. Three wells would be needed to produce the potential reserves.

Prospect #3

• Exploration method: seismically defined prospect with nearby well control

• Trap type: combination structural – stratigraphic trap (northern limit is pinch-out of thick Smackover wedge trending East/West draped across NE/SW plunging structural nose that has a 20 acre closure)

• Target: Smackover limestone

• Target depth: 7,800 feet

• 98 acres of potential stratigraphic/structural closure

• Potential reserves of 735,000 barrels of oil

• Expected flow rate 250-350 barrels of oil per day

• Located 5 miles northeast of Village Field (Smackover)

• Number of wells needed to recover reserves: 2

Prospect #3 is a small potential stratigraphic trap draped across a strong nose that was seen on the seismic data. The prospect covers 98 acres and could have over .7 million barrels of oil. Only one well would be needed to produce the oil. Isochronal mapping (thickness) of the Smackover interval showed that the structure was in place at the time of hydrocarbon migration. This prospect should be drilled after Prospect #1.

The prospects fall in an area with excellent Smackover reservoir quality rock. Porosities of 12-18 percent and permeabilities in excess of 500 md are seen in nearby wells. The Smackover limestone reservoir has a strong water drive, and average flow rates of up to 350 barrels of oil per day can be expected. The proposed wells are near state highways and county roads with plenty of infrastructure support in the way of pipelines and easy surface access.

Conclusion:

The Ebenezer area offers good Smackover limestone prospects that were defined by modern 2D and 3D seismic data. The prospects are moderate risk and offer a high return on investment with a successful well. The prospects have similar structural and stratigraphic character to other productive Smackover fields in the area. Significant reserve potential can be tested at a relatively low drilling cost.

Company Office:

The Company currently has an office suite consisting of 250 sq. ft. located at 5847 San Felipe, Suite 1700, Houston, Texas 77057. The current lease commitment is $600.00 per month.

FINANCIAL CONDITIONS AND RESULTS OF OPERATIONS FOR THE THREE MONTHS ENDED JUNE 30, 2005

At the present time the Company has no proven properties and on December 31, 2004 the Company abandoned its mineral rights.

The Company is in its exploration stage as it is engaged in the search for mineral deposits.

The Company has not generated any revenues since its inception, August 4, 2003.

Liquidity and Capital Resources.

As of June 30, 2005, the Company had cash of $16,058. The Company had negative cash flow from operations of $72,257 during the period ended June 30, 2005.

The Company raised $100,000 from North Field Oil & Gas, Inc. The funds were received on March 15, 2005 consistent with a subscription agreement that provided in part, for the purchase of 555,555 shares of restricted common stock at a price of $0.18 per share for an aggregate consideration of $100,000.

During June 2005, the Company received $200,000 for the sale of 955,555 pre-split shares of common stock.

Ability to continue as a Going Concern

The Company’s Auditors have expressed substantial doubt about the Company’s ability to continue as a going concern. Pollard-Kelley Auditing Services, Inc., in their “Report of Independent Certified Public Accountants,” have expressed substantial doubt as to the Company’s ability to continue as a going concern based on operating losses it has incurred since inception. The Company’s financial statements do not include any adjustments that might result from the outcome of that uncertainty.The going concern qualification is also described in Note 6 of the Notes To Financial Statements.

ITEM 3. EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES

EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES

As of the end of the period covered by this report, the Company had not carried out an evaluation of the effectiveness of the design and operation of its disclosure controls and procedures pursuant to Exchange Act Rule 13a-14. This evaluation has not been done which is to be under the supervision and with the participation of the Company’s Principal Executive Officer and Principal Financial Officer. Based upon no evaluation, the Principal Executive Officer and Principal Financial Officer cannot conclude that the Company’s disclosure controls and procedures are effective in gathering, analyzing and disclosing information needed to satisfy the Company’s disclosure obligations under the Exchange Act.

CHANGES IN INTERNAL CONTROLS

There were no significant changes in the Company’s internal controls or in other factors that could significantly affect those controls since the most recent evaluation of such controls.

PART II OTHER INFORMATION

Item 1. Legal Proceedings

     None.

Item 2. Changes in Securities

     On July 13, 2005, the Company declared a 3 for 1 forward common stock split. All shares in the financial statements have been adjusted retroactively for this split.

Item 3. Defaults upon Senior Securities

     Not applicable

Item 4. Submission of Matters to a Vote of Security Holders

     None.

Item 5. Other Information

     None

Item 6. Exhibits and Reports on Form 8-K

A. Exhibits:

31.1	Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act. Certification of Principal Financial and Accounting Officer Pursuant to Section 302 of the
31.2	Sarbanes-Oxley Act.
32.1	Certification of Chief Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act.
32.2	Certification of Principal Financial and Accounting Officer Pursuant to Section 906 of the Sarbanes-Oxley Act.

B. Reports of Form 8-K.

     No other reports on Form 8-K were filed during the quarter ended June 30, 2005, for which this report is filed.

GULF COAST OIL & GAS, INC.

In accordance with the requirements of the Exchange Act of 1934, the Registrant has caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

SIGNATURE

August 20, 2005	/s/ Rahim Rayani
	Rahim Rayani
	Chief Executive Officer
	(PRINCIPAL EXECUTIVE OFFICER)
August 20, 2005	/s/ Rahim Rayani
	Rahim Rayani
	Chief Accounting Officer
	(PRINCIPAL ACCOUNTING OFFICER)

EXHIBIT INDEX

EXHIBIT NO.	DESCRIPTION
31.1	Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act. Certification of Principal Financial and Accounting Officer Pursuant to Section 302 of the
31.2	Sarbanes-Oxley Act.
32.1	Certification of Chief Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act. Certification of Principal Financial and Accounting Officer Pursuant to Section 906 of the
32.2	Sarbanes-Oxley Act.