Massive Interactive 10-Q 2010 Q2 Quarterly report

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-Q

(Mark One)

x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES

EXCHANGE ACT OF 1934

For the quarter ended June 30, 2010

OR

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

EXCHANGE ACT OF 1934

Commission file number 0-53892

Xtreme Oil & Gas, Inc., and Subsidiaries

(Name of small business issuer in its charter)

Nevada	20-8295316
(State or other jurisdiction  of incorporation or organization)	(I.R.S Employer Identification No.)

5700 W. Plano Parkway, Suite 3600, Plano, Texas	75093
(Address of principal executive offices)	(Zip Code)
(214) 432-8002
(Registrant’s telephone number, including area code)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes o No x

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes x No o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company.

Large accelerated filer	o	Accelerated filer	o
Non-accelerated filer	o	Smaller reporting company	x

State the number of shares outstanding of each of the issuer's classes of common equity as of August 10, 2010: 45,354,302.

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PART I – FINANCIAL INFORMATION

Item 1. Financial Statements.

XTREME OIL & GAS , INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
AS OF JUNE 30, 2010 AND DECEMBER 31,2009
	2010		2009
	(Unaudited)
ASSETS
CURRENT ASSETS:
Cash	$	287,488	$	638,851
Cash - restricted		126,200		101,000
Accounts receivable, net		205,175		211,388
Other current assets		315,346		-
Total Current Assets		934,209		951,239
PROPERTY AND EQUIPMENT:
Furniture and fixtures		53,044		53,044
Oil and natural gas properties (successful efforts method)
Proved leasehold costs		6,616,138		6,616,138
		6,669,182		6,669,182
Less-Accumulated depreciation, depletion and amortization		81,609		73,541
Net property and equipment		6,587,573		6,595,641
OTHER ASSETS
Goodwill		-		200,000
Deposits		7,862		7,862
Total Other Assets		7,862		207,862
TOTAL ASSETS	$	7,529,644	$	7,754,742

LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable and accrued expenses	$	2,095,718		$	2,271,996
Deposits payable		3,352,484			2,452,000
Notes payable		-			-
Total Current Liabilities		5,448,202			4,723,996
LONG TERM LIABILITIES
Asset retirement obligation		300,000			300,000
TOTAL LIABILITIES		5,748,202			5,023,996
Commitments and contingencies
STOCKHOLDERS' EQUITY:
Preferred stock, $.001 par value, 50,000,000 shares authorized;           none issued and outstanding		-			-
Non-transferable preferred stock, $.001 par value, 1,000 shares           authorized,  1,000 shares issued and outstanding		1			1
Common stock, $.001 par value; 200,000,000 shares authorized;
43,159,636 and 42,454,346 shares issued and 42,309,636  and           41,134,346 outstanding at June 30, 2010 and
and December 31, 2009, respectively		42,309			41,134
Additional paid-in capital		32,700,848			30,448,771
Less treasury stock		(850,000	)		(1,320,000	)
Accumulated deficit		(30,111,716	)		(26,439,160	)
Total Stockholders' Equity		1,781,442			2,730,746
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY	$	7,529,644		$	7,754,742

See accompanying notes to consolidated financial statements. 

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XTREME OIL & GAS, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
	Three months Ended			Three months Ended			Six Months Ended			Six Months Ended
	June 30, 2010			June 30, 2009			June 30, 2010			June 30, 2009
Revenues:
Income from asset sales and other, net	$	-		$	314,537		$	-		$	314,537
Oil and gas sales		14,586			43,754			47,851			54,359
TOTAL REVENUES		14,586			358,291			47,851			368,896
EXPENSES:
Drilling and completion costs		-			191,851			-			293,386
Production costs		69,019			33,130			144,957			113,677
General and administrative expenses		1,446,810			426,642			3,171,735			788,422
Loss on disposal of property		411,945			-			411,945			303,440
TOTAL OPERATING EXPENSES		1,927,774			651,623			3,728,637			1,498,925
LOSS BEFORE OTHER EXPENSES		(1,913,188	)		(293,332	)		(3,680,786	)		(1,130,029	)
OTHER INCOME/(EXPENSE)
Other income		9,670			26,933			9,672			26,933
Interest expense, net		-			(625	)		(1,442	)		(1,250	)
Total other income/(expense)		9,670			26,308			8,230			25,683
NET LOSS	$	(1,903,518	)	$	(267,024	)	$	(3,672,556	)	$	(1,104,346	)
LOSS PER SHARE-BASIC AND DILUTED	$	(0.05	)	$	(0.01	)	$	(0.09	)	$	(0.06	)
WEIGHTED AVERAGE SHARES OUTSTANDING – BASIC AND DILUTED		40,623,711			20,510,088			40,927,587			19,862,408

See accompanying notes to consolidated financial statements.

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XTREME OIL & GAS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
Six Months Ended June 30, 2010 and 2009
(Unaudited)
	2010			2009
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$	(3,672,556	)	$	(1,104,346	)
Adjustments to reconcile net loss to net cash provided by (used in)        operating activities
Depreciation, depletion and amortization		8,068			14,578
Common stock issued for services		2,671,505			212,925
Loss on disposal of properties		411,945			303,440
Bad debt expense		30,000			-
Gain on sale of Small Cap Strategies		(149,965	)		-
Changes in assets and liabilities:
(Increase) decrease in restricted cash		(25,200	)		-
(Increase) decrease in accounts receivable		(23,787	)		(97,780	)
Increase in other current assets		(315,346	)		-
Increase in deposits		-			(1,500	)
Increase (decrease) in accounts payable and accrued Expenses		(106,313	)		100,310
Increase (decrease) in deposit payable		900,484			590,857
Net cash provided by (used in) operating activities		(271,165	)		18,484
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of property and equipment		(411,945	)		(8,213	)
Proceeds from the sale of assets		-			200,000
Net cash provided by (used in) investing activities		(411,945	)		191,787
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from sale of common stock		331,747			442,003
Net cash provided by financing activities		331,747			442,003
Net change in cash		(351,363	)		652,273
CASH AT BEGINNING PERIOD		638,851			105,089
CASH AT END OF PERIOD	$	287,488		$	757,362
SUPPLEMENTAL CASH FLOW INFORMATION:
Cash paid for interest expense	$	1,442		$	-
Common stock issued for leasehold interests and equipment	$	-		$	206,500
Common stocks issued (returned) for investment	$	-		$	(440,000	)

 See accompanying notes to consolidated financial statements.

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XTREME OIL & GAS, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2010

(Unaudited)

 Item 1: Notes to Financial Statements.

1. BASIS OF PRESENTATION

The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and with the instructions of Regulation S-K. They do not include all information and footnotes required by accounting principles generally accepted in the United States of America for complete financial statements. However, except as disclosed herein, there has been no material change in the information disclosed in the notes to the consolidated financial statements for the year ended December 31, 2009 included in the Company’s Form S-1. The interim unaudited consolidated financial statements should be read in conjunction with those consolidated financial statements included in the Form S-1. In the opinion of manageme nt, all adjustments considered necessary for a fair presentation, consisting solely of normal recurring adjustments, have been made. Operating results for the six months ended June 30, 2010 are not necessarily indicative of the results that may be expected for the year ending December 31, 2010.

2. HISTORY AND NATURE OF BUSINESS

Xtreme Oil & Gas, Inc. (the “Company” formerly Xtreme Technologies, Inc.), a Nevada corporation formed on October 3, 2006 is organized to engage in the acquisition, operation and development of oil and natural gas properties located in Texas and the southeast region of the United States. Effective December 29, 2006, Xtreme Technologies, Inc., a then Washington corporation, acquired Emerald Energy Partners, Inc., (“Emerald”) a Nevada corporation, in exchange for the issuance of 7,960,000 shares of the Company’s common stock and changed the Company’s name to Xtreme Oil & Gas, Inc. (“Xtreme”).

For accounting purposes this transaction was treated as an acquisition of Xtreme Technologies, Inc. and a re-capitalization of Emerald. Emerald is the accounting acquirer and the results of its operations carry over.  Accordingly, the operations of Xtreme Technologies, Inc. are not carried over and are adjusted to $0 at the date of the merger.

Since its formation, the Company has been involved in the acquisition and management of fee mineral acreage and the exploration for and development of oil and natural gas properties, principally involving drilling wells located on the company’s mineral acreage.  The Company’s mineral properties and other oil and natural gas interests are all located in the United States, primarily in Oklahoma and Texas. The majority of the Company’s oil and natural gas production was from its’ Texas wells. All of its oil and natural gas revenues were derived from the sale of oil. Substantially all the Company’s oil and natural gas production is sold by the Company directly to independent purchasers.

The Company from time to time sells or otherwise disposes of its interest in oil and natural gas properties as a normal course of business.

Recent Accounting Pronouncements

Management does not expect the impact of any other recently issued accounting pronouncements to have a material impact on its financial condition or results of operations. 

3. Oil and Natural Gas Properties

The Company has the following oil and natural gas properties as of June 30, 2010:

	December 31,		Net				June 30,
Oil and gas property:	2009		Purchases		Dispositions		2010
West Thrifty / Quita Field	$	5,221,375	$	-	$	-	$	5,221,375
Lionheart		1,198,326		411,495		(411,495)		1,198,326
Flint Creek / Oil Creek		196,437		-		-		196,437
Total	$	6,616,138	$	411,495	$	(411,495)	$	6,616,138

The Company focused its efforts on beginning our Saltwater Disposal well project and expanding the production capacity on the Lionheart project.  We successfully completed the Saltwater Well surface work and began drilling operations in March 2010. In February we had completed work to increase the production on the Lionheart project when Genie Well Services damaged the wellbore halting production.  We have repaired the wellbore and are preparing to begin production again in the third quarter 2010.

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XTREME OIL & GAS, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2010

(Unaudited)

4. STOCKHOLDERS’ EQUITY

Capital Structure

The Company is authorized to issue up to 200,000,000 shares of common stock, $0.001 par value per share. The holders of the common stock do not have any preemptive right to subscribe for, or purchase, any shares of any class of stock.

The Company is authorized to issue up to 50,000,000 shares of preferred stock, $0.001 par value per share of which none were issued and outstanding as of June 30, 2010.

The Company has one class of Preferred Stock and Nontransferable Preferred Stock.  The Nontransferable Preferred Stock, consisting of 1,000 shares, is all owned by Mr. McAndrew.

Significant current period changes in stockholders’ equity during the six months ended June 30, 2010 consisted of the following:

Common Stock

In the second quarter of 2010, we sold 498,330 restricted shares of our common stock to nine investors for $331,747 cash. Shares were sold with the average sale price being $.67 per share.

In the second quarter of 2010, we issued 2,757,925 restricted shares of our common stock to 4 members of our management team and three members of our staff and consultants for $1,604,971 worth of services. Our consultant shares issued were valued at $1.00 and are being recognized over the vesting term. During the six months ended June 30, 2010, we recognized $2,671,501.

During May 2010, we sold 400,000 common shares of Small Cap Strategies, Inc. to Knight Enterprises for 1,160,000 shares of our common stock and the acquisition of $35,000 in accounts payables.  We recognized a gain of $149,965 on the sale. The common shares acquired were immediately cancelled.

During the second quarter we cancelled 470,000 shares of common stock held in treasury. As of June 30, 2010, we have 850,000 shares of common stock recorded in treasury stock.

In the second quarter of 2010, we signed a Term Sheet with Kodiak Capital for a $5,000,000 investment. Pursuant to the Term Sheet, we shall have the right, but not the obligation, to “put” to Kodiak (the “Put Right”) up to $5 million in shares of our common stock (i.e., we can compel Kodiak to purchase our common stock at a pre-determined formula). In the Term Sheet, Kodiak committed to purchase 2,000,000 shares at $1.25 per share. The initial put shall be closed within 30 days of the date of the filing of a registration statement in the amount of $2,500,000 and shall be priced at $1.25 per share. We have no obligation to utilize any or the full amount available under the Term Sheet.

5. CONTINGENCIES

During the second quarter 2010, Mr. Bruce Scambler began legal proceedings in Logan County District Court against us alleging breach of contract and demanding payment for lost revenue and missing equipment.  We filed a dismissal in the same court.

During second quarter 2010, each of Baker Hughes, Pan American Drilling and Native American Drilling began legal proceeding against us in Logan County District Court demanding judgment for past due invoices.  We are currently communicating with each of the parties to resolve the issues amicably and may file counterclaims if necessary.

During the second quarter 2010, we filed suit against Genie Well Services in Federal Court demanding restitution for damaging our Lionheart well.  Genie filed a counterclaim of $53,000 for their services rendered after causing the damage.

6. SUBSEQUENT EVENTS

In the third quarter of 2010, we sold 464,665 restricted shares of our common stock to nine investors for $348,449 cash. Shares were sold with the average sale price being $.75 per share.

In the third quarter of 2010, we issued 25,000 restricted shares of our common stock to consultants for $25,000 worth of services. Our consultant shares issued were valued at $1.00.

In the third quarter of 2010, we issued a total of 75,000 restricted shares of our common stock to three people to secure one year of service on our board of directors.  Our board shares issued were valued at $1.00 per share.

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

Overview

Xtreme Oil & Gas, Inc. is a growing independent energy company focused on the acquisition, development, ownership, operation and investment in energy-related businesses and assets, including, without limitation, the acquisition, exploration and development of natural gas and crude oil, and other related businesses which management believes have potential for improved production rates and resulting income by application of both conventional and non-conventional improvement and enhancement techniques. As of June 30, 2010 we own working interests in 1,832 acres of oil and gas leases in Texas and Oklahoma that now include 10 gross producing wells and 55 gross non-producing wells. Xtreme is pursuing an ongoing reworking and drilling program to increase production from its properties.

Our revenues are derived from the sale of oil and gas products and sale of interests, principally in drilling programs.

For the Six Months Ended June 30, 2010 compared to 2009

Revenues

For the six months ended June 30, 2010, net revenue was $47,851 a decrease of approximately $321,000 from $368,896 for the six months ended June 30, 2009. Decrease in revenue was due primarily to a sale of assets valued at $314,537 in 2009.

Expenses

Oil production costs for the six months ended June 30, 2010 totaled $144,957, an increase of approximately $31,000 from $113,677 for the six months ended June 30, 2009. The increase is due to reduced production on all of our properties due to maintenance activities. Production costs exceeded revenues because of higher costs of maintenance and continued additional  operations to increase future production on certain wells in Texas.

General and administrative expenses totaled $3,171,735 for the six months ended June 30, 2010, an increase of approximately $2,383,000, from $788,422 for the six months ended June 30, 2009. These general and administrative expense differences are largely driven by additional professional services expenses.   These expenses, accrued in 2010, included salaries, utilities and rent, consulting fees, stock-based compensation, and presentation fees.

Net Loss

For the six months ended June 30, 2010, we had a net loss of $3,672,566 compared with a net loss of $1,104,346 for six months ended June 30, 2009. This loss was primarily due to stock issued for services during the period ended June 30, 2010.

For six months ended June 30, 2010, our net loss per share on a fully diluted basis was $0.09 compared to losses of $0.06 per share on a fully diluted basis for the six months ended June 30, 2009.

 For the Three Months Ended June 30, 2010 compared to 2009

Revenues

For the three months ended June 30, 2010, net revenue was $14,586 a decrease of approximately $344,000 from $358,291 for the three months ended June 30, 2009. Decrease in revenue was due primarily to a sale of assets valued at $314,537 in 2009.

Expenses

Oil production costs for the three months ended June 30, 2010 totaled $69,019, an increase of approximately $36,000 from $33,130 for the three months ended June 30, 2009. The increase is due to reduced production on all of our properties due to maintenance activities. Production costs exceeded revenues because of higher costs of maintenance and continued additional operations to increase future production on certain wells in Texas. 

General and administrative expenses totaled $1,446,810, for the three months ended June 30, 2010, an increase of approximately $1,020,168 from $426,642 for the three months ended June 30, 2009. These general and administrative expense differences are largely driven by additional professional services expenses.  These expenses, accrued in 2010, included salaries, utilities and rent, consulting fees, stock-based compensation, and presentation fees.

Net Loss

For the three months ended June 30, 2010, we had a net loss of $1,903,518 compared with a net loss of $267,024 for three months ended June 30, 2009. This loss was primarily due to stock issued for services during the period ended June 30, 2010.

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For three months ended June 30, 2010, our net loss per share on a fully diluted basis was $0.05 compared to losses of $0.01 per share on a fully diluted basis for the three months ended June 30, 2009.

Liquidity and Capital Resources

Cash flow used in operations was $271,165 for the six months ended June 30, 2010. Net cash flows from financing activities were $331,747 including proceeds from the sale of common stock. As of June 30, 2010, we are unable to determine whether we will generate sufficient cash from our oil and gas operations to fund our operations for the next twelve months. Although we expect cash flow from operations to rise as our operations improve and the number of projects we successfully develop grows, we believe that we will raise, probably through the private placement of equity securities, additional capital to assure we have the necessary liquidity for 2010.

Net cash used in investing activities during the six months ended June 30, 2010 was approximately $412,000 and consisted primarily of payments for improvements to certain of our wells. The payments were initially capitalized and immediately expensed.  Net cash provided by investing activities during the six months ended June 30, 2009 was approximately $192,000 and resulted primarily from the gain on sale of working interests in our properties.

Net cash provided by financing activities during the six months ended June 30, 2010 and 2009 was approximately $332,000 and $442,000, respectively.  Net cash from financing activities consist of proceeds received from the sale of our common shares. In order to provide us with the funds necessary, from time to time, to cover our operating expenses, we signed a Term Sheet with Kodiak Capital for a $5,000,000 investment in the second quarter. Pursuant to the Term Sheet, we shall have the right, but not the obligation, to “put” to Kodiak (the “Put Right”) up to $5 million in shares of our common stock (i.e., we can compel Kodiak to purchase our common stock at a pre-determined formula). In the Term Sheet, Kodiak committed to purchase 2,000,000 shares at $1.25 per share. The initial put shall be closed wit hin 30 days of the date of the filing of a registration statement in the amount of $2,500,000 and shall be priced at $1.25 per share. We have no obligation to utilize any or the full amount available under the Term Sheet.

To continue with our business plan, we will require additional capital to develop properties and believe that we will continue to raise capital and generate revenue by selling interest in prospects to investors through drilling programs and through future offerings of equities.

If required, our ability to obtain additional financing from other sources also depends on many factors beyond our control, including the state of the capital markets and the prospects for business growth. The necessary additional financing may not be available or may be available only on terms that would result in excessive further dilution to the current owners of our common stock or at unreasonable costs of capital.

We have no plans to expand significantly our overhead and we expect that future acquisitions and development of production will be funded through private placement offerings and by selling interest in our current properties.  We do not anticipate revenues to be generated in the future from contract drilling as we did on the Oil Creek property, nor do we anticipate selling interest in our current properties except through joint venture of partnership drilling programs with accredited investors.

Our West Thrifty Unit, including the Quita field, were acquired with the issuance of stock, the value of the stock comprising most of the value of our oil and gas properties. Some of our other properties, the Oil Creek, Lionheart and Saltwater disposal properties have been acquired for a relatively modest amount of cash.  Some properties that we disposed of, the Winston, Horse Thief and Cookie, were purchased with a combination of cash and common stock. We anticipate that in the future we will acquire properties principally with stock.

Item 4. Controls and Procedures.

During the quarter ended June 30, 2010, our Chief Executive Officer, Willard G. McAndrew, and Chief Financial Officer, Roger Wurtele, with the participation of our Chief Operating Officer, carried out an evaluation of the effectiveness of our disclosure controls and procedures pursuant to Exchange Act Rule 13a-15(e). One of the purposes of the appointment of Messrs. DeVito and Wurtele,  was to put in place systems and procedures that support a larger enterprise, systems and procedures that will additionally assure the Company will be able to record, process, summarize, and report within the time periods specified by the Commission’s rules and forms. Part of the Company’s actions in this regard included the transition to recently acquired accounting software. This review and implementation is on-going, and we anti cipate basic changes in our processes and controls. As of June 30, 2010, these changes may not have been sufficiently implemented for the timely disclosures of financial data within the time period specified by the Commission’s rules and forms.  Nonetheless, based upon our evaluation, the Chief Executive Officer and the Chief Financial Officer believe that, as of the end of the period covered by this Quarterly Report on Form 10-Q, our disclosure controls and procedures are effective at the reasonable assurance level to ensure that information required to be included in this report is (i) accumulated and communicated to our management, including the Chief Executive Officer and the Chief Financial Officer and (ii) recorded, processed, summarized, and reported accurately.

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Disclosure controls and procedures, no matter how well designed and implemented, can provide only reasonable assurance of achieving an entity’s disclosure objectives. The likelihood of achieving such objectives is affected by limitations inherent in disclosure controls and procedures. These include the fact that human judgment in decision-making can be faulty and that breakdowns in internal control can occur because of human failures such as simple errors, mistakes or intentional circumvention of the established processes.

Changes in Controls over Financial Reporting

The principal change in the first quarter in our internal control over financial reporting, was implemented by our Chief Executive Officer and our Chief Financial Officer, that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting relates to the transition to our new accounting software and the more rigorous documentation relating to entries therein as well as the limitation of access to those entitled to making entries into such software. In the second quarter we have completed the transition to new software.

PART II  -  OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS.

From time to time, we may be involved in routine legal proceedings, as well as demands, claims and threatened litigation that arise in the normal course of our business. The ultimate amount of liability, if any, for any claims of any type (either alone or in the aggregate) may materially and adversely affect our financial condition, results of operations and liquidity. In addition, the ultimate outcome of any litigation is uncertain. Any outcome, whether favorable or unfavorable, may materially and adversely affect us due to legal costs and expenses, diversion of management attention and other factors. We expense legal costs in the period incurred. We cannot assure you that additional contingencies of a legal nature or contingencies having legal aspects will not be asserted against us in the future, and these matters could relate to p rior, current or future transactions or events. Except as described below, we are not currently a party to any material litigation.

During the second quarter 2010, Mr. Bruce Scambler began legal proceedings in Logan County District Court against us alleging breach of contract and demanding payment for lost revenue and missing equipment.  We filed a dismissal in the same court.

During second quarter 2010, each of Baker Hughes, Pan American Drilling and Native American Drilling began legal proceeding against us in Logan County District Court demanding judgment for past due invoices.  We are currently communicating with each of the parties to resolve the issues amicably and may file counterclaims if necessary.

During the second quarter 2010, we filed suit against Genie Well Services in Federal Court demanding restitution for damaging our Lionheart well.  Genie filed a counterclaim of $53,000 for their services rendered after causing the damage.

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PART II – OTHER INFORMATION

Item 6. Exhibits.

31.1 Certification Pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934, adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

31.2 Certification Pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934, adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

32.1 Certification Pursuant to 18 U.S.C. adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

32.2 Certification Pursuant to 18 U.S.C. adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	Xtreme Oil & Gas, Inc.
Date: August 16, 2010	By:	/s/ Willard G. McAndrew, III
		Willard G. McAndrew, III
		Chief Executive Officer

Date: August 16, 2010	By:	/s/ Roger N. Wurtele
		Roger N. Wurtele
		Chief Financial Officer

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