UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR
15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended: September 30, 2002
Commission file number 000-30009
PETROL OIL AND GAS, INC.
(Exact name of registrant as specified in its charter)
Nevada 88-0453323
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
6265 S. Stevenson Way
Las Vegas, Nevada 89120
(Address of Principal Executive Offices) (Zip Code)
(702) 454-3394
(Registrant's telephone number, including area code)
EURO TECHNOLOGY OUTFITTERS
(Former name, if changed since last report)
Indicate by check mark whether the registrant (1) filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934
during the last 12 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.
Yes X No ____
The number of shares of Common Stock, $0.001 par value, outstanding on
November 21, 2002, was 11,568,300 shares, held by approximately 33
shareholders.
Transitional Small Business Disclosure Format (check one):
Yes No X
ITEM 1. CONDENSED FINANCIAL STATEMENTS
PETROL OIL AND GAS, INC.
(Formerly Euro Technology Outfitters)
(A Development Stage Company)
CONDENSED BALANCE SHEET
September December 31,
30, 2002 2001
(unaudited) (audited)
ASSETS
CURRENT ASSETS:
Cash $ 48,105 $ 0
----------- -----------
Oil and gas properties using full cost accounting:
Properties not subject to amortization 184,586 0
----------- -----------
TOTAL ASSETS $ 232,691 $ 0
=========== ===========
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable $ 203,352 $ 0
Due to officer 1,000 0
----------- -----------
TOTAL CURRENT LIABILITIES 204,352 0
----------- -----------
Contingencies and commitments
STOCKHOLDERS' EQUITY:
Preferred stock, $.001 par, authorized 10,000,000
shares; no shares issued 0 0
Common stock, $.001 par, authorized 100,000,000
shares, 11,568,300, and 6,454,360 issued and
outstanding at September 30, 2002 and December 31,
2001. 11,568 6,454
Stock paid for not issued 47,287 0
Additional paid in capital 45,488 0
Deficit accumulated during the development stage (76,004) (6,454)
----------- -----------
TOTAL STOCKHOLDERS' EQUITY 28,339 0
----------- -----------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 232,691 $ 0
=========== ===========
See notes to condensed financial statements
PETROL OIL AND GAS, INC.
(Formerly Technology Outfitters)
(A Development Stage Company)
(Unaudited)
CONDENSED STATEMENT OF OPERATIONS
March 3, 2000
Three Three Nine MonthsNine Months (inception)
Months Months Ended Ended to September
Ended Ended September September 30, 2002
September September 30, 2002 30, 2001
30, 2002 30, 2001
Revenue: $ -- $ -- $ -- $ -- $ --
--------- ----------- ----------- --------- -----------
Professional and
consulting fees 60,588 13 60,610 335 60,610
Travel 7,337 0 7,337 0 7,337
Miscellaneous
expense 1,603 0 1,603 0 8,057
--------- ----------- ----------- --------- -----------
Net loss $(69,528) $ (13) $ (69,550) $ (335) $ (76,004)
========= ========== ========== ========= ===========
Basic and
diluted earnings
per share $ (0.01) $ (0.00) $ (0.01) $ (0.00) $ (0.01)
========= ========== ========== ========= ===========
Weighted shares
outstanding 8,996,451 6,440,300 7,363,565 6,440,300 6,248,263
========= ========== ========== ========= ===========
See notes to condensed financial statements.
PETROL OIL AND GAS, INC.
(A Development Stage Company)
(Formerly Euro Technology Outfitters)
(Unaudited)
CONDENSED STATEMENT OF CASH FLOWS
March 3,
Nine Nine Months 2000
Months Ended (inception)
Ended September to September
September 30, 2001 30, 2002
30, 2002
Operating activities:
Net loss $(69,550) $ (335) $ (76,004)
Change in assets and liabilities-
Accounts payable 113,972 0 113,972
Due to officer 1,000 (1,105) 1,000
---------- ---------- -----------
Cash provided by (used in) operating
activities 45,422 (1,440) 38,968
---------- ---------- -----------
Investing activities:
Additions to oil & gas property not
subject to amortization (44,625) 0 (44,625)
---------- ---------- -----------
Cash used in investing activities (44,625) 0 (44,625)
---------- ---------- -----------
Financing activities:
Stock issued for debt 21 1,440 1,475
Stock paid for not issued 47,287 0 52,287
---------- ---------- -----------
Cash provided from financing
activities 47,308 1,440 53,762
---------- ---------- -----------
Increase in cash 48,105 0 48,105
Beginning cash 0 0 0
---------- ---------- -----------
Ending cash $ 48,105 $ 0 $ 48,105
========== ========== ===========
Supplemental cash flow information:
Interest paid $ 0 $ 0 $ 0
========== ========== ===========
Income taxes paid $ 0 $ 0 $ 0
========== ========== ===========
Non cash financing activities:
Stock issued for assets acquired $ 10,918 $ 0 $ 10,918
========== ========== ===========
Addition to oil & gas property not
subject to amortization and accounts
payable assumed in asset purchase
$ 89,381 $ 0 $ 89,381
========== ========== ===========
Stock contributed to paid in capital $ 5,826 $ 0 $ 5,826
========== ========== ===========
See notes to condensed financial statements.
PETROL OIL AND GAS, INC.
(Formerly Euro Technology Outfitters)
(A Development Stage Company)
NOTES TO CONDENSED FINANCIAL STATEMENTS
NOTE 1 - SIGNIFICANT ACCOUNTING POLICIES
Basis of Presentation
The accompanying 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 to Form 10-QSB and Item
310(b) of Regulation S-B. Accordingly, they do not include all of
the information and footnotes required by accounting principles
generally accepted in the United States of America for complete
financial statements. In the opinion of management, all adjustments
(consisting only of normal recurring adjustments) considered
necessary for a fair presentation have been included.
The results of operations for the nine months ending September 30,
2002 are not necessarily indicative of the results to be expected
for the year ending December 31, 2002.
For further information, refer to the financial statements and
footnotes included in Form 10-KSB for the year ended December 31,
2001.
The Company is currently a development stage enterprise reporting
under the provisions of Statement of Financial Accounting Standards
("SFAS") No. 7.
The Company has limited operations and is still in the development
stage. The Company will need to raise a substantial amount of
capital in order to continue its business plan. This situation
raises substantial doubt about its ability to continue as a going
concern. The accompanying consolidated financial statements do not
include any adjustments relative to the recoverability and
classification of asset carrying amounts or the amount and
classification of liabilities that might result from the outcome of
this uncertainty. Management is currently initiating their
business plan and in the process of raising additional capital.
(See Note 2)
Organization and business
On March 3, 2000 Euro Technology Outfitters (Euro) was incorporated
in Nevada. Euro was a reporting public shell with no business
activity. On August 19, 2002 Euro acquired, in an asset purchase
agreement, land leases and accumulated expenditures and assumed
liabilities from Petrol Energy, Inc. Petrol Energy, Inc. received
10,918,300 shares of Euro and transferred into Euro property leases
that the Company will use for the development and exploration of
oil, gas, and methane. The par value of the Euro shares ($10,918
and additional paid-in capital of $39,662) was recorded which
reflected the amount of lease
PETROL OIL AND GAS, INC.
(Formerly Euro Technology Outfitters)
(A Development Stage Company)
NOTES TO CONDENSED FINANCIAL STATEMENTS
NOTE 1 - SIGNIFICANT ACCOUNTING POLICIES (Continued)
payments made by Petrol in the last year. Also recorded was
accounts payable totaling $89,381 and the associated capitalized
costs relating to the payables.
On August 20, 2002, the Company amended its Articles of
Incorporation changing its name from Euro Technology Outfitters to
Petrol Oil and Gas, Inc. and increased its authorized capital stock
to 100,000,000 shares of Common Stock $0.001 par value and,
10,000,000 shares of Preferred Stock $0.001 par value. Petrol's
fiscal period ends on December 31.
The Company is in the development stage and its activities to date
have been limited to organizational activities including developing
and implementing its business plan, establishing business
strategies and formulating a strategy to raise equity capital.
Fair value of financial instruments
The carrying amounts of cash and notes payable to an Officer
approximates fair value because of the short-term natures of these
items.
Loss per share
Basic and diluted loss per share was computed in accordance with
Statement of Financial Accounting Standards No. 128. Basic loss
per share is computed by dividing the net loss available to common
shareholders (numerator) by the weighted average of common shares
outstanding (denominator) during the period and excludes the
potentially diluted common shares. Diluted net loss per share
gives effect to all potential diluted common shares outstanding
during a period. There were no potentially diluted common shares
outstanding on September 30, 2002.
Use of Estimates
The preparation of financial statements in conformity with
generally accepted accounting principles requires management to
make estimates and assumptions that affect the reported amounts of
assets and liabilities and disclosure of contingent assets and
liabilities at the date of the financial statements and the
reported amount of revenues and expenses during the reporting
period. Actual results could differ from those estimates.
PETROL OIL AND GAS, INC.
(Formerly Euro Technology Outfitters)
(A Development Stage Company)
NOTES TO CONDENSED FINANCIAL STATEMENTS
NOTE 1 - SIGNIFICANT ACCOUNTING POLICIES (Continued)
Cash and cash equivalents
Cash and cash equivalents include cash in banks and certificates of
deposit which mature within three months of the date of purchase.
Oil and gas properties
The Company follows the full cost method of accounting for oil and
gas properties. Accordingly, all costs associated with
acquisition, exploration, and development of oil and gas reserves,
including directly related overhead costs and interest, are
capitalized.
All capitalized costs included in the estimated future costs to
develop proved reserves, will be amortized on the unit-of-
production method using estimates of proved reserves. Investments
in unproved properties and major development projects are not
amortized until proved reserves associated with the projects can be
determined or until impairment occurs. If the result of an
assessment indicate that the properties are impaired, the amount of
the impairment is added to the capitalized costs to be amortized.
In addition, the capitalized costs are subject to a "ceiling test,"
which basically limits such costs to the aggregate of the
"estimated present value," discounted at a 10% interest rate of
future net revenues from proved reserves, based on current economic
and operating conditions, plus the lower of cost or fair market
value of unproved properties.
Sales of proved and unproved properties are accounted for as
adjustments of capitalized costs with no gain or loss recognized,
unless such adjustments would significantly alter the relationship
between capitalized costs and proved reserves of oil and gas, in
which case the gain or loss is recognized as income.
Abandonment's of properties are accounted for as adjustments of
capitalized costs with no loss recognized.
Long-lived assets
Long-lived assets to be held and used or disposed of other than by
sale are reviewed for impairment whenever events or changes in
circumstances indicate that the carrying amount may not be
recoverable.
PETROL OIL AND GAS, INC.
(Formerly Euro Technology Outfitters)
(A Development Stage Company)
NOTES TO CONDENSED FINANCIAL STATEMENTS
NOTE 2 - GOING CONCERN
The Company's financial statements are prepared using the generally
accepted accounting principles applicable to a going concern, which
contemplates the realization of assets and liquidation of
liabilities in the normal course of business. The ability of the
Company to continue as a going concern is dependent upon the
ability in its endeavors to seek additional sources of capital, and
in attaining future profitable operations. The accompanying
financial statements do not include any adjustments that might be
necessary should the company be unable to continue as a going
concern.
NOTE 3 - STOCKHOLDERS' EQUITY
Common stock
The aggregate number of shares of common stock that the Company has
authority to issue is 100,000,000 shares at a par value of $0.001.
As of September 30, 2002, 11,568,300 shares were issued and
outstanding.
Preferred stock
The aggregate number of shares of preferred stock that the Company
has authority to issue is 10,000,000 shares at a par value of
$0.001. As of September 30, 2002, no shares of preferred stock
were issued.
Stock Issuances
On August 19, 2002, the Company executed an Asset Purchase
Agreement, whereby the Company issued 10,918,300 shares of its
restricted common stock.
On August 19, 2002, the Company entered into a letter of intent
with NIO Funds Investment Management Limited (NIO) whereby NIO
would exclusively raise funds throughout Europe and invest in
Petrol. A fee of 2% will be charged for all funds raised and will
be netted against the amount sent to Petrol. The funds raised will
be used to purchase up to 750,000 restricted shares of common stock
at a price of $.50 per share and an additional 250,000 shares at a
price of $.75 per share. In addition, the Company granted NIO the
privilege of purchasing additional shares of restricted common
stock of Petrol in the amount of $500,000 per month for the months
of March, April, May, June, August and November of 2003 and January
of 2004. The price per share would be at a discount of 12.5% of
the market price of Petrol shares that were being traded on any
exchange or over-the-counter but not less than $.875 per share.
There was no value assigned to the ability to invest in the Company
based on the Black-Scholes pricing model.
On August 21, 2002, a shareholder contributed to paid in capital
5,826,240 shares of Company stock.
PETROL OIL AND GAS, INC.
(Formerly Euro Technology Outfitters)
(A Development Stage Company)
NOTES TO CONDENSED FINANCIAL STATEMENTS
NOTE 3 - STOCKHOLDERS' EQUITY (Continued)
At September 30, 2002, NIO had transferred to Petrol $47,287. No
stock was issued at that date. Recorded in the financial
statements is stock purchased but not issued for the $47,287 that
was received.
NOTE 4 - COMMITMENTS
The land leases have payments due totaling $88,655 due by December
31, 2002, $347,877 due by December 31, 2003, and $1,570 due by
December 31, 2004.
NOTE 5 - RELATED PARTY TRANSACTIONS
The Company paid a fee to its President totaling $10,000 during the
period ended September 30, 2002 for services rendered.
NOTE 6 - SUBSEQUENT EVENTS
On November 5, 2002, the Company sold 624,783 shares of restricted
common stock at a price of $0.50 per share to NIO for cash
consideration totaling $312,391. The Company cancelled NIO's
remaining purchase rights for shares at $.50 and $.75.
On November 15, 2002, the Company entered into a Service and Water
Disposal Agreement with two companies, whereby the Company will be
provided with pumping services as well as transportation of its
produced water to a disposal well. The Company will pay $10.00 per
day for each well that is provided with pumping services and will
pay at the rate of $60.00 per hour for water hauling and $250.00
per month for the use of the disposal well.
NOTE 7 - SUPPLEMENTAL OIL AND GAS DISCLOSURE
Oil and gas operations
The Company currently has only begun preliminary exploration and as
a result has no revenue or production. Capitalized costs relating
to oil and gas producing activities at September 30, 2002 totaled
$184,586 and was all classified as properties not subject to
amortization.
Item 2. Plan of Operations
This report contains forward-looking statements. Actual results and
events could differ materially from those projected, anticipated, or
implicit, in the forward-looking statements as a result of the risk factors
set forth below and elsewhere in this report.
With the exception of historical matters, the matters discussed herein are
forward-looking statements that involve risks and uncertainties. Forward-
looking statements include, but are not limited to, statements concerning
anticipated trends in revenues and net income, the date of introduction or
completion of our products, projections concerning operations and available
cash flow. Our actual results could differ materially from the results
discussed in such forward-looking statements primarily as the result of
insufficient cash to pursue production and marketing efforts. The following
discussion of our financial condition and results of operations should be
read in conjunction with our financial statements and the related notes
thereto appearing elsewhere herein.
Overview
Petrol Oil and Gas, Inc., formerly named Euro Technology Outfitters, was
incorporated in Nevada on March 3, 2000. We are structured to become an oil
and gas exploration and development company. Our primary business objective
is to produce economic quantities of natural gas from buried coal seams,
denoted as coal-bed methane (CBM).
On August 19, 2002, we executed an Asset Purchase Agreement with Petrol
Energy, Inc., whereby we issued 10,918,300 shares of restricted common stock
in exchange for certain assets and liabilities of Petrol Energy. The assets
that were acquired included approximately 289 oil and gas mineral leases.
On August 20, 2002, we amended our Articles of Incorporation to change
our name from Euro Technology Outfitters to Petrol Oil and Gas, Inc.
Petrol has yet to generate revenues from any source and there is a
substantial going concern issue as to whether Petrol will ever be able to
commercialize its oil and natural gas production and generate sufficient, if
any, revenues to satisfy its working capital requirements. Since inception,
Petrol has been dependent on the sale of its equity securities and loans from
affiliates to satisfy its working capital requirements. Petrol continues to
have a working capital deficiency that raises substantial concern regarding
its ability to continue as a going concern.
Business of the Company
The Company's current business plan is to drill and subsequently produce
commercial quantities of natural gas and have a ready market in which to sell
the produced gas.
We intend to fund portions of our field operations through revenues
obtained from sales of our CBM gas production, if any. To accelerate the
development program we plan to take on working interest (WI) partners that
will contribute to the costs of drilling and completion and then share in
revenues derived from production. This economic strategy may allow us to
utilize our own financial assets toward the growth of our leased acreage
holdings, pursue the acquisition of strategic oil and gas producing companies
and generally expand our existing operations.
CBM PRODUCTION
In a conventional oil or gas reservoir, production is from oil or gas
located above a water contact. CBM production is different. Water
completely permeates coal beds, and its pressure causes the methane to
be adsorbed onto the grain surfaces of the coal. To produce CBM, the
water must be drawn off first, lowering the pressure so that the methane
will desorb from the coal and then flow to the well bore.
CBM production also differs from conventional gas production that
normally starts at its highest production rate and then declines with
time. Because coal beds have water residing within the cleat or natural
fracture system, the water needs to be withdrawn in order to promote
production of the gases that are adsorbed on the surfaces of the coal.
Thus, for the case of CBM, initial water production is high and
diminishes with time. CBM gas production, however, starts at a
relatively low rate reaching a peak in 3 -12 months and then begins to
decline.
CBM production is attractive due to several geological factors. Coal
stores six or seven times as much gas as a conventional natural gas
reservoir of equal rock volume due to the large internal surface area of
coal. A significant amount of coal is accessible at shallow depths,
making well drilling and completion inexpensive. Finding costs are also
low since methane occurs in coal deposits, and the location of the
Nation's coal resources is well known.
Petrol will require substantial additional funds to fulfill its business
plan and successfully commercialize its production of oil and natural gas.
Petrol intends to raise these needed funds from private placements of its
securities, debt financing or internally generated funds from the sale of oil
and natural gas.
Plan of Operation
During the next 12 months the Company plans to focus its efforts on
increasing their production and reserves of natural gas through the
development of their existing properties, raising additional equity capital
and furthering its new business plan.
As of September 30, 2002, the Company had only 1 Officer and Director.
We are dependent upon Paul Branagan, sole officer and director of the
Company.
Liquidity and Capital Resources
A critical component of our operating plan impacting our continued
existence is the ability to obtain additional capital through additional
equity and/or debt financing. We do not anticipate enough positive internal
operating cash flow until such time as we can generate substantial revenues,
which may take the next few years to fully realize. In the event we cannot
obtain the necessary capital to pursue our strategic plan, we may have to
cease or significantly curtail our operations. This would materially impact
our ability to continue operations.
Our near term cash requirements are anticipated to be offset through the
receipt of funds from private placement offerings and loans obtained through
private sources. Since inception, we have financed cash flow requirements
through debt financing and issuance of common stock for cash and services.
As we expand operational activities, we may continue to experience net
negative cash flows from operations, pending receipt of servicing or
licensing fees, and will be required to obtain additional financing to fund
operations through common stock offerings and bank borrowings to the extent
necessary to provide working capital.
Over the next twelve months we believe that existing capital and
anticipated funds from operations will not be sufficient to sustain
operations and planned expansion. Consequently, we will be required to seek
additional capital in the future to fund growth and expansion through
additional equity or debt financing or credit facilities. No assurance can
be made that such financing would be available, and if available it may take
either the form of debt or equity. In either case, the financing could have
a negative impact on our financial condition and our Stockholders.
We anticipate incurring operating losses over the next twelve months.
Our lack of operating history makes predictions of future operating results
difficult to ascertain. Our prospects must be considered in light of the
risks, expenses and difficulties frequently encountered by companies in their
early stage of development, particularly companies in new and rapidly
evolving markets such as technology related companies. Such risks include,
but are not limited to, an evolving and unpredictable business model and the
management of growth. To address these risks we must, among other things,
implement and successfully execute our business and marketing strategy,
continue to develop and upgrade technology and products, respond to
competitive developments, and attract, retain and motivate qualified
personnel. There can be no assurance that we will be successful in
addressing such risks, and the failure to do so can have a material adverse
effect on our business prospects, financial condition and results of
operations.
As of September 30, 2002, the Company had assets of $232,691, and
$204,352 liabilities. Resulting in a stockholders equity of $28,339.
Material Risks
We are a development stage company, recently reorganized and have minimal
operating history, which makes an evaluation of us extremely difficult. At
this stage of our business operations, even with our good faith efforts,
potential investors have a high probability of losing their investment.
We have yet to generate revenues from operations and have been focused
on organizational, start-up, market analysis and fund raising activities
since we incorporated. Although we intend to increase our production and
reserves of natural gas, there is nothing at this time on which to base an
assumption that these new business operations will prove to be successful or
that we will ever be able to operate profitably. Our future operating results
will depend on many factors, including our ability to raise adequate working
capital, demand and acceptance of our business plan, the level of our
competition and our ability to attract and maintain key management and
employees.
While Management believes its estimates of projected occurrences and
events are within the timetable of its business plan, there can be no
guarantees or assurances that the results anticipated will occur.
Our auditor's report reflects the fact that without realization of additional
capital, it would be unlikely for us to continue as a going concern. If we
are unable to continue as a going concern, it is likely that we will not be
able to continue in business.
As a result of our deficiency in working capital and other factors, our
auditors have included a paragraph in their report regarding substantial
doubt about our ability to continue as a going concern. Our plans in this
regard are to seek additional funding through future equity private
placements or debt facilities.
Item 3. Internal Controls
Our President and Chief Accounting Officer has evaluated the
effectiveness of our internal controls and has found that based on these
evaluations and the current status of the Company's operations that our
internal controls are adequate at this time. Further, there have been no
significant changes in our internal controls or in other factors that could
significantly affect internal controls subsequent to the date of his
evaluations.
PART II--OTHER INFORMATION
Item 1. Legal Proceedings.
None
Item 2. Changes in Securities.
On August 19, 2002, we executed an Asset Purchase Agreement with Petrol
Energy, Inc., whereby we issued 10,918,300 shares of our restricted common
stock in exchange for certain assets and liabilities of Petrol Energy.
On August 21, 2002, a majority stockholder cancelled 5,826,240 shares
concurrent with the asset purchase with Petrol Energy, Inc. for no
consideration.
Subsequent Events
On November 5, 2002, the Company sold 624,783 restricted common stock at
a price of $0.50 per share to the NIO Fund Investments Management for cash
consideration totaling $312,391.
Item 3. Defaults by the Company upon its Senior Securities.
None
Item 4. Submission of Matter to a Vote of Security Holders.
On August 1, 2002, we received a unanimous consent from our then sole
stockholder for the approval of the asset purchase agreement with Petrol
Energy.
Item 5. Other Information.
Change of Accountants
On August 20, 2002, G. Brad Beckstead CPA was dismissed as the Company's
independent accountant.
The Company has appointed Weaver & Martin, LLC, as the Company's
independent accountants for the fiscal year ending December 31, 2002. This
is a change in accountants recommended by the Company's Executive Management
and approved by the Company's Board of Directors. Weaver & Martin, LLC was
engaged by the Registrant on August 20, 2002.
The change in accountants does not result from any dissatisfaction with
the quality of professional services rendered by G. Brad Beckstead CPA, as
the independent accountant of the Company.
Change of Officer and Director
On August 21, 2002, Anthony N. DeMint, the Company's sole Officer and
Director, appointed Paul Branagan as a director of the Company and
subsequently resigned, leaving Mr. Branagan as the Company's sole director.
Following his appointment, Mr. Branagan elected himself as the sole officer
of the Company. Further, concurrent with his resignation, Mr. DeMint
tendered 5,826,240 shares of the Company's stock to the Company for
cancellation.
Service and Water Disposal Agreement
On November 15, 2002, the Company entered into a Service and Water
Disposal Agreement with B&B Cooperative Venture ("B&B") and Birk Petroleum
("Birk"), whereby B&B will provide pumping services on the Company's existing
wells to monitor operations, and assess and report on the disposition of the
production process. Birk will transport produced water from the Company's
lease tanks to the disposal well where Birk will inject produced water into
the disposal well. The Company will pay B&B $10.00 per day for each well
that it provides pumping service and will pay Birk at the rate of $60.00 per
hour for water hauling and $250.00 per month for the use of the disposal
well. The term of the agreement will be for 1 year commencing on the date of
execution.
Item 6. Exhibits and Reports of Form 8-K.
(a) Exhibits
(2) Asset Purchase Agreement between Petrol Energy, Inc. and Euro Technology
Outfitters, August 19, 2002.
(3)(i)(a) Certificate of Amendment of Articles of Incorporation of Euro
Technology Outfitters, filed on August 20, 2002.
(10) Service and Water Disposal Agreement, November 15, 2002.
(16) Letter of G. Brad Beckstead CPA regarding change in certifying
accountants, September 5, 2002.
(b) Form 8-K
Form 8-K filed September 5, 2002
Form 8-K/A filed September 6, 2002
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.
PETROL OIL AND GAS, INC.
(Registrant)
By:/s/ Paul Branagan
Paul Branagan, President
Date: December 7, 2002
CERTIFICATION PURSUANT TO
18 USC, SECTION 1350, AS ADOPTED PURSUANT TO
SECTIONS 302 AND 906 OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Quarterly Report of Petrol Oil and Gas, Inc. (the
"Company") on Form 10-QSB for the period ending September 30, 2002, as filed
with the Securities and Exchange Commission on the date hereof (the
"Report"), I, Paul Branagan, President and Chief Accounting Officer of the
Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
Sections 302 and 906 of the Sarbanes-Oxley Act of 2002, that:
(1) I have reviewed the report;
(2) To the best of my knowledge, the Report does not contain any untrue
statement of a material fact or omit to state a material fact necessary in
order to make the statements made, in light of the circumstances under which
such statements were made, not misleading;
(3) To the best of my knowledge, the financial statements, and other
financial information included in the Report, fairly present in all material
respects the financial condition and results of operations of the Company as
of, and for, the periods presented in the Report;
(4) I:
(a) am responsible for establishing internal controls;
(b) have designed such internal controls to ensure that material information
relating to the Company and its consolidated subsidiaries is made known to us
by others within the Company, particularly during the period ended September
30, 2002;
(c) have evaluated the effectiveness of the Company's internal controls as
of a date within 90 days prior to the Report; and
(d) have presented in the Report my conclusions about the effectiveness of
my internal controls based on my evaluation of that date;
(5) I have disclosed to the Company's auditors and the board of directors:
(a) all significant deficiencies in the design or operation of internal
controls which could adversely affect the Company's ability to record,
process, summarize, and report financial data and have identified for the
Company's auditors any material weaknesses in internal controls; and
(b) any fraud, whether or not material, that involves management or other
employees who have a significant role in the Company's internal controls;
(6) I have indicated in the Report whether or not there were significant
changes in internal controls or in other factors that could significantly
affect internal controls subsequent to the date of my evaluation, including
any corrective actions with regard to significant deficiencies and material
weaknesses; and
(7) The Report fully complies with the requirements of section 13(a) or
15(d) of the Securities Exchange Act of 1934.
Date: December 7, 2002
/s/ Paul Branagan
Paul Branagan, President/ Chief Accounting Officer