UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
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FORM 10Q
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(Mark One)
[ X ] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934 For the quarterly period ended September 30, 2008
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT
For the transition period from __________ to ___________
Commission file number: 333-151398
BEDROCK ENERGY, INC.
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(Exact name of registrant as specified in its charter)
Colorado 02-0511381
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(State of Incorporation) (IRS Employer ID Number)
8950 Scenic Pine Drive, Suite 100, Parker, Colorado 80134
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(Address of principal executive offices)
303-794-4398
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(Registrant's Telephone number)
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 of 1934 during
the past 12 months (or for such shorter period that the registrant was required
to file such reports), and (2) has been subject to the filing requirements for
the past 90 days. Yes [X] No [ ]
Indicate by check mark whether the registrant is a large accelerated file, an
accelerated filer, a non-accelerated filer, or a smaller reporting company. See
the definitions of "large accelerated filer," "accelerated filer" and "smaller
reporting company" in Rule 12b-2 of the Exchange Act.
Large accelerated filer [ ] Accelerated filer [ ] Non-accelerated filer [ ] (Do
not check if a smaller reporting company) Smaller reporting company [X]
Indicate by check mark whether the registrant is a shell company (as defined in
Rule 12b-2 of the Exchange Act). Yes [ ] No [ X]
Indicate the number of share outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
As of October 31, 2008, there were 2,545,524 shares of the registrant's common
stock issued and outstanding.
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements (Unaudited) Page
----
Balance Sheets - September 30, 2008 and December 31, 2007 F-1
Statements of Operations -
Nine and Three months ended September 30, 2008 and 2007 and
From March 17, 1999 (Inception) to September 30, 2008 F-2
Statements of Cash Flows -
Nine months ended September 30, 2008 and 2007 and
From March 17, 1999 (Inception) to September 30, 2008 F-4
Notes to the Financial Statements F-5
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations 1
Item 3. Quantitative and Qualitative Disclosures About Market Risk - 4
Not Applicable
Item 4. Controls and Procedures 3
Item 4T. Controls and Procedures 3
PART II - OTHER INFORMATION
Item 1. Legal Proceedings -Not Applicable 4
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds 4
-Not Applicable
Item 3. Defaults Upon Senior Securities - Not Applicable 4
Item 4. Submission of Matters to a Vote of Security Holders - Not Applicable 4
Item 5. Other Information - Not Applicable 4
Item 6. Exhibits 4
SIGNATURES 5
PART I
ITEM 1. FINANCIAL STATEMENTS
BEDROCK ENERGY, INC.
(A Company in the Development Stage)
BALANCE SHEETS
September 30, December 31,
2008 2007
--------------- ---------------
(Unaudited) (Audited)
ASSETS:
CURRENT ASSETS:
Cash $ 9,768 $ 18,771
Prepaid expense 1,575 -
--------------- ---------------
Total Current Assets 11,343 18,771
--------------- ---------------
TOTAL ASSETS $ 11,343 $ 18,771
=============== ===============
LIABILITIES AND SHAREHOLDERS' (DEFICIT) EQUITY
CURRENT LIABILITIES:
Accounts payable $ 2,368 $ 2,368
Accrued fees 30,000 -
Loan from affiliates 3,750 3,750
Loan from shareholders 4,430 4,430
--------------- ---------------
Total Current Liabilities 40,548 10,548
COMMITMENTS AND CONTINGENCIES
SHAREHOLDERS' (DEFICIT) EQUITY:
Preferred shares, no par value, non voting: 10,000,000 shares
authorized, no shares issued and outstanding - -
Common stock, $0.001 par value; 200,000,000 shares
authorized, 2,545,524 and 2,235,524 shares issued and outstanding
at September 30, 2008 and December 31, 2007, respectively 2,545 2,235
Additional paid-in capital 380,730 350,040
Deficit accumulated during the development stage (412,480) (344,052)
--------------- ---------------
Total Shareholders' (Deficit) Equity (29,205) 8,223
--------------- ---------------
TOTAL LIABILITIES AND SHAREHOLDERS' (DEFICIT) EQUITY $ 11,343 $ 18,771
=============== ===============
The accompanying notes are an integral part of these statements.
F-1
BEDROCK ENERGY, INC.
(A Company in the Development Stage)
STATEMENTS OF OPERATIONS
(Unaudited)
Period From Inception
For The Three Months Ended For the Nine Months Ended March 17, 1999
September 30, September 30, Through
2008 2007 2008 2007 September 30, 2008
--------------- -------------- ----------- ---------------- ------------------------
OPERATING EXPENSES:
Salaries and related expenses $ - $ - $ - $ - $ 112,128
Professional fees 8,659 8,687 17,951 8,687 83,181
Rent - - - - 3,801
Service fees 4,025 25,000 39,425 52,000 210,700
Travel 4,741 - 7,851 2,500 30,157
General and administrative 399 49 3,201 49 32,654
--------------- --------------- -------------- -------------- ------------------------
Total operating expenses 17,824 33,736 68,428 63,236 472,621
--------------- --------------- -------------- -------------- ------------------------
Operating loss (17,824) (33,736) (68,428) (63,236) (472,621)
OTHER INCOME (EXPENSE):
Other, net - (2,368) - (2,368) 60,141
--------------- --------------- -------------- -------------- ------------------------
NET LOSS
BEFORE INCOME TAXES (17,824) (36,104) (68,428) (65,604) (412,480)
Provision for income taxes - - - - -
---------------- --------------- -------------- --------------- -----------------------
NET LOSS $ (17,824) $ (36,104) $ (68,428) $ (65,604) $ (412,480)
================ =============== ============== =============== =======================
Basic and diluted
loss per common share $ (0.01) (0.01) $ (0.03) $ (0.03)
================ =============== ============== ===============
Basic and diluted
weighted average number
of common shares outstanding 2,525,524 2,662,715 2,107,121 2,163,048
================ ================ ============== ================
The accompanying notes are an integral part of these statements.
F-2
BEDROCK ENERGY, INC.
(a Company in the Development Stage)
STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY (DEFICIT)
Total
Common Shares Additional Shareholders'
$.001 Par Value Paid-in Equity
Shares Amount Capital Deficit (Deficit)
----------------------------- ------------ ------------ ----------------
BALANCES, Inception, March 17, 1999 - $ - $ - $ - $ -
Issuance of shares for services and cash 950,706 950 43,825 - 44,775
Net loss - - - 29,784) (29,784)
----------------------------- ------------ ------------ ----------------
BALANCES, December 31, 1999 950,706 950 43,825 (29,784) 14,991
Issuance of shares for debt, services and cash 39,818 40 140,960 - 141,000
Net loss - - - (215,994) (215,994)
----------------------------- ------------ ------------ ----------------
BALANCES, December 31, 2000 990,524 990 184,785 (245,778) (60,003)
Net income - - - 9,233 9,233
----------------------------- ------------ ------------ ----------------
BALANCES, December 31, 2001 990,524 990 184,785 (236,545) (50,770)
Net income - - - 49,137 49,137
----------------------------- ------------ ------------ ----------------
BALANCES, December 31, 2002 990,524 990 184,785 (187,408) (1,633)
Net loss - - - (890) (890)
----------------------------- ------------ ------------ ----------------
BALANCES, December 31, 2003 990,524 990 184,785 (188,298) (2,523)
Net loss - - - (5,657) (5,657)
----------------------------- ------------ ------------ ----------------
BALANCES, December 31, 2004 990,524 990 184,785 (193,955) (8,180)
Net loss - - - (36,000) (36,000)
----------------------------- ------------ ------------ ----------------
BALANCES, December 31, 2005 990,524 990 184,785 (229,955) (44,180)
Net loss - - - (36,000) (36,000)
----------------------------- ------------ ------------ ----------------
BALANCES, December 31, 2006 990,524 990 184,785 (265,955) (80,180)
Issuance of shares for debt, services and cash 1,245,000 1,245 165,255 - 166,500
Net loss - - - (78,097) (78,097)
----------------------------- ------------ ------------ ----------------
BALANCES, December 31, 2007 2,235,524 2,235 350,040 (344,052) 8,223
Issuance of shares for services and cash 310,000 310 30,690 - 31,000
Net loss - - - (68,428) (68,428)
----------------------------- ------------ ------------ ----------------
BALANCES, September 30, 2008 2,545,524 $ 2,545 $ 380,730 $(412,480) $ (29,205)
================= ========== ============ ============ ================
The accompanying notes are an integral part of these statements.
F-3
BEDROCK ENERGY, INC.
(A Company in the Development Stage)
STATEMENTS OF CASH FLOWS
(Unaudited)
Period From
Inception -
March 17, 1999
For the Nine Months Ended Through
September 30, 2008 September 30, 2007 September 30, 2008
--------------------- --------------------- ------------------------------
CASH FLOW FROM OPERATING ACTIVITIES:
Net loss $ (68,428) $ (65,604) $ (412,480)
Adjustments to reconcile net loss to net cash
used in operating activities:
Issuance of common shares for services 11,000 37,500 123,275
Issuance of debt for services - - 12,000
Debt forgiveness - - (62,509)
Increase in current assets (1,575) (12,500) (1,575)
Increase in accounts payable and accruals 30,000 23,043 155,945
--------------------- --------------------- ---------------------
Net cash used in operating activities (29,003) (17,561) (185,344)
--------------------- --------------------- ---------------------
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from related party payable - - 19,112
Sale of common shares 20,000 25,000 176,000
--------------------- --------------------- ---------------------
Net cash provided by financing activities 20,000 25,000 195,112
--------------------- --------------------- ---------------------
NET (DECREASE) INCREASE IN CASH (9,003) 7,439 9,768
CASH, BEGINNING OF PERIOD 18,771 - -
--------------------- --------------------- ---------------------
CASH, END OF PERIOD $ 9,768 $ - $ 9,768
===================== ===================== =====================
NONCASH ACTIVITIES:
Issuance of common shares for debt $ - $ 84,000 $ 84,000
===================== ===================== =====================
The accompanying notes are an integral part of these statements.
F-4
BEDROCK ENERGY, INC.
(A Company in the Development Stage)
NOTES TO FINANCIAL STATEMENTS
For the Nine Months September 30, 2008 and 2007
NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Organization
- ------------
The Company was incorporated in Colorado on August 11, 2004 with its name
changed to Bedrock Energy, Inc. on October 18, 2007 from CellTouch, Inc.
Enviromart.com, Inc. was incorporated in New Hampshire in March of 1999. On
September 21, 2004 CellTouch, Inc. and Enviromart.com, Inc. (collectively the
"Company") were merged under the laws of the State of Colorado and CellTouch,
Inc. became the surviving entity. The Company has been in the development stage
since its inception.
Activities through September 30, 2008 include the raising of equity capital and
the formation of a previous business plan to sell environmental products over
the Internet as well as the current business plan to merge with or acquire and
develop assets from a company in the oil and gas industry.
Interim Presentation
- --------------------
In the opinion of the management of the Company, the accompanying unaudited
financial statements include all material adjustments, including all normal and
recurring adjustments, considered necessary to present fairly the financial
position and operating results of the Company for the periods presented. The
financial statements and notes do not contain certain information included in
the Company's financial statements for the year ended December 31, 2007. It is
the Company's opinion that when the interim financial statements are read in
conjunction with the December 31, 2007 Audited Financial Statements, the
disclosures are adequate to make the information presented not misleading.
Interim results are not necessarily indicative of results for a full year or any
future period.
Statement of Cash Flows
- -----------------------
For purposes of the statements of cash flows, cash includes deposits in
commercial bank accounts.
Income Taxes
- ------------
The Company accounts for income taxes in accordance with Statement of Financial
Accounting Standards No. 109, "Accounting for Income Taxes." Under the asset and
liability method of SFAS No. 109, deferred tax assets and liabilities are
recognized for the estimated future tax consequences attributable to differences
between the financial statement carrying amounts of existing assets and
liabilities and their respective tax basis. Deferred tax assets and liabilities
are measured using enacted tax rates in effect for the year in which those
temporary differences are expected to be recovered or settled.
Income Per Share
- ----------------
Income per share requires presentation of both basic and diluted income per
common share. Common share equivalents are not included in the weighted average
calculation since their effect would be anti-dilutive.
Use of Estimates
- ----------------
The preparation of financial statements in conformity with generally accepted
accounting principles in the United States of America requires management to
make estimates and assumptions that affect the reported amount of assets and
liabilities and disclosures of contingent assets and liabilities at the date of
the financial statements and the reported amounts of revenues and expenses
during the reporting period. Actual results could differ from those estimates,
and such differences may be material to the financial statements.
F-5
BEDROCK ENERGY, INC.
(A Company in the Development Stage)
NOTES TO FINANCIAL STATEMENTS
For the Nine Months Ended September 30, 2008
NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
Fair Value of Financial Instruments
- -----------------------------------
The Company's financial instruments, including cash, other assets and payables
approximate fair value due to the short-term nature of those instruments.
NOTE 2 - SHAREHOLDERS' (DEFICIT) EQUITY
Common Share
- ------------
The Company is authorized to issue 200,000,000 shares of $.001 voting common
stock. Effective March 24, 2008, the Company, as a result of shareholder
approval, implemented a one for two share reverse stock split and therefore as
of September 30, 2008 there were a total of 2,545,524 shares of common stock
issued and outstanding. Included in these above outstanding shares are 20,000
shares and 310,000 shares issued during the three months and nine months ended
September 30, 2008 respectively (post reverse stock split) of which 90,000 of
these shares were issued to officers and directors during the nine months ended
September 30, 2008 for services rendered at a value of $9,000 (See Note 3) and
200,000 shares issued during the nine months ended September 30, 2008 as part of
a private placement in the amount of $20,000 in cash.
On August 2, 2007, the Company authorized the sale in a private placement of
1,000,000 shares of common stock (pre-reverse stock split) at a price of $.05
per share under an exemption from registration provision of the Securities Act
of 1933. The funds have been used to pay the costs associated with its
administration and payment of professional fees to bring the Company to a fully
reporting company within compliance of the Securities Act of 1933 and 1934 and
during the three months ended September 30, 2008 the Company effectively became
a fully reporting company. As of September 30, 2008, the Company has sold a
total of 900,000 shares of common stock (pre reverse stock split) as part of
this private placement for a total of $45,000 in cash.
Preferred Share
- ---------------
The Company is authorized to issue 10,000,000 shares of no par value preferred
stock. As of September 30, 2008, the Company has no shares issued and
outstanding.
NOTE 3 - RELATED PARTY TRANSACTIONS
As of September 30, 2008, the Company owes its officers a total $4,430 due from
officer advances plus a total of $2,368 in accrued interest relative to
previously issued promissory notes.
F-6
BEDROCK ENERGY, INC.
(A Company in the Development Stage)
NOTES TO FINANCIAL STATEMENTS
For the Nine Months Ended September 30, 2008 and 2007
NOTE 3 - RELATED PARTY TRANSACTIONS (continued)
In addition, during the three months and nine months ended September 30, 2008,
the Company authorized the issuance of zero shares and 30,000 shares of common
stock respectively (post reverse stock split) to each of its three Board members
for a total of 90,000 shares of common stock in exchange for services rendered
during the year 2007 in the amount of $500 per Board member and during the year
2008 in the amount of $2,500 per Board member for a total value of $9,000. As of
September 30, 2008, the Company has prepaid expense of $1,575 in consulting fees
as a result of the issuance of these above shares of common stock.
NOTE 4 - INCOME TAXES
As of September 30, 2008, the Company had net operating loss carryforwards for
income tax and financial reporting purposes of approximately $437,000 expiring
in the years 2017 through 2027. The deferred tax assets that result from such
operating loss carryforwards of approximately $124,000 as of September 30, 2008
have been fully reserved for in the accompanying financial statements. During
the nine months ended September 30, 2008, the valuation allowance established
against the net operating loss carryforwards increased by $13,000.
NOTE 5 - FINANCIAL INSTRUMENTS WITH OFF-BALANCE SHEET RISK AND CONTINGENCIES
The accompanying financial statements have been prepared assuming the Company
will continue as a going concern. The Company has suffered recurring losses from
operations that raise substantial doubt about the Company's ability to continue
as a going concern. Management's plans in this regard are to raise capital
through the issuance of common shares as well as seek a merger partner. The
accompanying financial statement do not include any adjustments relating to the
recovery and classification of recorded asset amounts or the amount and
classification of liabilities that might be necessary should the Company
discontinue operations.
NOTE 6 - AGREEMENT
On February 8, 2008, the Company executed a Farmout Agreement with Sun River
Energy, Inc., effective as of November 10, 2007, for an oil and gas lease
described as Lease No. 06-00256, State of Wyoming, Section 36, T41N, R81W ("the
Property"). In accordance with the terms of the Farmout Agreement the Company
shall pay for and drill one well on the Property on or before November 10, 2008
to earn its interest in the lease. As a result, the Company will earn an 80
percent Net Royalty Interest in the lease with Sun River Energy, Inc. retaining
a two percent Overriding Royalty Interest. As of September 30, 2008, the Company
has not paid any amounts towards this Agreement.
F-7
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
The following discussion should be read in conjunction with our unaudited
financial statements and notes thereto included herein. In connection with, and
because we desire to take advantage of, the "safe harbor" provisions of the
Private Securities Litigation Reform Act of 1995, we caution readers regarding
certain forward looking statements in the following discussion and elsewhere in
this report and in any other statement made by, or on our behalf, whether or not
in future filings with the Securities and Exchange Commission. Forward-looking
statements are statements not based on historical information and which relate
to future operations, strategies, financial results or other developments.
Forward looking statements are necessarily based upon estimates and assumptions
that are inherently subject to significant business, economic and competitive
uncertainties and contingencies, many of which are beyond our control and many
of which, with respect to future business decisions, are subject to change.
These uncertainties and contingencies can affect actual results and could cause
actual results to differ materially from those expressed in any forward looking
statements made by, or on our behalf. We disclaim any obligation to update
forward-looking statements.
PLAN OF OPERATIONS
We had no operations prior to and we had no revenues during the nine months
ended September 30, 2008. We have minimal capital and minimal cash. We are
illiquid and need cash infusions from investors or shareholders to provide
capital, or loans from any sources.
We are an oil and gas exploration and development company focused on creating a
portfolio of North American assets, located in the central and Western United
States that exhibit consistent, predictable, and long-lived production
capabilities. We plan to build value for its shareholders through the
acquisition and development of gas and oil assets that contain proven reserves
in domestic areas where reserves can be economically produced at a low risk to
us relying on joint venture partners to supply most of the funds needed to
explore or develop these properties.
We intend to participate in oil and gas prospects located in the states of Utah,
Wyoming, Kansas, New Mexico, and Colorado. Our main emphasis will be to acquire
production or revenue generating opportunities either by lease purchase or
farmout, when available, with third parties and industry partners.
We will need substantial additional capital to support our proposed future
energy operations. We have no revenues. We have no committed source for any
funds as of date here. No representation is made that any funds will be
available when needed. In the event funds cannot be raised when needed, we may
not be able to carry out our business plan, may never achieve sales or royalty
income, and could fail in business as a result of these uncertainties.
Decisions regarding future participation in exploration wells or geophysical
studies or other activities will be made on a case-by-case basis. We may, in any
particular case, decide to participate or decline participation. If
participating, we may pay our proportionate share of costs to maintain our
proportionate interest through cash flow or debt or equity financing. If
participation is declined, we may elect to farmout, non-consent, sell or
otherwise negotiate a method of cost sharing in order to maintain some
continuing interest in the prospect.
RESULTS OF OPERATIONS
For the Three Months Ended September 30, 2008 Compared to the Three Months Ended
September 30, 2007
During the three months ended September 30, 2008 and 2007, we did not recognize
any revenues from our business activities.
1
During the three months ended September 30, 2008, we incurred total operating
expenses of $17,824 compared to $33,736 during the three months ended September
30, 2007. The decrease of $15,912 was a result of the $20,975 decrease in
service fees offset by the $4,741 increase in travel expenses. The increase in
service fees is a result of our efforts to develop our business plan in the oil
and gas exploration industries and our efforts to file a Form 10 with the
Securities and Exchange Commission.
During the three months ended September 30, 2008, we incurred a net loss of
$17,824 compared to a net loss of $36,104 during the three months ended
September 30, 2007. The decrease of $18,280 is a result of the $15,912 decrease
in operational expenses and a $2,368 decrease in other expenses, as discussed
above.
For the Nine Months Ended September 30, 2008 Compared to the Nine Months Ended
September 30, 2007
During the nine months ended September 30, 2008 and 2007, we did not recognize
any revenues from our business activities.
During the nine months ended September 30, 2008, we incurred total operating
expenses of $68,428 compared to $63,236 during the nine months ended September
30, 2007. The increase of $5,192 was a result of the $9,264 increase in
professional fees and the $3,152 increase in general and administrative expenses
offset by the $12,575 decrease in service fees. The increase in total operating
expenses is a result of our efforts to develop our business plan in the oil and
gas exploration industries and our efforts to file a Form 10 with the Securities
and Exchange Commission.
During the nine months ended September 30, 2008, we incurred a net loss of
$68,428 compared to a net loss of $65,604 during the nine months ended September
30, 2007. The increase of $2,824 is a result of the $5,192 increase in
operational expenses due to our increased activity as discussed above offset by
a $2,368 decrease in other expenses.
LIQUIDITY
At September 30, 2008, we had total assets of $11,343, consisting of cash of
$9,768 and a prepaid expense of $1,575. At September 30, 2008, we had total
liabilities of $40,548, consisting of $2,368 in accounts payables, $30,000 in
accrued fees and $8,180 in loans from affiliates and shareholders. At September
30, 2008, we had an accumulated deficit of $412,480.
During the nine months ended September 30, 2008, we used net cash of $29,003 in
operational activities. During the nine months ended September 30, 2007, we used
net cash of $17,561 in operational activities. During the nine months ended
September 30, 2008, we recognized a net loss of $68,428, which was adjusted for
a non-cash activity of $11,000 in common stock that was issued for services.
During the nine months ended September 30, 2008, we issued 90,000 shares of our
restricted common stock at a price of $0.10 per share in order to pay for
services totaling $9,000 of directors. We authorized the issuance of 30,000
shares of common stock to each of our three Board members in exchange for
services rendered during the year 2007 in the amount of $1,500 and during the
year 2008 in the amount of $7,500 for a total of $9,000. As of September 30,
2008, we have a prepaid expense of $1,575 in consulting fees as a result of the
issuance of the above shares of common stock and during the nine months ended
September 30, 2008 expensed $11,000.
2
On August 2, 2007, the Company authorized the sale in a private placement of
1,000,000 shares of common stock (pre-reverse stock split) at a price of $.05
per share under an exemption from registration provision of the Securities Act
of 1933. The funds have been used to pay the costs associated with its
administration and payment of professional fees to bring the Company to a fully
reporting company within compliance of the Securities Act of 1933 and 1934 and
during the three months ended September 30, 2008 the Company effectively became
a fully reporting company. As of September 30, 2008, the Company has sold a
total of 900,000 shares of common stock (pre reverse stock split) as part of
this private placement for a total of $45,000 in cash.
We have minimal cash at September 30, 2008 and no other assets, and we will be
reliant upon shareholder loans or private placements of equity to fund any kind
of operations. We have secured no sources of loans or private placements at this
time.
Capital Resources
We have only common stock as our capital resource.
We have no material commitments for capital expenditures within the next year,
however if operations are commenced, substantial capital will be needed to pay
for participation, investigation, exploration, acquisition and working capital.
Need for Additional Financing
We do not have capital sufficient to meet our cash needs. We will have to seek
loans or equity placements to cover such cash needs. Once exploration commences,
our needs for additional financing is likely to increase substantially.
No commitments to provide additional funds have been made by our management or
other stockholders. Accordingly, there can be no assurance that any additional
funds will be available to us to allow it to cover our expenses as they may be
incurred.
ITEM 3. QUANTATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.
Not Applicable
ITEM 4. CONTROLS AND PROCEDURES
Disclosures Controls and Procedures
This quarterly report does not include a report of management's assessment
regarding internal control over financial reporting or an attestation report of
the Company's registered public accounting firm due to a transition period
established by rules of the Securities and Exchange Commission of newly public
companies.
ITEM 4T. CONTROLS AND PROCEDURES
This quarterly report does not include a report of management's assessment
regarding internal control over financial reporting or an attestation report of
the Company's registered public accounting firm due to a transition period
established by rules of the Securities and Exchange Commission of newly public
companies.
3
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
NONE
ITEM 2. CHANGES IN SECURITIES
NONE.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
NONE.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
NONE.
ITEM 5. OTHER INFORMATION
NONE.
ITEM 6. EXHIBITS
Exhibits. The following is a complete list of exhibits filed as part of this
Form 10-Q. Exhibit numbers correspond to the numbers in the Exhibit Table of
Item 601 of Regulation S-K.
Exhibit 31.1 Certification of Chief Executive Officer pursuant to Section
302 of the Sarbanes-Oxley Act
Exhibit 31.2 Certification of Chief Financial Officer pursuant to Section
302 of the Sarbanes-Oxley Act
Exhibit 32.1 Certification of Principal Executive Officer pursuant to
Section 906 of the Sarbanes-Oxley Act
Exhibit 32.1 Certification of Principal Financial Officer pursuant to
Section 906 of the Sarbanes-Oxley Act
4
SIGNATURES
Pursuant to the requirements of Section 12 of the Securities and Exchange
Act of 1934, the Registrant has duly caused this report to be signed on its
behalf by the undersigned, thereunto duly authorized.
BEDROCK ENERGY, INC.
(Registrant)
Dated: November 12, 2008 By: /s/ W. Edwards Nichols
----------------------
W. Edwards Nichols, President, Chief
Executive Officer
Dated: November 12, 2008 By: /s/Herb T. Sears
----------------
Herb T. Sears,
Chief Financial Officer
5