UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549

FORM 10-K

(Mark One)

[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2007

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934

Commission File No. 0-8874

AMBER RESOURCES COMPANY OF COLORADO
(FORMERLY NAMED AMBER RESOURCES COMPANY)
(Exact name of registrant as specified in its charter)

Delaware 84-0750506
(State or other jurisdiction (I.R.S. Employer Identification No.)
of incorporation or organization)

370 17th Street, Suite 4300
Denver, Colorado 80202
(Address of principal executive offices) (Zip Code)

Registrant's telephone number, including area code: (303) 293-9133

Securities registered under Section 12(b) of the Act: None

Securities registered under to Section 12(g) of the Act: Common Stock, $.0625
par value

Indicate by check mark if the registrant is a well-known seasoned issuer, as
defined in Rule 405 of the Securities Act. Yes [ ] No [X]

Indicate by check mark if the registrant is not required to file reports
pursuant to Section 13 or Section 15(d) of the Act. Yes [ ] No [X]

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 preceding 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 [ }

Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained, to
the best of registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-K or any
amendment to this Form 10-K. [X]

Indicate by check mark whether the registrant is a large accelerated filer,
an accelerated filer, non-accelerated filer or a smaller reporting company.
See definition 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 [X] Smaller reporting company [ ]

Indicate by check mark whether the registrant is a shell company (as defined
in Rule 12b-2 of the Act). Yes [ ] No [X]

The aggregate market value as of the Company's voting stock held by non-
affiliates of the Company as of June 30, 2007 could not be determined because
there is no established public trading market.

As of March 1, 2008, 4,666,185 shares of registrant's Common Stock $.0625 par
value were issued and outstanding.

TABLE OF CONTENTS

PART I

PAGE

Item 1. DESCRIPTION OF BUSINESS .................................. 4
Item 1A. RISK FACTORS ............................................. 9
Item 1B. UNRESOLVED STAFF COMMENTS ................................ 14
Item 2. DESCRIPTION OF PROPERTIES ................................ 14
Item 3. LEGAL PROCEEDINGS ........................................ 18
Item 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS ...... 19

PART II

Item 5. MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED
STOCKHOLDER MATTERS .................................... 20
Item 6. SELECTED FINANCIAL DATA .................................. 20
Item 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS .................... 21
Item 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET
RISK ................................................... 26
Item 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA .............. 27
Item 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
ACCOUNTING AND FINANCIAL DISCLOSURE ................... 27
Item 9A. CONTROLS AND PROCEDURES .................................. 27
Item 9B. OTHER INFORMATION ........................................ 28

PART III

Item 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT ....... 29
Item 11. EXECUTIVE COMPENSATION ................................... 30
Item 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
MANAGEMENT ............................................. 30
Item 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS ........... 31
Item 14. PRINCIPAL ACCOUNTING FEES AND SERVICES ................... 32

PART IV

Item 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES ................... 33

The terms "Amber," "Company," "we," "our," and "us" refer to Amber
Resources Company of Colorado.

CAUTIONARY STATEMENT FOR PURPOSES OF THE PRIVATE SECURITIES LITIGATION REFORM
ACT OF 1995 AND OTHER FEDERAL SECURITIES LAWS

GENERAL. We are including the following discussion to inform our existing and
potential security holders generally of some of the risks and uncertainties
that can affect us and to take advantage of the "safe harbor" protection for
forward-looking statements afforded under federal securities laws. From time
to time, our management or persons acting on our behalf make forward-looking
statements to inform existing and potential security holders about us. These
statements may include projections and estimates concerning the timing and
success of specific projects and our future (1) income, (2) oil and gas
production, and (3) capital spending. Forward-looking statements are
generally accompanied by words such as "estimate," "project," "predict,"
"believe," "expect," "anticipate," "plan," "goal" or other words that convey
the uncertainty of future events or outcomes. Sometimes we will specifically
describe a statement as being a forward-looking statement. In addition,
except for the historical information contained in this report, the matters
discussed in this report are forward-looking statements. These statements by
their nature are subject to certain risks, uncertainties and assumptions and
will be influenced by various factors. Should any of the assumptions
underlying a forward-looking statement prove incorrect, actual results could
vary materially.

We believe the factors discussed below are important factors that could cause
actual results to differ materially from those expressed in a forward-looking
statement made herein or elsewhere by us or on our behalf. The factors listed
below are not necessarily all of the important factors. Unpredictable or
unknown factors not discussed herein could also have material adverse effects
on actual results of matters that are the subject of forward-looking
statements. We do not intend to update our description of important factors
each time a potential important factor arises. We advise our shareholders
that they should (1) be aware that important factors not described below
could affect the accuracy of our forward-looking statements and (2) use
caution and common sense when analyzing our forward-looking statements in
this document or elsewhere, and all of such forward-looking statements are
qualified by this cautionary statement.

* Historically, natural gas and crude oil prices have been volatile.
These prices rise and fall based on changes in market demand and
changes in the political, regulatory and economic climate and other
factors that affect commodities markets generally and are outside of
our control.

* Changes in the legal, political and/or regulatory environment could
have a material adverse effect on our future results of operations
and financial condition. Our ability to economically produce and
sell any future oil and gas production may be affected and could
possibly be restrained by a number of legal, political and regulatory
factors, particularly with respect to our principal assets, which are
comprised of offshore California properties which are the subject of
significant political controversy due to environmental concerns.

PART I

ITEM 1. DESCRIPTION OF BUSINESS

Business Development

Amber Resources Company of Colorado a subsidiary of Delta Petroleum
Corporation, formerly named "Amber Resources Company" ("Amber," "we" or
"us"), is engaged in the exploration, development and production of oil and
gas properties. Our business is conducted in the U.S. coastal waters
offshore California. As of December 31, 2007, our remaining principal assets
include interests in three undeveloped Federal units located in the Santa
Barbara Channel and the Santa Maria Basin offshore California. There continue
to be uncertainties as to the timing of the development of these offshore
properties. (See "Description of Properties," Item 2 herein.) On July 1,
2001 we sold all of our remaining proved producing properties to Delta
Petroleum Corporation ("Delta").

On February 10, 2006, our Board of Directors made the decision to change our
fiscal year end from June 30 to December 31, effective December 31, 2005.
This Form 10-K includes information for the years ended December 31, 2007 and
2006, six-month transitional period ended December 31, 2005 and for the
twelve-month period ended June 30, 2005.

In June 2004, we applied for and received a reinstatement of our charter with
the State of Delaware which had been voided. In connection with our
reinstatement, we were required to change our name to "Amber Resources
Company of Colorado." This was due to the fact that our prior name was taken
by another company during the period our charter was void.

We were established as a Delaware corporation on January 17, 1978. Our
offices are located at Suite 4300, 370 17th Street, Denver, Colorado 80202.
As of December 31, 2007, Delta owned 4,277,977 shares (91.68%) of our
outstanding common stock. We are managed by Delta under a management
agreement effective October 1, 1998 which provides for the sharing of the
management between the two companies and allocation of related expenses.

At December 31, 2007, we had an authorized capital of 5,000,000 shares of
$0.10 par value preferred stock of which no shares were issued and 25,000,000
shares of $0.0625 common stock of which 4,666,185 shares were issued and
outstanding.

Business of Issuer

During the year ended December 31, 2007, we were engaged in only one
industry, namely the acquisition, exploration and development of offshore oil
and gas properties and related business activities. Our oil and gas
operations now are comprised solely of the development of our offshore
interests in undeveloped offshore Federal leases and units near Santa
Barbara, California. We have no production and no proved reserves.

Principal Products or Services and Their Markets

Although we do not currently have any production, we anticipate that the
principal products to be produced by us will be crude oil and natural gas.

It is anticipated that these products will be generally sold at the wellhead
to purchasers in the immediate area where the product would be produced. The
principal markets for oil and gas are refineries and transmission companies
which have facilities near our producing properties.

Distribution Methods of the Products or Services

We do not currently have any oil or gas production. Generally, when a
company does have production, oil is picked up and transported by the
purchaser from the wellhead. In some instances a fee is charged for the cost
of transporting the oil, which fee is deducted from or accounted for in the
price paid for the oil. Natural gas wells are connected to pipelines
generally owned by the natural gas purchasers. A variety of pipeline
transportation charges is usually included in the calculation of the price
paid for the natural gas.

Status of Any Publicly Announced New Product or Service

We have not made a public announcement of, and no information has otherwise
become public about, a new product or industry segment requiring the
investment of a material amount of our total assets.

Competitive Business Conditions

Oil and gas exploration and development of undeveloped properties is a highly
competitive and speculative business. We compete with a number of other
companies, including major oil companies and other independent operators,
which are more experienced and which have greater financial resources. We do
not hold a significant competitive position in the oil and gas industry.

Sources and Availability of Raw Materials and Names of Principal Suppliers

Oil and gas may be considered raw materials essential to our business. The
acquisition, exploration, development, production, and sale of oil and gas
are subject to many factors which are outside of our control. These factors
include national and international economic conditions, availability of
drilling rigs, casing, pipe, and other equipment and supplies, proximity to
pipelines, the supply and price of other fuels, and the regulation of prices,
production, transportation, and marketing by the Department of Energy and
other federal and state governmental authorities.

Dependence on One or a Few Major Customers

The loss of any customer would not have a material adverse effect on our
business because of the availability of alternative customers and the
marketability of the oil and gas in the regions where our undeveloped
properties are located. We currently do not have any oil or gas production
and consequently we do not currently have any customers.

Patents, Trademarks, Licenses, Franchises, Concessions, Royalty Agreements
and Labor Contracts

We do not own any patents, trademarks, licenses, franchises, concessions, or
royalty agreements except oil and gas interests acquired from industry
participants, private landowners and state and federal governments. We are
not a party to any labor contracts.

Need for Any Governmental Approval of Principal Products or Services

Except that we must obtain certain permits and other approvals from various
governmental agencies prior to drilling wells and producing oil and/or
natural gas, we do not need to obtain governmental approval of our principal
products or services. Governmental approval, however, has been a major
impediment to the development of our undeveloped properties.

Government Regulation of the Oil and Gas Industry

General

Our business is affected by numerous federal, state and local laws and
regulations, including those relating to protection of the environment,
public health, and worker safety. The technical requirements of these laws
and regulations are becoming increasingly expensive, complex, and stringent.
Non-compliance with these laws and regulations may result in imposition of
substantial liabilities including civil and criminal penalties. In addition,
certain laws impose strict liability for environmental remediation and other
costs. Changes in any of these laws and regulations could have a material
adverse effect on our business. In light of the many uncertainties with
respect to future laws and regulations, we cannot predict the overall effect
of such laws and regulations on our future operations. Nevertheless, the
trend in environmental regulation is to place more restrictions and controls
on activities that may affect the environment, and future expenditures for
environmental compliance or remediation may be substantially more than we
expect.

We believe that our operations comply in all material respects with all
applicable laws and regulations and that the existence and enforcement of
such laws and regulations have no more restrictive effect on our method of
operations than on other similar companies in the energy industry. Accidental
leaks and spills requiring cleanup may occur in the ordinary course of
business, and the costs of preventing and responding to such releases are
embedded in the normal costs of doing business. In addition to the costs of
environmental protection associated with our ongoing operations, we may incur
unforeseen investigation and remediation expenses at facilities we formerly
owned and operated or at third-party owned waste disposal sites that we have
used. Such expenses are difficult to predict and may arise at sites operated
in compliance with past industry standards and procedures. The following
discussion contains summaries of certain laws and regulations and is
qualified in its entirety by the foregoing.

Environmental Regulation

Our operations are subject to numerous federal, state, and local
environmental laws and regulations concerning our oil and gas operations,

products and other activities. In particular, these laws and regulations
govern, among other things, the issuance of permits associated with
exploration, drilling and production activities, the types of activities that
may be conducted in environmentally protected areas such as wetlands and
wildlife habitats, the release of emissions into the atmosphere, the
discharge and disposal of regulated substances and waste materials, offshore
oil and gas operations, the reclamation and abandonment of well and facility
sites, and the remediation of contaminated sites.

Governmental approvals and permits are currently, and may in the future be,
required in connection with our operations. The success of obtaining, and the
duration of, such approvals are contingent upon a significant number of
variables, many of which are not within our control. To the extent such
approvals are required and not granted, operations may be delayed or
curtailed, or we may be prohibited from proceeding with planned exploration
or operation of facilities.

Environmental laws and regulations are expected to have an increasing impact
on our operations, although it is impossible to predict accurately the effect
of future developments in such laws and regulations on our future earnings
and operations. Some risk of environmental costs and liabilities is inherent
in our operations and products, as it is with other companies engaged in
similar businesses, and there can be no assurance that material costs and
liabilities will not be incurred. However, we do not currently expect any
material adverse effect upon our results of operations or financial position
as a result of compliance with such laws and regulations.

Although future environmental obligations are not expected to have a material
adverse effect on our results of operations or financial condition, there can
be no assurance that future developments, such as increasingly stringent
environmental laws or enforcement thereof, will not cause us to incur
substantial environmental liabilities or costs.

Hazardous Substances and Waste Disposal

We do not currently own or lease any interests in any producing properties.
It is possible, however, that we might acquire interests in producing
properties or that some of our non-producing properties may become productive
in the future. The federal Comprehensive Environmental Response,
Compensation and Liability Act ("CERCLA") and comparable state statutes
impose strict joint and several liability on current and former owners and
operators of sites and on persons who disposed of or arranged for the
disposal of "hazardous substances" found at sites where hydrocarbons or other
waste is found to have been disposed of or released on or under their
properties. The federal Resource Conservation and Recovery Act ("RCRA") and
comparable state statutes govern the management and disposal of wastes.
Although CERCLA currently excludes petroleum from cleanup liability, many
state laws affecting our operations impose clean up liability regarding
petroleum and petroleum related products.

In addition, although RCRA currently classifies certain exploration and
production wastes as "non hazardous," such wastes could be reclassified as
hazardous wastes, thereby making such wastes subject to more stringent
handling and disposal requirements. If such a change were to occur, it could

have a significant impact on our operating costs, as well as the gas and oil
industry in general.

Oil Spills

The Federal Clean Water Act ("CWA") and the Federal Oil Pollution Act of
1990, as amended ("OPA") impose significant penalties and other liabilities
with respect to oil spills that damage or threaten navigable waters of the
United States. Under the OPA, (i) owners and operators of onshore facilities
and pipelines, (ii) lessees or permittees of an area in which an offshore
facility is located and (iii) owners and operators of tank vessels
("Responsible Parties") are strictly liable on a joint and several basis for
removal costs and damages that result from a discharge of oil into the
navigable waters of the United States. These damages include, for example,
natural resource damages, real and personal property damages and economic
losses. OPA limits the strict liability of Responsible Parties for removal
costs and damages that result from a discharge of oil to $350 million in the
case of onshore facilities, $75 million plus removal costs in the case of
offshore facilities, and in the case of tank vessels, an amount based on
gross tonnage of the vessel. However, these limits do not apply if the
discharge was caused by gross negligence or willful misconduct, or by the
violation of an applicable Federal safety, construction or operating
regulation by the Responsible Party, its agent or subcontractor or in certain
other circumstances. To date, we have not had any material spills.

In addition, with respect to certain offshore facilities, OPA requires
evidence of financial responsibility in an amount of up to $150 million.
Tank vessels must provide such evidence in an amount based on the gross
tonnage of the vessel. Failure to comply with these requirements or failure
to cooperate during a spill event may subject a Responsible Party to civil or
criminal enforcement actions and penalties.

The operators of our undeveloped offshore California properties will be
primarily liable for oil spills and are required by the Minerals Management
Service of the United States Department of the Interior ("MMS") to carry
certain types of insurance and to post bonds in that regard. We are
generally liable for oil spills as a non-operating working interest owner.

Offshore Production

Offshore oil and gas operations in U.S. waters are subject to regulations of
the United States Department of the Interior, Mineral Management Service
which currently imposes strict liability upon the lessee under a federal
lease for the cost of clean up of pollution resulting from the lessee's
operations. As a result, such lessee could be subject to possible liability
for pollution damages. In the event of a serious incident of pollution, the
Department of the Interior may require a lessee under federal leases to
suspend or cease operations in the affected areas. Our leases are
undeveloped and currently pose no liability for pollution damages.

Research and Development

We do not engage in any research and development activities. Since our
inception, we have not had any customer or government-sponsored material
research activities relating to the development of any new products, services
or techniques, or the improvement of existing products.

Environmental Protection

Because we are engaged in the business of acquiring, operating, exploring for
and developing natural resources, we are subject to various state and local
provisions regarding environmental and ecological matters. Therefore,
compliance with environmental laws may necessitate significant capital
outlays, may materially affect our earnings potential, and could cause
material changes in our proposed business. At the present time, however,
these laws do not materially hinder nor adversely affect our business.
Capital expenditures relating to environmental control facilities have not
been material to our operation since our inception. In addition, we do not
anticipate that such expenditures will be material during the year ending
December 31, 2008.

Employees

We have no employees.

ITEM 1A. RISK FACTORS

An investment in our securities involves a high degree of risk. You should
carefully read and consider the risks described below before deciding to
invest in our securities. The occurrence of any of the following risks could
materially harm our business, financial condition, results of operations or
cash flows. In any such case, the trading price of our common stock and other
securities could decline, and you could lose all or part of your investment.
When determining whether to invest in our securities, you should also refer
to the other information contained or incorporated by reference in this
Annual Report on Form 10-K, including our consolidated financial statements
and the related notes.

Risks Related To Our Business and Industry

We currently have no revenues.

On July 1, 2001 we sold all of our proved producing properties to Delta.
Since that time our assets have consisted almost entirely of non-revenue
producing interests in three undeveloped Federal units located in the Santa
Barbara Channel and the Santa Maria Basin offshore California. At the
present time we have no revenues and there continue to be uncertainties as to
the timing of the development of our offshore properties. There can be no
assurance that we will ever be successful in establishing any revenues.

We are controlled by Delta.

As of December 31, 2007, Delta owned 91.68% of our outstanding common stock.
Accordingly, Delta controls the election of our officers and directors and
the management of our business. Delta's ownership of such a large percentage

of our shares may discourage transactions involving actual or potential
changes of control, including transactions that otherwise could involve
payment of a premium over prevailing market prices to stockholders for their
common stock.

We are currently dependent upon Delta for management and funding.

We are managed by Delta under a management agreement that provides for the
sharing of the management between the two companies and allocation of related
expenses, but since we have no revenues we are currently dependent upon Delta
to pay any expenses that we incur. In the event that Delta does not continue
to provide funding for any reason, we would be forced to seek other sources
of funds to sustain our operations.

The exploration, development and operation of oil and gas properties involve
substantial risks that may result in a total loss of investment.

The business of exploring for and, to a lesser extent, developing and
operating oil and gas properties involves a high degree of business and
financial risk, and thus a substantial risk of investment loss that even a
combination of experience, knowledge and careful evaluation may not be able
to overcome. Oil and gas drilling and production activities may be shortened,
delayed or canceled as a result of a variety of factors, many of which are
beyond our control. These factors include:

* unexpected drilling conditions;
* pressure or irregularities in formations;
* equipment failures or accidents;
* adverse changes in prices;
* weather conditions;
* shortages in experienced labor; and
* shortages or delays in the delivery of equipment.

We may drill wells that are unproductive or, although productive, do not
produce oil and/or natural gas in economic quantities. Acquisition and
completion decisions generally are based on subjective judgments and
assumptions that are speculative. It is impossible to predict with certainty
the production potential of a particular property or well. Furthermore, a
successful completion of a well does not ensure a profitable return on the
investment. A variety of geological, operational, or market-related factors,
including, but not limited to, unusual or unexpected geological formations,
pressures, equipment failures or accidents, fires, explosions, blowouts,
cratering, pollution and other environmental risks, shortages or delays in
the availability of drilling rigs and the delivery of equipment, loss of
circulation of drilling fluids or other conditions may substantially delay or
prevent completion of any well or otherwise prevent a property or well from
being profitable. A productive well may become uneconomic in the event water
or other deleterious substances are encountered which impair or prevent the
production of oil and/or natural gas from the well. In addition, production
from any well may be unmarketable if it is contaminated with water or other
deleterious substances.

Our industry experiences numerous operating hazards that could result in
substantial losses.

The exploration, development and operation of oil and gas properties also
involve a variety of operating risks including the risk of fire, explosions,
blowouts, cratering, pipe failure, abnormally pressured formations, natural
disasters, acts of terrorism or vandalism, and environmental hazards,
including oil spills, gas leaks, pipeline ruptures or discharges of toxic
gases. These industry-operating risks can result in injury or loss of life,
severe damage to or destruction of property, natural resources and equipment,
pollution or other environmental damage, clean-up responsibilities,
regulatory investigation and penalties, and suspension of operations which
could result in substantial losses.

We depend on Delta to provide management services.

None of our management personnel is employed by our Company, but are instead
employees of Delta. The loss of any one of our management personnel could
severely harm our business. If we cannot retain our current management or
attract additional experienced personnel, our ability to conduct our business
could be adversely affected.

We may not be permitted to develop some of our offshore California properties
or, if we are permitted, the substantial cost to develop these properties
could result in a reduction of our interest in these properties or cause us
to incur penalties.

Certain of our offshore California undeveloped properties, in which we have
ownership interests ranging from 0.87% to 6.97%, are attributable to our
interests in three unproved undeveloped oil and gas properties located
offshore of California near Santa Barbara. These properties had a cost basis
of approximately $5.0 million at December 31, 2007. The development of these
properties is subject to extensive regulation and is currently the subject of
litigation. Further actions to develop these properties have been delayed
pending the outcome of a lawsuit that was filed in the United States Court of
Federal Claims in Washington, D.C. by Amber Resources Company of Colorado and
ten other property owners alleging that the U.S. government materially
breached the terms of forty undeveloped federal leases, some of which are
part of our offshore California properties. None of these leases is currently
impaired, but in the event that they are found not to be valid for some
reason, in the future it would appear that they would become impaired. For
example, if there is a future adverse ruling by the California Coastal
Commission under the Coastal Zone Management Act and we decide not to appeal
such ruling to the Secretary of Commerce, or the Secretary of Commerce either
refuses to hear our appeal of any such ruling or ultimately makes an adverse
determination, it is likely that some or all of these leases would become
impaired and written off at that time. It is also possible that other events
could occur that would cause the leases to become impaired, and we will
continuously evaluate those factors as they occur.

In addition, the cost to develop these properties will be substantial. The
cost to develop all of the offshore California properties in which we own an
interest, including delineation wells, environmental mitigation, development
wells, fixed platforms, fixed platform facilities, pipelines and power

cables, onshore facilities and platform removal over the life of the
properties (assumed to be 38 years), is estimated to be in excess of $3.0
billion. There will be additional costs of a currently undetermined amount to
develop the Rocky Point Unit. Each working interest owner will be required to
pay its proportionate share of these costs based upon the amount of the
interest that it owns. If we are unable to fund our share of these costs or
otherwise cover them through farm-outs or other arrangements, then we could
either forfeit our interest in certain wells or properties or suffer other
penalties in the form of delayed or reduced revenues under our various unit
operating agreements, which could impact the ultimate realization of this
investment. The estimates discussed above may differ significantly from
actual results.

Our industry is highly competitive, making our results uncertain.

We operate in the highly competitive areas of oil and gas exploration,
development and production. We compete for the purchase of leases from the
U.S. government and from other oil and gas companies. These leases include
exploration prospects as well as properties with proved reserves. We face
competition in every aspect of our business, including, but not limited to:

* acquiring reserves and leases;
* obtaining goods, services and employees needed to operate and
manage our business;
* access to the capital necessary to drill wells and acquire
properties; and
* marketing oil and natural gas.

Competitors include multinational oil companies, independent production
companies and individual producers and operators. Many of our competitors
have greater financial, technological and other resources than we do.

New technologies may cause our current exploration and drilling methods to
become obsolete, resulting in an adverse effect on our production.

The oil and natural gas industry is subject to rapid and significant
advancements in technology, including the introduction of new products and
services using new technologies. As competitors use or develop new
technologies, we may be placed at a competitive disadvantage, and competitive
pressures may force us to implement new technologies at a substantial cost.
In addition, competitors may have greater financial, technical and personnel
resources that allow them to enjoy technological advantages and may in the
future allow them to implement new technologies before we can. We cannot be
certain that we will be able to implement technologies on a timely basis or
at a cost that is acceptable to us. One or more of the technologies that we
currently use or that we may implement in the future may become obsolete, and
we may be adversely affected.

Terrorist attacks aimed at our facilities could adversely affect our
business.

The United States has been the target of terrorist attacks of unprecedented
scale. The U.S. government has issued warnings that U.S. energy assets may be

the future targets of terrorist organizations. These developments have
subjected our operations to increased risks. Any future terrorist attack at
our facilities, or those of our purchasers, could have a material adverse
effect on our business.

We may incur substantial costs to comply with the various federal, state and
local laws and regulations that affect our oil and gas operations.

The oil and gas business is subject to stringent federal, state and local
laws and regulations relating to the release or disposal of materials into
the environment or otherwise relating to health and safety, environmental
protection or the oil and gas industry generally. Legislation affecting the
industry is under constant review for amendment or expansion, frequently
increasing our regulatory burden. Compliance with such laws and regulations
often increases our cost of doing business and, in turn, decreases our
profitability. Failure to comply with these laws and regulations may result
in the assessment of administrative, civil and criminal penalties, the
incurrence of investigatory or remedial obligations, or issuance of cease and
desist orders.

The environmental laws and regulations to which we are subject may:

* require applying for and receiving a permit before drilling
commences;
* restrict the types, quantities and concentration of substances that
can be released into the environment in connection with drilling and
production activities;
* limit or prohibit drilling activities on certain lands lying within
wilderness, wetlands and other protected areas; and
* impose substantial liabilities for pollution resulting from our
operations.

Changes in environmental laws and regulations occur frequently, and any
changes that result in more stringent or costly waste handling, storage,
transport, disposal or cleanup requirements could require us to make
significant expenditures to maintain compliance, and may otherwise have a
material adverse effect on our earnings, results of operations, competitive
position or financial condition. Under applicable environmental laws and
regulations, including CERCLA, RCRA and analogous state laws, we could be
held strictly liable for the removal or remediation of previously released
materials or property contamination of properties that we own regardless of
whether we were responsible for the release or if our operations were
standard in the industry at the time they were performed.

Risks Related To Our Stock

There is currently no market for our common stock.

There have been no quotations for our stock for several years, and we do not
know if any market for our stock will ever develop. As a result, an
investment in our common stock would be considered illiquid. Persons who
need to have liquidity in their investments should not purchase our common
stock.

We may issue shares of preferred stock with greater rights than our common
stock.

Although we have no current plans, arrangements, understandings or agreements
to issue any preferred stock, our certificate of incorporation authorizes our
board of directors to issue one or more series of preferred stock and set the
terms of the preferred stock without seeking any further approval from our
stockholders. Any preferred stock that is issued may rank ahead of our common
stock, in terms of dividends, liquidation rights and voting rights.

There may be future dilution of our common stock.

If we sell additional equity or convertible debt securities, such sales could
result in increased dilution to our stockholders.

We do not expect to pay dividends on our common stock.

We do not expect to pay any dividends, in cash or otherwise, with respect to
our common stock in the foreseeable future.

The common stock is an unsecured equity interest in our Company.

As an equity interest, the common stock will not be secured by any of our
assets. Therefore, in the event we are liquidated, the holders of the common
stock will receive a distribution only after all of our secured and unsecured
creditors have been paid in full. There can be no assurance that we will have
sufficient assets after paying our secured and unsecured creditors to make
any distribution to the holders of the common stock.

Our stockholders do not have cumulative voting rights.

Holders of our common stock are not entitled to accumulate their votes for
the election of directors or otherwise. Accordingly, a plurality of holders
of our outstanding common stock will be able to elect all of our directors.
As of December 31, 2007, Delta owned 91.68% of our outstanding common stock.

ITEM 1B. UNRESOLVED STAFF COMMENTS

None.

ITEM 2. DESCRIPTION OF PROPERTIES

Office Facilities

We share offices with Delta under a management agreement with Delta. Under
this agreement, we pay Delta a quarterly management fee of $25,000 for our
share of rent, secretarial and administrative, accounting and management
services of Delta's officers and employees.

Oil and Gas Properties

We own interests in undeveloped offshore Federal leases and units located
near Santa Barbara, California. We sold all of our onshore producing

properties to Delta on July 1, 2001. As such, no oil and gas revenues were
recorded during the years ended December 31, 2007 and 2006, the six months
ended December 31, 2005 or fiscal year ended June 30, 2005. No reserves
estimates were prepared for these periods as all remaining leases are
undeveloped.

Offshore Federal Waters: Santa Barbara, California Area

Unproved Undeveloped Properties

We have ownership interests ranging from 0.87% to 6.97% in three unproved
undeveloped oil and gas properties located offshore California in which we
have a recorded aggregate carrying value of $5.0 million at December 31, 2007
and 2006. These non-operated property interests are located in close
proximity to existing producing federal offshore units near Santa Barbara,
California and represent the right to explore for, develop and produce oil
and gas from offshore federal lease units. Preliminary exploration efforts
on these properties have occurred and the existence of substantial quantities
of hydrocarbons has been indicated. Based on indications of levels of
hydrocarbons present from drilling operations conducted in the past, we
believe that the fair values of our property interests are in excess of their
carrying values at December 31, 2007, and that no impairment in the carrying
values has occurred. The recovery of our investment in these properties will
require extensive exploration and development activities (and costs) which
cannot proceed without certain regulatory approvals that have been delayed
and is subject to other substantial risks and uncertainties.
Amber is among twelve plaintiffs in a lawsuit that was filed in the United
States Court of Federal Claims (the "Court") in Washington, D.C. alleging
that the U.S. government materially breached the terms of forty undeveloped
federal leases, some of which are part of our offshore California properties.
In November 2005 and October 2006, the Court granted summary judgment as to
liability and partial summary judgment as to damages with respect to thirty
six of the forty total federal leases that are the subject of the litigation.

On January 12, 2007, the Court entered an order of final judgment awarding
the lessees restitution of the original lease bonuses paid for thirty five of
the forty lawsuit leases. Under this order we are entitled to receive a
gross amount of approximately $1.5 million as reimbursement for the portion
of the litigation related to lease bonuses paid. The government has appealed
the order and contends that, among other things, the Court erred in finding
that it breached the leases, and in allowing the current lessees to stand in
the shoes of their predecessors for the purposes of determining the amount of
damages that they are entitled to receive. The current lessees are also
appealing the order of final judgment to, among other things, challenge the
Court's rulings that they cannot recover their and their predecessors' sunk
costs as part of their restitution claim. No payments will be made until all
appeals have either been waived or exhausted. In the event that we
ultimately receive any proceeds as the result of this litigation, we will be
obligated to pay a portion to landowners and other owners of royalties and
similar interests, to pay the litigation expenses and to fulfill certain pre-
existing contractual commitments to third parties. (See Item 3, "Legal
Proceedings.") We cannot be certain of the outcome of any aspect of the
litigation until all appeals have been waived or exhausted. However, should

the final outcome of any or all aspects of the litigation be adverse to the
Company, the Company could be required to impair its properties in future
periods.

Gato Canyon Unit. We hold a 6.97% working interest, with capitalized costs of
approximately $3.2 million, in the Gato Canyon Unit. This 10,100 acre unit
is operated by Samedan Oil Corporation. Seven test wells have been drilled
on the Gato Canyon structure. Five of these were drilled within the
boundaries of the Unit and two were drilled outside the Unit boundaries in
the adjacent State Tidelands. The test wells were drilled as follows: within
the boundaries of the Unit, three wells were drilled by Exxon, two in 1968
and one in 1969; one well was drilled by Arco in 1985; and one well was
drilled by Samedan in 1989. Outside the boundaries of the Unit, in the State
Tidelands but still on the Gato Canyon Structure, one well was drilled by
Mobil in 1966 and one well was drilled by Union Oil in 1967. In April 1989,
Samedan tested the P-0460 #2 which yielded a combined test flow rate of 5,160
Bbls of oil per day from six intervals in the Monterey Formation between
5,880 and 6,700 feet of drilled depth. The Monterey Formation is a highly
fractured shale formation. The Monterey (which ranges from 500' to 2,900' in
thickness) is the main productive and target zone in many offshore California
oil fields (including our federal leases and/or units).

The Gato Canyon field is located in the Santa Barbara Channel approximately
three to five miles offshore. Water depths range from 280 feet to 600 feet
in the area of the field. Oil and gas produced from the field are
anticipated to be processed onshore at the existing Las Flores Canyon
facility. Las Flores Canyon has been designated a "consolidated site" by
Santa Barbara County and is available for use by offshore operators. Any
processed oil is expected to be transported out of Santa Barbara County in
the All American Pipeline. Offshore pipeline distance to access the Las
Flores site is approximately six miles. Our share of the estimated capital
costs to develop the Gato Canyon field is approximately $20 million.

As a result of the Norton case, the Gato Canyon Unit leases are under
directed suspensions of operations with no specified end date. An updated
Exploration Plan is expected to include plans to drill an additional
delineation well when activities are resumed. This well will be used to
determine the final location of the development platform. Following the
platform decision, a Development Plan will be prepared for submittal to the
MMS and the other involved agencies. Two to three years will likely be
required to process the Development Plan and receive the necessary approvals.

Lion Rock Unit. We hold a 1% net profits interest, with capitalized costs of
approximately $1.5 million, in the Lion Rock Unit. The Lion Rock Unit is
operated by Aera Energy LLC.

The Lion Rock Unit is located in the Offshore Santa Maria Basin eight to ten
miles from the coastline. Water depths range from 300 feet to 600 feet in
the area of the field. It is anticipated that any oil and gas produced at
Lion Rock would be processed at a new facility in the onshore Santa Maria
Basin or at the existing Lompoc facility and would be transported out of
Santa Barbara County in the All American Pipeline or the Tosco-Unocal
Pipeline. Offshore pipeline distance will be eight to ten miles depending on
the point of landfall.

The Lion Rock Unit is held under a directed suspension of operations with no
specified end date. It is anticipated that, upon the resumption of
activities, there will be an interpretation of the 3D seismic survey and the
preparation of an updated Plan of Development leading to production.
Additional delineation wells may or may not be drilled, depending on the
outcome of the interpretation of the 3D survey.

Sword Unit. We hold a .87% working interest, with capitalized costs of
approximately $280,000, in the Sword Unit. This 12,240 acre unit is operated
by Samedan Oil Corporation. In aggregate, three wells have been drilled on
this unit of which two wells were completed and tested in the Monterey
formation with calculated flow rates of from 4,000 to 5,000 Bbls per day with
an estimated average gravity of 10.6E API. The two completed test wells were
drilled by Conoco, one in 1982 and the second in 1985.

The Sword field is located in the western Santa Barbara Channel ten miles
west of Point Conception and five miles south of Point Arguello field's
Platform Hermosa. Water depths range from 1000 feet to 1800 feet in the area
of the field. It is anticipated that the oil and gas produced from the Sword
Field will likely be processed at the existing Gaviota consolidated facility
and the oil would then be transported out of Santa Barbara County in the All
American Pipeline. Access to the Gaviota plant is through Platform Hermosa
and the existing Point Arguello Pipeline system. A pipeline proposed to be
laid from a platform located in the northern area of the Sword field to
Platform Hermosa would be approximately five miles in length. Our share of
the estimated capital costs to develop the Sword field is approximately $7
million.

The Sword Unit leases are held under directed suspensions of operations with
no specified end date. An updated Exploration Plan is expected to include
plans to drill an additional delineation well when activities are resumed.

Production

Since we sold our producing properties, we no longer have any sales contracts
in place. During the years ended December 31, 2007 and 2006, the six months
ended December 31, 2005 and the fiscal year ended June 30, 2005 we have not
had, nor do we now have, any long-term supply or similar agreements with
governments or authorities pursuant to which we acted as producer.

The profitability of any oil and gas production activities we may have will
be affected by fluctuations in the sale prices of any oil and gas production.
(See "Management's Discussion and Analysis of Financial Condition and Plan of
Operations").

Impairment of Long Lived Assets

Unproved Undeveloped Offshore California Properties

We acquired many of our offshore properties in a series of transactions from
1992 to the present. These properties are carried at our cost bases and have
been subject to an impairment review on an annual basis.

These properties will be expensive to develop and produce and have been
subject to significant regulatory restrictions and delays. Substantial
quantities of hydrocarbons are believed to exist based on estimates reported
to us by the operator of the properties and the U.S. government's Minerals
Management Service. The classification of these properties depends on many
assumptions relating to commodity prices, development costs and timetables.
We annually consider impairment of properties assuming that properties will
be developed. Based on the range of possible development and production
scenarios using current prices and costs, we have concluded that the cost
bases of our offshore properties are not impaired at this time. There are no
assurances, however, that when and if development occurs, we will recover the
value of our investment in such properties.

Productive Wells and Acreage

As of December 31, 2007 we had no producing oil and gas wells or developed
acreage. Productive wells are producing wells capable of production,
including shut in wells. Developed acreage consists of acres spaced or
assignable to productive wells.

Undeveloped Acreage

At December, 31, 2007, we held undeveloped acreage by state as set forth
below:

Undeveloped Acres (1)
Location Gross Net
-------- ------ ---
California (1) 22,340 811

(1) Consists of Federal leases offshore near Santa Barbara, California.

Drilling Activities

During the year ended December 31, 2007, we did not participate in any
drilling activities.

ITEM 3. LEGAL PROCEEDINGS

We are among twelve plaintiffs in a lawsuit that was filed in the United
States Court of Federal Claims (the "Court") in Washington, D.C. alleging
that the U.S. government materially breached the terms of forty undeveloped
federal leases, some of which are part of our offshore California properties.
In November 2005 and October 2006, the Court granted summary judgment as to
liability and partial summary judgment as to damages with respect to thirty
six of the forty total federal leases that are the subject of the litigation.

that it breached the leases, and in allowing the current lessees to stand in
the shoes of their predecessors for the purposes of determining the amount of
damages that they are entitled to receive. The current lessees are also
appealing the order of final judgment to, among other things, challenge the
Court's rulings that they cannot recover their and their predecessors' sunk
costs as part of their restitution claim. No payments will be made until all
appeals have either been waived or exhausted. In the event that we
ultimately receive any proceeds as the result of this litigation, we will be
obligated to pay a portion to landowners and other owners of royalties and
similar interests, to pay the litigation expenses and to fulfill certain pre-
existing contractual commitments to third parties.

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

No matter was submitted to a vote of security holders during the year ended
December 31, 2007.

PART II

ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER
MATTERS

Market or Markets

We currently have, and have had for the periods covered by this report, only
limited trading in the over-the-counter market and there is no assurance that
this trading market will expand or even continue. Recent regulations and
rules by the SEC and the National Association of Securities Dealers virtually
assure that there will be little or no trading in our stock unless and until
we are quoted on the OTC Bulletin Board or similar quotation service, or
listed on NASDAQ or an exchange. There is no assurance that we will be able
to meet the requirements for such listing in the foreseeable future.
Further, our capital stock may not be able to be traded in certain states
until and unless we are able to qualify, exempt or register our stock.
Quotations during the years ended December 31, 2007 and 2006, the six months
ended December 31, 2005 and fiscal year ended June 30, 2005 have not been
available.

Approximate Number of Holders of Common Stock

The number of holders of record of our securities at March 1, 2008 was
approximately 1,000.

Dividends

We have not paid dividends on our stock and we do not expect to do so in the
foreseeable future.

Securities Authorized for Issuance Under Equity Compensation Plans

None.

Recent Sales of Unregistered Securities

During the year ended December 31, 2007, we did not have any sales of
securities that were not registered under the Securities Act of 1933, as
amended.

Purchases of Equity Securities by the Issuer and Affiliated Purchasers

None.

ITEM 6. SELECTED FINANCIAL DATA

The following selected financial information should be read in conjunction
with our financial statements and the accompanying notes.

Six Months
Ended
Years Ended December 31, December 31, Years Ended June 30,
2007 2006 2005 2005 2005 2004 2003
---------- ---------- ---------- ------------ ---------- ---------- ---------
(Unaudited)

Total Revenues $ - $ - $ - $ - $ - $ - $ -
Income (Loss) from
Operations $ (102,850) $ (107,127) $ (116,221) $ (57,775) $ (110,240) $ (109,308) $ (128,936)
Income/(Loss)
Per Share $ (.02) $ (.02) $ (.02) $ (.01) $ (.02) $ (.02) $ (.03)

Total Assets $5,006,560 $5,006,560 $5,006,560 $5,006,560 $5,006,560 $5,007,139 $5,007,427
Total Liabilities $ 220,255 $ 117,405 $ - $ - $ - $ - $ -
Total Stockholders'
Equity $4,786,305 $4,889,155 $5,006,560 $5,006,560 $5,006,560 $5,007,139 $5,007,427
Total Long-Term
Liabilities $ - $ - $ - $ - $ - $ - $ -

ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
PLAN OF OPERATIONS

Liquidity and Capital Resources

At December 31, 2007 and 2006, we had no working capital. The cash used in
operating activities of $102,850, during the year ended December 31, 2007,
remained consistent with $107,127 for the year ended December 31, 2006. The
lack of cash flow from operations may inhibit the Company from meeting its
obligations in a timely manner unless additional financing or the sale of
properties occurs. The Company had a payable to Delta of $220,255 and
$117,405 at December 31, 2007 and 2006, respectively. If necessary, we expect
that Delta will provide funds to meet our operating needs and obligations for
costs incurred with our offshore undeveloped California properties.

We do not currently have a credit facility with any bank and we have not
determined the amount, if any, that we could borrow against our remaining
properties. Together with Delta, we will seek additional sources of both
short-term and long-term liquidity to fund our working capital needs and our
capital requirements for development of our properties when determined to be
necessary, including establishing a credit facility and/or sale of equity or
debt securities, although there can be no assurance that we will be
successful in our efforts. Many of the factors which may affect our future
operating performance and liquidity are beyond our control, including oil and
natural gas prices and the availability of financing.

After evaluation of the considerations described above, we believe that
funding from Delta and other sources of funds will be adequate to fund our
operating expenses and satisfy any other current liabilities over the next
year.

Results of Operations

The following discussion and analysis relate to items that have affected our
results of operations for the years ended December 31, 2007, 2006 and 2005,
and the six months ended December 31, 2005 and 2004. During 2006, we changed
our fiscal year end from June 30 to December 31, effective December 31, 2005.
Accordingly, we have presented below for comparative purposes only unaudited
historical statements of operations for the year ended December 31, 2005 and
six months ended December 31, 2004. The following table sets forth (in
thousands), for the periods presented, selected historical statements of
operations data. The information contained in the table below should be read
in conjunction with our consolidated financial statements and accompanying
notes included in this Annual Report on Form 10-K.

Years Ended Six Months Ended
December 31, December 31,
2007 2006 2005 2005 2004
--------- --------- --------- -------- --------
(Unaudited) (Unaudited)

Oil and gas sales $ - $ - $ - $ - $ -

Operating Expenses:
Exploration expense 376 - 6,041 4,302 (1,504)
General and administrative, including
$100,000 for the years ended
December 31, 2007, 2006 and 2005, and
$50,000 for the six months ended
December 31, 2005 and 2004, payable
to parent 102,474 107,127 110,180 53,473 53,299
--------- --------- --------- -------- --------
Total operating expenses 102,850 107,127 116,221 57,775 51,795
--------- --------- --------- -------- --------
Operating loss (102,850) (107,127) (116,221) (57,775) (51,795)
--------- --------- --------- -------- --------
Net loss $(102,850) $(107,127) $(116,221) $(57,775) $(51,795)
========= ========= ========= ======== ========

Year Ended December 31, 2007 Compared to Year Ended December 31, 2006
(Unaudited)

Net Income. Our net losses for the years ended December 31, 2007 and 2006
were $102,850 and $107,127 respectively. As all of our producing properties
were sold on July 1, 2001 there were no revenues, production volumes, lease
operating expenses or depletion in the years ended December 31, 2007 and
December 31, 2006.

Exploration Expenses. Exploration expenses consist of geological and
geophysical costs and lease rentals relating to our offshore properties. We
incurred exploration costs of $376 and $0 for the years ended December 31,
2007 and 2006, respectively.

General and Administrative Expenses. General and administrative expense for
the year ended December 31, 2007 was $102,474 compared to $107,127 for the
year ended December 31, 2006 and primarily consisted of expenses allocated
from Delta.

Year Ended December 31, 2006 Compared to Year Ended December 31, 2005
(Unaudited)

Net Income. Our net losses for the years ended December 31, 2006 and 2005
were $107,127 and $116,221 respectively. As all of our producing properties
were sold on July 1, 2001 there were no revenues, production volumes, lease
operating expenses or depletion in the years ended December 31, 2006 and
December 31, 2005.

Exploration Expenses. Exploration expenses consist of geological and
geophysical costs and lease rentals relating to our offshore properties. We
incurred exploration costs of $0 and $6,041 for the years ended December 31,
2006 and 2005, respectively.

General and Administrative Expenses. General and administrative expense for
the year ended December 31, 2006 was $107,127 compared to $110,180 for the
year ended December 31, 2005 and primarily consisted of expenses allocated
from Delta.

Six Months Ended December 31, 2005 Compared to Six Months Ended December 31,
2004 (Unaudited)

Net Income. Our net losses for the six months ended December 31, 2005 and
2004 were $57,775 and $51,795 respectively. As all of our producing
properties were sold on July 1, 2001 there were no revenues, production
volumes, lease operating expenses or depletion in the six months ended
December 31, 2005 and December 31, 2004.

Exploration Expenses. Exploration expenses consist of geological and
geophysical costs and lease rentals relating to our offshore properties. We
incurred exploration costs of $4,302 and ($1,504) for the six months ended
December 31, 2005 and 2004, respectively.

General and Administrative Expenses. General and administrative expense for
the six months ended December 31, 2005 was $53,473 compared to $53,299 for
the six months ended December 31, 2004 and primarily consisted of expenses
allocated from Delta.

Critical Accounting Policies and Estimates

The discussion and analysis of our financial condition and results of
operations were based upon the consolidated financial statements, which have
been prepared in accordance with accounting principles generally accepted in
the United States. The preparation of these financial statements requires us
to make estimates and judgments that affect the reported amounts of assets,
liabilities, revenues and expenses. Our significant accounting policies are
described in Note 1 to our financial statements. In response to SEC Release
No. 33-8040, "Cautionary Advice Regarding Disclosure About Critical
Accounting Policies," we have identified certain of these policies as being
of particular importance to the portrayal of our financial position and
results of operations and which require the application of significant
judgment by management. We analyze our estimates, including those related to

oil and gas reserves, bad debts, oil and gas properties, marketable
securities, income taxes, derivatives, contingencies and litigation, and base
our estimates on historical experience and various other assumptions that we
believe reasonable under the circumstances. Actual results may differ from
these estimates under different assumptions or conditions. We believe the
following critical accounting policies affect our more significant judgments
and estimates used in the preparation of the Company's financial statements.

Successful Efforts Method of Accounting

We account for our natural gas and crude oil exploration and development
activities utilizing the successful efforts method of accounting. Under this
method, costs of productive exploratory wells, development dry holes and
productive wells and undeveloped leases are capitalized. Gas and oil lease
acquisition costs are also capitalized. Exploration costs, including
personnel costs, certain geological and geophysical expenses and delay
rentals for gas and oil leases, are charged to expense as incurred.
Exploratory drilling costs are initially capitalized, but charged to expense
if and when the well is determined not to have found reserves in commercial
quantities. The sale of a partial interest in a proved property is accounted
for as a cost recovery and no gain or loss is recognized as long as this
treatment does not significantly affect the unit-of-production amortization
rate. A gain or loss is recognized for all other sales of producing
properties.

The application of the successful efforts method of accounting requires
managerial judgment to determine the proper classification of wells
designated as developmental or exploratory which will ultimately determine
the proper accounting treatment of the costs incurred. The results from a
drilling operation can take considerable time to analyze and the
determination that commercial reserves have been discovered requires both
judgment and industry experience. Wells may be completed that are assumed to
be productive and actually deliver gas and oil in quantities insufficient to
be economic, which may result in the abandonment of the wells at a later
date. Wells are drilled that have targeted geologic structures that are both
developmental and exploratory in nature and an allocation of costs is
required to properly account for the results. Delineation seismic incurred
to select development locations within an oil and gas field is typically
considered a development cost and capitalized, but often these seismic
programs extend beyond the reserve area considered proved and management must
estimate the portion of the seismic costs to expense. The evaluation of gas
and oil leasehold acquisition costs requires managerial judgment to estimate
the fair value of these costs with reference to drilling activity in a given
area. Drilling activities in an area by other companies may also effectively
condemn leasehold positions.

The successful efforts method of accounting can have a significant impact on
the operational results reported when we are entering a new exploratory area
in hopes of finding a gas and oil field that will be the focus of future
development drilling activity. The initial exploratory wells may be
unsuccessful and will be expensed. Seismic costs can be substantial which
will result in additional exploration expenses when incurred.

Reserve Estimates

We do not currently own any reserves and we do not currently have any
estimates of any gas or oil reserves.

Impairment of Gas and Oil Properties

We review our gas and oil properties for impairment whenever events and
circumstances indicate a decline in the recoverability of their carrying
value. We estimate the expected future cash flows of our gas and oil
properties and compare such future cash flows to the carrying amount of the
gas and oil properties to determine if the carrying amount is recoverable.
If the carrying amount exceeds the estimated undiscounted future cash flows,
we will adjust the carrying amount of the gas and oil properties to their
fair value. The factors used to determine fair value include, but are not
limited to, estimates of hydrocarbons that we believe are recoverable even
though they are not proved reserves, future commodity pricing, future
production estimates, anticipated capital expenditures, and a discount rate
commensurate with the risk associated with realizing the expected cash flows
projected.

Given the complexities associated with such estimates and the history of
price volatility in the gas and oil markets, events may arise that would
require us to record an impairment of the book values associated with our gas
and oil properties. As a result of our review, we did not record an
impairment during the years ended December 31, 2007 and 2006, the six months
ended December 31, 2005 or year ended June 30, 2005.

Recently Issued Accounting Standards and Pronouncements

In December 2007, the FASB issued SFAS No. 141 (revised 2007), "Business
Combinations" ("SFAS 141R"), which replaces SFAS 141. SFAS 141R establishes
principles and requirements for how an acquirer recognizes and measures in
its financial statements the identifiable assets acquired, the liabilities
assumed, any resulting goodwill, and any noncontrolling interest in the
acquiree. The Statement also provides for disclosures to enable users of the
financial statements to evaluate the nature and financial effects of the
business combination. SFAS 141R is effective for financial statements issued
for fiscal years beginning after December 15, 2008, or our fiscal year 2009,
and must be applied prospectively to business combinations completed on or
after that date. We will evaluate how the new requirements could impact the
accounting for any acquisitions completed beginning in fiscal 2009 and
beyond, and the potential impact on our consolidated financial statements.

In December 2007, the FASB issued SFAS No. 160, "Noncontrolling Interests in
Consolidated Financial Statements - an amendment of Accounting Research
Bulletin No. 51" ("SFAS 160"), which establishes accounting and reporting
standards for noncontrolling interests ("minority interests") in
subsidiaries. SFAS 160 clarifies that a noncontrolling interest in a
subsidiary should be accounted for as a component of equity separate from the
parent's equity. SFAS 160 is effective for financial statements issued for
fiscal years beginning after December 15, 2008, or our fiscal year 2009, and
must be applied prospectively, except for the presentation and disclosure

requirements, which will apply retrospectively. Under our current structure,
the adoption of SFAS 160 is not expected to have any impact on our
consolidated financial statements.

In February 2007, the FASB issued SFAS No. 159, "The Fair Value Option for
Financial Assets and Financial Liabilities" ("SFAS 159"). SFAS 159 permits
companies to choose to measure many financial instruments and certain other
items at fair value. SFAS 159 is effective for financial statements issued
for fiscal years beginning after November 15, 2007, or fiscal year 2008. We
have not yet determined if we will elect to apply any of the provisions of
SFAS 159 or what effect the adoption of the Statement would have, if any, on
our consolidated financial statements.

Effective January 1, 2007, we adopted provisions of FASB Interpretation No.
48, "Accounting for Uncertainty in Income Taxes - An Interpretation of FASB
Statement No. 109" ("FIN 48"). FIN 48 provides detailed guidance for the
financial statement recognition, measurement and disclosure of uncertain tax
positions recognized in the financial statements in accordance with SFAS 109.
Tax positions must meet a "more-likely-than-not" recognition threshold at the
effective date to be recognized upon the adoption of FIN 48 and in subsequent
periods. Upon the adoption of FIN 48, we had no unrecognized tax benefits.
During the year ended December 31, 2007, no adjustments were recognized for
uncertain tax benefits.

We recognize interest and penalties related to uncertain tax positions in
income tax benefit/expense. No interest and penalties related to uncertain
tax positions were accrued at December 31, 2007.

The tax years 2003 through 2007 for federal returns and 2002 through 2007 for
state returns remain open to examination by the major taxing jurisdictions in
which we operate, although no material changes to unrecognized tax positions
are expected within the next twelve months.

In September 2006, the FASB issued SFAS No. 157, "Fair Value Measurements"
("SFAS 157"), which defines fair value, establishes a framework for measuring
fair value in generally accepted accounting principles, and requires
additional disclosures about fair value measurements. SFAS 157 aims to
improve the consistency and comparability of fair value measurements by
creating a single definition of fair value. The Statement emphasizes that
fair value is not entity-specific, but instead is a market-based measurement
of an asset or liability. SFAS 157 upholds the requirements of previously
issued pronouncements concerning fair value measurements and expands the
required disclosures. This Statement is effective for fiscal year commencing
January 1, 2008. The Company anticipates the primary impact of the standard
will be additional disclosures related to measurements of fair value.

ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK

Market risk is the potential loss arising from adverse changes in market
rates and prices, such as foreign currency exchange and interest rates and
commodity prices. We do not use financial instruments to any degree to
manage foreign currency exchange and interest rate risks and do not hold or
issue financial instruments to any degree for trading purposes. All of our
revenue and related receivables are payable in U.S. dollars.

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

Financial statements are included beginning on Page F-1. There are no
financial statement schedules since they are either not applicable or the
information is included in the notes to the financial statements.

ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE

Not applicable.

ITEM 9A. CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

We maintain disclosure controls and procedures that are designed to ensure
that information required to be disclosed in our Exchange Act reports is
recorded, processed, summarized and reported within the time periods
specified in the Securities and Exchange Commission's rules and forms, and
that such information is accumulated and communicated to management,
including the chief executive officer and chief financial officer, as
appropriate, to allow timely decisions regarding required disclosure.
Management necessarily applied its judgment in assessing the costs and
benefits of such controls and procedures, which, by their nature, can provide
only reasonable assurance regarding management's control objectives.

With the participation of management, our chief executive officer and chief
financial officer evaluated the effectiveness of the design and operation of
our disclosure controls and procedures at the conclusion of the period ended
December 31, 2007. Based upon this evaluation, the chief executive officer
and chief financial officer concluded that our disclosure controls and
procedures were effective in ensuring that material information required to
be disclosed is included in the reports that we file with the Securities and
Exchange Commission.

Management's Report on Internal Control Over Financial Reporting

Our management is responsible for establishing and maintaining adequate
internal control over financial reporting and for the assessment of the
effectiveness of internal control over financial reporting for Amber. As
defined by the Securities and Exchange Commission (Rule 13a-15(f) under the
Exchange Act), internal control over financial reporting is a process
designed by, or under the supervision of, our principal executive and
principal financial officers and effected by our Board of Directors,
management and other personnel, to provide reasonable assurance regarding the
reliability of financial reporting and the preparation of the consolidated
financial statements in accordance with U.S. generally accepted accounting
principles.

Our internal control over financial reporting is supported by written
policies and procedures that (1) pertain to the maintenance of records that,
in reasonable detail, accurately and fairly reflect our transactions and

dispositions of our assets; (2) provide reasonable assurance that
transactions are recorded as necessary to permit preparation of the
consolidated financial statements in accordance with U.S. generally accepted
accounting principles, and that our receipts and expenditures are being made
only in accordance with authorization of our management and directors; and
(3) provide reasonable assurance regarding prevention or timely detection of
unauthorized acquisition, use or disposition of our assets that could have a
material effect on the consolidated financial statements.

Because of its inherent limitations, internal control over financial
reporting may not prevent or detect misstatements. Also, projections of any
evaluation of effectiveness to future periods are subject to the risk that
controls may become inadequate because of changes in conditions, or that the
degree of compliance with the policies or procedures may deteriorate.

In connection with the preparation of our annual consolidated financial
statements, management has undertaken an assessment of the effectiveness of
our internal control over financial reporting as of December 31, 2007, based
on criteria established in Internal Control - Integrated Framework issued by
the Committee of Sponsoring Organizations of the Treadway Commission (the
COSO Framework). Management's assessment included an evaluation of the design
of our internal control over financial reporting and testing of the
operational effectiveness of those controls.

Based on this assessment, management has concluded that as of December 31,
2007, our internal control over financial reporting was effective to provide
reasonable assurance regarding the reliability of financial reporting and the
preparation of financial statements for external purposes in accordance with
U.S. generally accepted accounting principles.

Changes in Internal Controls

There were no significant changes in our internal controls or, to the
knowledge of our management, in other factors that could significantly affect
internal controls subsequent to the date of the most recent evaluation of our
disclosure controls and procedures utilized to compile information included
in this filing.

ITEM 9B. OTHER INFORMATION

None.

PART III

ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT

Information with respect to our executive officers and directors as of March
1, 2008 is set forth below:

Name Age Positions Period of Service
---- --- --------- -----------------

Roger A. Parker 46 President, Chief Executive May 1987 to Present
Officer, Chairman and a
Director

Jerrie F. Eckelberger 63 Director September 1996 to Present

Kevin K. Nanke 43 Treasurer and Chief December 1999 to Present
Financial Officer

Stanley F. Freedman 59 Executive Vice President January 3, 2006 to Present
and Secretary

The following is biographical information as to the business experience of
each of our current officers and directors.

Roger A. Parker has been our President, Chief Executive Officer and a
Director since May of 1987 and our Chairman since January 3, 2006. Mr. Parker
also serves as a Director, Chief Executive Officer since April of 2002 and
Chairman of the Board since July 1, 2005 for Delta Petroleum Corporation.
Since April 1, 2005, he also serves as Executive Vice President and Director
of DHS Drilling Company. He received a Bachelor of Science in Mineral Land
Management from the University of Colorado in 1983. He is a board member of
the Independent Producers Association of the Mountain States (IPAMS). He
also serves on other boards, including Community Banks of Colorado.

Jerrie F. Eckelberger is an investor, real estate developer and attorney who
has practiced law in the State of Colorado since 1971. He graduated from
Northwestern University with a Bachelor of Arts degree in 1966 and received
his Juris Doctor degree in 1971 from the University of Colorado School of
Law. From 1972 to 1975, Mr. Eckelberger was a staff attorney with the
Eighteenth Judicial District Attorney's Office in Colorado. From 1975 to
present, Mr. Eckelberger has been engaged in the private practice of law and
is presently a member of the law firm of Eckelberger & Jackson, LLC. Mr.
Eckelberger previously served as an officer, director and corporate counsel
for Roxborough Development Corporation. Since March, 1996, Mr. Eckelberger
has engaged in the investment and development of Colorado real estate through
several private companies in which he is a principal.

Kevin K. Nanke, Treasurer and Chief Financial Officer, joined Amber in April
1995. Since April 1, 2005 he has also served as Treasurer and Chief
Financial Officer for Delta Petroleum Corporation and as Treasurer, Chief

Financial Officer and Director of DHS Drilling Company. Since 1989, he has
been involved in public and private accounting with the oil and gas industry.
Mr. Nanke received a Bachelor of Arts in Accounting from the University of
Northern Iowa in 1989. Prior to working with us, he was employed by KPMG
LLP. He is a member of the Colorado Society of CPA's and the Council of
Petroleum Accounting Society.

Stanley F. ("Ted") Freedman has served as our Executive Vice President and
Secretary since January 3, 2006 and has also served as the Executive Vice
President, General Counsel and Secretary of Delta Petroleum Corporation and
DHS Drilling Company since January 1, 2006. He graduated from the University
of Wyoming with a Bachelor of Arts degree in 1970 and a Juris Doctor degree
in 1975. From 1975 to 1978, Mr. Freedman was a staff attorney with the
United States Securities and Exchange Commission. From 1978 to December 31,
2005, he was engaged in the private practice of law in Denver, Colorado.

There is no family relationship among or between any of our officers and/or
directors.

We do not have any committees of our Board of Directors. Our parent, Delta
Petroleum Corporation, has an audit committee and an audit committee expert.

We do not have our own code of ethics. We have not adopted a code of ethics
because Delta Petroleum Corporation has a code of ethics that applies to our
principal executive officer, principal financial officer, principal
accounting officer or controller, or persons performing similar functions.

Section 16(a) Beneficial Ownership Reporting Compliance

Based solely on a review of Forms 3 and 4 and amendments thereto furnished to
us during our most recent fiscal year, and Forms 5 and amendments thereto
furnished with respect to our most recent fiscal year and certain
representations, no persons who were either a director, officer, or
beneficial owner of more than 10% of the Company's common stock failed to
file on a timely basis reports required by Section 16(a) of the Exchange Act
during the most recent fiscal year.

ITEM 11. EXECUTIVE COMPENSATION

No officer or director received compensation directly from us during the
years ended December 31, 2007 and 2006, the six months ended December 31,
2005 or year ended June 30, 2005. Messrs. Parker and Nanke, Chairman and
President and Chief Financial Officer, respectively, are compensated by
Delta, which compensation is paid under a management agreement with us. No
officer or director received stock appreciation rights, restricted stock
awards, options, warrants or other similar compensation reportable under this
section during any of the above referenced periods.

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

(a) & (b) Security Holdings of Management and Persons Controlling more
than 5% of Shares of Common Stock Outstanding on a Fully-Diluted Basis.

Name and Address of Amount & Nature of
Beneficial Owners Beneficial Ownership Percent of Class
- ------------------- -------------------- ----------------

Delta Petroleum Corporation 4,277,977 (1) 91.68% (1)
370 17th Street, Suite 4300
Denver, CO 80202

Roger A. Parker 4,277,977 (1) 91.68% (1)
370 17th Street, Suite 4300
Denver, CO 80202

Jerrie F. Eckelberger 4,277,977 (1) 91.68% (1)
370 17th Street, Suite 4300
Denver, CO 80202

Kevin K. Nanke 4,277,977 (1) 91.68% (1)
370 17th Street, Suite 4300
Denver, CO 80202

Stanley F. Freedman 4,277,977 (1) 91.68% (1)
370 17th Street, Suite 4300
Denver, CO 80202

All Directors and Executive
Officers as a Group (4 persons) 4,277,977 (1) 91.68% (1)

(1) All shares are owned by Delta; Messrs. Parker, Eckleberger, Nanke and
Freedman are officers, directors and/or shareholders of Delta.

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

Effective October 1, 1998, we entered into an agreement with Delta which
provides for the sharing of management between the two companies. Under this
agreement we pay Delta $25,000 per quarter for our share of rent,
administrative, accounting and management services of Delta officers and
employees. This agreement may be cancelled by either party at any time. It
is our opinion that fees paid to Delta for services rendered are comparable
to fees that would be charged by similarly qualified non-affiliated persons.
This agreement replaces a previous agreement which allocated similar expenses
based on our proportionate share of oil and gas production. The charges to us
for the provision of services by Delta were $100,000 for the years ended
December 31, 2007 and 2006, $50,000 for the six months ended December 31,
2005 and $100,000 for the year ended June 30, 2005. We had payables to Delta
of $220,255, $117,405 and $10,278 at December 31, 2007, 2006 and 2005,
respectively, and a receivable from Delta of $47,498 recorded as a reduction
in equity at June 30, 2005.

On July 1, 2001, we sold all of our proved producing properties to Delta,
which owns over 91% of our issued and outstanding shares, for approximately
$107,000. The sale price was calculated as being an amount equal to the net
present value of the estimated hydrocarbons beneath the properties using a

discount rate of 10% as determined by third party, independent engineers.
Management believes that the terms of this transaction were on terms no less
favorable to us than could have been obtained from an independent third
party.

ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES

AUDIT FEES: The aggregate fees billed for professional services rendered by
KPMG LLP for the audit of the annual financial statements of the Company for
the year ended December 31, 2007 and the review of the financial statements
included in the Company's Forms 10-Q for such fiscal year were paid by Delta,
our parent, pursuant to our agreement under which we pay Delta $25,000 per
quarter. (See Item 13. "Certain Relationships and Related Transactions.")

FINANCIAL INFORMATION SYSTEMS DESIGN AND IMPLEMENTATION FEES: No fees were
billed for professional services rendered by KPMG LLP for financial
information systems design and implementation services for the year ended
December 31, 2007.

ALL OTHER FEES: No fees were billed for services rendered by KPMG LLP, other
than the services referred to above, for the year ended December 31, 2007.

AUDIT COMMITTEE PRE-APPROVAL POLICY: The Company's independent registered
public accounting firm may not be engaged to provide non-audit services that
are prohibited by law or regulation to be provided by it, nor may the
Company's independent registered public accounting firm be engaged to provide
any other non-audit service unless it is determined that the engagement of
the principal accountant provides a business benefit resulting from its
inherent knowledge of the Company while not impairing its independence. The
Audit Committee of Delta must pre-approve permissible non-audit services.
During the year ended December 31, 2007, Delta's Audit Committee did not have
to approve any non-audit services provided to Delta and its subsidiaries by
the independent registered public accounting firm, as none were provided.

PART IV

ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES

(a) (1) Financial Statements
--------------------

Report of Independent Registered Public Accounting Firm ... F-1

Balance Sheets as of December 31, 2007 and 2006 ........... F-2

Statements of Operations and Accumulated Deficit
Years ended December 31, 2007 and 2006, the six months
ended December 31, 2005 and year ended June 30, 2005 ...... F-3

Statements of Cash Flows
Years ended December 31, 2007 and 2006, the six months
ended December 31, 2005 and year ended June 30, 2005 ...... F-4

Notes to Financial Statements ............................. F-5

(a) (2) Financial Statement Schedules
-----------------------------

None

(a) (3) Exhibits
--------

The Exhibits listed in the Index to Exhibits appearing at page 25 are
filed as part of this report. Management contracts and compensatory plans
required to be filed as exhibits are marked with an "*".

INDEX TO EXHIBITS

(2) Plan of Acquisitions, Reorganization, Arrangement, Liquidation, or
Succession. Not applicable.

(3) Articles of Incorporation and Bylaws.

3.1 The Articles of Incorporation(Certificate of Incorporation) and
Bylaws of the Registrant filed as Exhibits 4 and 5 to
Registrant's Form S-1 Registration Statement filed August 28,
1978 with the Securities and Exchange Commission are incorporated
herein by reference. The Restated Articles of Incorporation
(Restated Certificate of Incorporation) dated January 26, 1988
and Amendment to Restated Certificate of Incorporation dated
September 18, 1989 are incorporated by reference to Exhibits 3.1
and 3.2 to the Company's Form 10-KSB for the fiscal year ended
June 30, 1997.

3.2 Certificate for Renewal and Revival of Charter. Incorporated by
reference from Exhibit 3.2 of the Company's Form 10-K for the
fiscal year ended June 30, 2003.

(4) Instruments Defining the Rights of Security Holders.

4.1 Certificate of Designation of the Relative Rights of the Class A
Preferred Stock of Amber Resources Company dated July 25, 1989.
Incorporated by reference to Exhibit 4.1 of the Company's Form
10-KSB for the fiscal year ended June 30, 1997.

(9) Voting Trust Agreement. Not applicable.

(10) Material Contracts.

10.1 Agreement dated March 31, 1993 between Delta Petroleum
Corporation and Amber Resources Company. Incorporated by
reference from Exhibit 10.1 of the Company's Form 10-KSB for the
fiscal year ended June 30, 1997.

10.2 Amber Resources Company 1996 Incentive Plan. Incorporated by
reference from Exhibit 99.1 of the Company's December 4, 1996
Form 8-K.*

10.3 Agreement between Amber Resources Company and Delta Petroleum
Corporation dated effective October 1, 1998. Incorporated by
reference from Exhibit 10.2 of the Company's Form 10-KSB for the
fiscal year ended June 30, 1999.

10.4 Purchase and Sale Agreement between Amber Resources Company and
Delta Petroleum Corporation dated July 1, 2001. Incorporated
by reference to Exhibit 10.4 to the Company's Form 10-K for the
fiscal year ended June 30, 2002.

(11) Statement Regarding Computation of Per Share Earnings. Not applicable.

(12) Statement Regarding Computation of Ratios. Not applicable.

(13) Annual Report to Security Holders, Form 10-Q or Quarterly Report to
Security Holders. Not applicable.

(16) Letter re: Change in Certifying Accountants. Not applicable.

(17) Letter re: Director Resignation. Not applicable.

(18) Letter Regarding Change in Accounting Principals. Not applicable.

(19) Previously Unfiled Documents. Not applicable.

(21) Subsidiaries of the Registrant. Not applicable.

(22) Published Report Regarding Matters Submitted to Vote of Security
Holders. Not applicable.

(23) Consent of Experts and Counsel. Not applicable.

(24) Power of Attorney. Not applicable.

(31) Rule 13a-14(a)/15d-14(a) Certifications.

31.1 Certification of Chief Executive Officer Pursuant to Section
302 of the Sarbanes-Oxley Act of 2002. Filed herewith
electronically.

31.2 Certification of Chief Financial Officer Pursuant to Section
302 of the Sarbanes-Oxley Act of 2002. Filed herewith
electronically.

(32) Section 1350 Certifications.

32.1 Certification of Chief Executive Officer Pursuant to 18 U.S.C.
Section 1350. Filed herewith electronically.

32.2 Certification of Chief Financial Officer Pursuant to 18 U.S.C.
Section 1350. Filed herewith electronically.

(99) Additional Exhibits. Not applicable.

* Management contracts and compensatory plans.

Report of Independent Registered Public Accounting Firm

The Board of Directors
Amber Resources Company of Colorado
(A subsidiary of Delta Petroleum Corporation):

We have audited the accompanying balance sheets of Amber Resources Company of
Colorado (the "Company"), a subsidiary of Delta Petroleum Corporation, as of
December 31, 2007 and 2006 and the related statements of operations and
accumulated deficit, and cash flows for the years ended December 31, 2007 and
2006, the six months ended December 31, 2005, and the year ended June 30,
2005. These financial statements are the responsibility of the Company's
management. Our responsibility is to express an opinion on these financial
statements based on our audits.

We conducted our audits in accordance with standards of the Public Company
Accounting Oversight Board (United States). Those standards require that we
plan and perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures
in the financial statements. An audit also includes assessing the accounting
principles used and significant estimates made by management, as well as
evaluating the overall financial statement presentation. We believe that our
audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Amber Resources Company of
Colorado as of December 31, 2007 and 2006, and the results of its operations
and its cash flows for the years ended December 31, 2007 and 2006, the six
months ended December 31, 2005, and the year ended June 30, 2005, in
conformity with United States generally accepted accounting principles.

/s/ KPMG LLP

KPMG LLP

Denver, Colorado
March 14, 2008

F-1

AMBER RESOURCES COMPANY OF COLORADO
(A subsidiary of Delta Petroleum Corporation)
BALANCE SHEETS

December 31, December 31,
2007 2006
----------- -----------
ASSETS

Current assets: $ - $ -

Property and equipment:
Oil and gas properties, successful
efforts method of accounting:
Unproved undeveloped offshore California 5,006,560 5,006,560
----------- -----------
Net property 5,006,560 5,006,560
----------- -----------
Total assets $ 5,006,560 $ 5,006,560
=========== ===========

LIABILITIES AND STOCKHOLDERS' EQUITY

Liabilities:
Payable to parent $ 220,255 $ 117,405

Stockholders' equity:
Preferred stock, $.10 par value:
authorized 5,000,000 shares of Class A
convertible preferred stock, none issued - -
Common stock, $.0625 par value;
authorized 25,000,000 shares, issued
4,666,185 shares at December 31, 2007
and 2006 291,637 291,637
Additional paid-in capital 5,755,232 5,755,232
Accumulated deficit (1,260,564) (1,157,714)
----------- -----------
Total stockholders' equity 4,786,305 4,889,155
----------- -----------
Total liabilities and stockholders'
equity $ 5,006,560 $ 5,006,560
=========== ===========

See accompanying notes to consolidated financial statements.

F-2

AMBER RESOURCES COMPANY OF COLORADO
(A subsidiary of Delta Petroleum Corporation)
STATEMENTS OF OPERATIONS AND ACCUMULATED DEFICIT

Six Months
Years Ended Ended Year Ended
December 31, December 31, June 30,
2007 2006 2005 2005
----------- ----------- ----------- -----------

Oil and gas sales $ - $ - $ - $ -

Operating expenses:
Exploration expense 376 - 4,302 235
General and administrative,
including $100,000 for the twelve
months ended December 31, 2007 and
2006, $50,000 for the six months
ended December 31, 2005 and
$100,000 for the year ended
June 30, 2005 to present 102,474 107,127 53,473 110,005
----------- ----------- ----------- -----------
Total operating expenses (102,850) 107,127 57,775 110,240
----------- ----------- ----------- -----------

Operating loss (102,850) (107,127) (57,775) (110,240)
----------- ----------- ----------- -----------
Net loss $ (102,850) $ (107,127) $ (57,775) $ (110,240)
=========== =========== =========== ===========
Accumulated deficit at
beginning of year (1,157,714) (1,050,587) (992,811) (882,571)
----------- ----------- ----------- -----------
Accumulated deficit at end
of year $(1,260,564) $(1,157,714) $(1,050,587) $ (992,811)
=========== =========== =========== ===========
Basic loss per share $ (.02) $ (.02) $ (.01) $ (.02)
=========== =========== =========== ===========

Weighted average number of common
shares outstanding 4,666,185 4,666,185 4,666,185 4,666,185
=========== =========== =========== ===========

See accompanying notes to consolidated financial statements.

F-3

AMBER RESOURCES COMPANY OF COLORADO
(A subsidiary of Delta Petroleum Corporation)
STATEMENTS OF CASH FLOWS

Six Months
Years Ended Ended Year Ended
December 31, December 31, June 30,
2007 2006 2005 2005
----------- ----------- ----------- -----------

Cash flows from operating activities:
Net loss $ (102,850) $ (107,127) $ (57,775) $ (110,240)

Net cash used in operating activities (102,850) (107,127) (57,775) (110,240)
----------- ----------- ----------- -----------
Cash flows from investing activities:
Additions to property and equipment,
net - - - -
Net cash used in investing activities - - - -
----------- ----------- ----------- -----------
Cash flows from financing activities:
Changes in accounts payable to parent 102,850 107,127 57,775 109,661
----------- ----------- ----------- -----------
Net cash provided by financing
activities 102,850 107,127 57,775 109,661
----------- ----------- ----------- -----------
Net decrease in cash - - - (579)
----------- ----------- ----------- -----------
Cash at beginning of period - - - 579
----------- ----------- ----------- -----------
Cash at end of period $ - $ - $ - $ -
=========== =========== =========== ===========

See accompanying notes to consolidated financial statements.

F-4

AMBER RESOURCES COMPANY OF COLORADO
(A subsidiary of Delta Petroleum Corporation)
Notes to Financial Statements
December 31, 2007 and 2006

(1) Summary of Significant Accounting Policies

Organization

Amber Resources Company of Colorado, formerly Amber Resources Company (the
"Company"), was incorporated in January, 1978, and is principally engaged in
acquiring, exploring, developing, and producing offshore oil and gas
properties. The Company owns interests in three undeveloped oil and gas
properties in federal units offshore California, near Santa Barbara. As of
December 31, 2007 Delta Petroleum Corporation ("Delta") owned 4,277,977
shares (91.68%) of the Company's common stock.

Fiscal Year Change

On February 10, 2005, the Board of Directors approved the change of the
fiscal year end from June 30 to December 31, effective December 31, 2005.
This Form 10-K includes information for the years ended December 31, 2007 and
2006, six-month transitional period ended December 31, 2005 and for the
twelve-month period ended June 30, 2005. The unaudited financial information
for the year ended December 31, 2005 is as follows:

Year Ended
December 31, 2005
-------------------------------------
(In thousands, except per share data)

Total Revenues $ -
Operating Loss (116,221)
Net Loss (116,221)

Basic loss per common share $ (.02)

Liquidity

The Company essentially has no remaining operations resulting in deficiencies
in cash flow from operations. During the year ended June 30, 2002 the Company
sold its remaining producing reserves to Delta. Consequently, without
increased cash flow from the sale of our oil and gas properties or additional
financing, the Company may not be able to meet its obligations in a timely
manner or be able to fund exploration and development of its remaining oil
and gas properties. The Company believes that it could sell oil and gas
properties or obtain additional financing; however, there can be no assurance
that such financing would be available in a timely fashion or on acceptable
terms.

Revenue Recognition

The Company uses the sales method of accounting for oil and gas revenues.
Under this method, revenues are recognized based on actual volumes of oil and
gas sold to purchasers.

F-5

AMBER RESOURCES COMPANY OF COLORADO
(A subsidiary of Delta Petroleum Corporation)
Notes to Financial Statements
December 31, 2007 and 2006

(1) Summary of Significant Accounting Policies, Continued

Oil and Gas Properties

The Company follows the successful efforts method of accounting for its oil
and gas activities. Accordingly, costs associated with the acquisition,
drilling, and equipping of successful exploratory wells are capitalized.

Geological and geophysical costs, delay and surface rentals and drilling
costs of unsuccessful exploratory wells are charged to expense as incurred.
Costs of drilling development wells, both successful and unsuccessful, are
capitalized.

Upon the sale or retirement of oil and gas properties, the cost thereof and
the accumulated depreciation and depletion are removed from the accounts and
any gain or loss is credited or charged to operations.

Depreciation and depletion of capitalized acquisition, exploration and
development costs is computed on the units-of-production method by individual
fields as the related proved reserves are produced. Capitalized costs of
undeveloped properties are assessed periodically on an individual field basis
and a provision for impairment is recorded, if necessary, through a charge to
operations.

Impairment of Long Lived Assets

SFAS No. 144, "Accounting for the Impairment or Disposal of Long-Lived
Assets" ("SFAS No. 144") establishes a single accounting model for long-lived
assets to be disposed of by sale and requires that those long-lived assets be
measured at the lower of carrying amount or fair value less cost to sell,
whether reported in continuing operations or in discontinued operations.

For undeveloped properties, the need for an impairment reserve is based on
the Company's plans for future development and other activities impacting the
life of the property and the ability of the Company to recover its
investment. When the Company believes the cost of the undeveloped property
is no longer recoverable, an impairment charge is recorded based on the
estimated fair value of the property. There has been no impairment recorded
for the years ended December 31, 2007 and 2006, the six months ended December
31, 2005 or the year ended June 30, 2005.

Earnings (Loss) per Share

Basic earnings (loss) per share is computed by dividing net earnings (loss)
attributable to common stock by the weighted average number of common shares
outstanding during each period, excluding treasury shares. The Company does
not have any dilutive instruments and as such, no diluted earnings per share
have been presented.

F-6

AMBER RESOURCES COMPANY OF COLORADO
(A subsidiary of Delta Petroleum Corporation)
Notes to Financial Statements
December 31, 2007 and 2006

(1) Summary of Significant Accounting Policies, Continued

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 amounts of revenue and expenses during the reported period.
Significant estimates include oil and gas reserves, bad debts, oil and gas
properties, income taxes, contingencies and litigation. Actual results could
differ from these estimates.

Recently Issued Accounting Standards and Pronouncements

In December 2007, the FASB issued SFAS No. 141 (revised 2007), "Business
Combinations" ("SFAS 141R"), which replaces SFAS 141. SFAS 141R establishes
principles and requirements for how an acquirer recognizes and measures in
its financial statements the identifiable assets acquired, the liabilities
assumed, any resulting goodwill, and any noncontrolling interest in the
acquiree. The Statement also provides for disclosures to enable users of the
financial statements to evaluate the nature and financial effects of the
business combination. SFAS 141R is effective for financial statements issued
for fiscal years beginning after December 15, 2008, or fiscal year 2009, and
must be applied prospectively to business combinations completed on or after
that date. The Company will evaluate how the new requirements could impact
the accounting for any acquisitions completed beginning in fiscal 2009 and
beyond, and the potential impact on the consolidated financial statements.

In December 2007, the FASB issued SFAS No. 160, "Noncontrolling Interests in
Consolidated Financial Statements - an amendment of Accounting Research
Bulletin No. 51" ("SFAS 160"), which establishes accounting and reporting
standards for noncontrolling interests ("minority interests") in
subsidiaries. SFAS 160 clarifies that a noncontrolling interest in a
subsidiary should be accounted for as a component of equity separate from the
parent's equity. SFAS 160 is effective for financial statements issued for
fiscal years beginning after December 15, 2008, or fiscal year 2009, and must
be applied prospectively, except for the presentation and disclosure
requirements, which will apply retrospectively. Under the Company's current
structure, the adoption of SFAS 160 is not expected to have any impact on the
consolidated financial statements.

In February 2007, the FASB issued SFAS No. 159, "The Fair Value Option for
Financial Assets and Financial Liabilities" ("SFAS 159"). SFAS 159 permits
companies to choose to measure many financial instruments and certain other
items at fair value. SFAS 159 is effective for financial statements issued
for fiscal years beginning after November 15, 2007, or fiscal year 2008. The
Company has not yet determined if it will elect to apply any of the
provisions of SFAS 159 or what effect the adoption of the Statement would
have, if any, on its consolidated financial statements.

F-7

AMBER RESOURCES COMPANY OF COLORADO
(A subsidiary of Delta Petroleum Corporation)
Notes to Financial Statements
December 31, 2007 and 2006

(1) Summary of Significant Accounting Policies, Continued

In September 2006, the FASB issued Statement of Financial Accounting
Standards No. 157, "Fair Value Measurements" ("SFAS 157"), which defines fair
value, establishes a framework for measuring fair value in generally accepted
accounting principles, and requires additional disclosures about fair value
measurements. SFAS 157 aims to improve the consistency and comparability of
fair value measurements by creating a single definition of fair value. The
Statement emphasizes that fair value is not entity-specific, but instead is a
market-based measurement of an asset or liability. SFAS 157 upholds the
requirements of previously issued pronouncements concerning fair value
measurements and expands the required disclosures. This Statement is
effective for fiscal year commencing January 1, 2008. The Company does not
expect the impact of SFAS 157 to be material to the Company's financial
condition or results of operations. The Company anticipates the primary
impact of the standard will be additional disclosures related to measurements
of fair value.

Recently Adopted Accounting Standards and Pronouncements

Effective January 1, 2007, the Company adopted provisions of FASB
Interpretation No. 48, "Accounting for Uncertainty in Income Taxes - An
Interpretation of FASB Statement No. 109" ("FIN 48"). FIN 48 provides
detailed guidance for the financial statement recognition, measurement and
disclosure of uncertain tax positions recognized in the financial statements
in accordance with SFAS 109. Tax positions must meet a "more-likely-than-
not" recognition threshold at the effective date to be recognized upon the
adoption of FIN 48 and in subsequent periods. Upon the adoption of FIN 48,
the Company had no unrecognized tax benefits. During the year ended December
31, 2007, no adjustments were recognized for uncertain tax benefits.

The Company recognizes interest and penalties related to uncertain tax
positions in income tax (benefit)/expense. No interest and penalties related
to uncertain tax positions were accrued at December 31, 2007.

The tax years 2003 through 2007 for federal returns and 2002 through 2007 for
state returns remain open to examination by the major taxing jurisdictions in
which the Company operates, although no material changes to unrecognized tax
positions are expected within the next twelve months.

(2) Oil and Gas Properties

The Company has ownership interests ranging from .87% to 6.97% in three
unproved undeveloped offshore California oil and gas properties with
aggregate carrying values of $5.0 million on December 31, 2007 and 2006.
These property interests are located in proximity to existing producing
federal offshore units near Santa Barbara, California and represent the right
to explore for, develop and produce oil and gas from offshore federal lease

F-8

AMBER RESOURCES COMPANY OF COLORADO
(A subsidiary of Delta Petroleum Corporation)
Notes to Financial Statements
December 31, 2007 and 2006

(2) Oil and Gas Properties, Continued

units. Preliminary exploration efforts on these properties have occurred and
the existence of substantial quantities of hydrocarbons has been indicated.
The recovery of the Company's investment in these properties will require
extensive exploration and development activities (and costs) that cannot
proceed without certain regulatory approvals that have been delayed and is
subject to other substantial risks and uncertainties as discussed herein.

The Company is not the designated operator of any of these properties but is
an active participant in the ongoing activities of each property along with
the designated operator and other interest owners. If the designated
operator elected not to or was unable to continue as the operator, the other
property interest owners would have the right to designate a new operator as
well as share in additional property returns prior to the replaced operator
being able to receive returns. Based on the Company's size, it would be
difficult for the Company to proceed with exploration and development plans
should other substantial interest owners elect not to proceed; however, to
the best of its knowledge, the Company believes the designated operators and
other major property interest owners would proceed with exploration and
development plans under the terms and conditions of the operating agreement
if they were permitted to do so by regulators.

Based on indications of levels of hydrocarbons present from drilling
operations conducted in the past, the Company believes the fair values of its
property interests are in excess of their carrying values at December 31,
2007 and 2006 and that no impairment in the carrying value has occurred.
Should the required regulatory approvals not be obtained or plans for
exploration and development of the properties not continue, the carrying
value of the properties would likely be impaired and written off.

The ownership rights in each of these properties have been retained under
various suspension notices issued by the Minerals Management Service (MMS) of
the U.S. federal government whereby, as long as the owners of each property
were progressing toward defined milestone objectives, the owners' rights with
respect to the properties will continue to be maintained. The issuance of
the suspension notices has been necessitated by the numerous delays in the
exploration and development process resulting from regulatory requirements
imposed on the property owners by federal, state and local agencies.

In 2001, however, a Federal Court in the case of California v. Norton, et al.
ruled that the MMS does not have the power to grant suspensions on the
subject leases without first making a consistency determination under the
Coastal Zone Management Act ("CZMA"), and ordered the MMS to set aside its
approval of the suspensions of the Company's offshore leases and to direct
suspensions for a time sufficient for the MMS to provide the State of
California with the required consistency determination. In response to the
ruling in the Norton case, the MMS made a consistency determination under the
CZMA and the leases are still valid.

F-9

AMBER RESOURCES COMPANY OF COLORADO
(A subsidiary of Delta Petroleum Corporation)
Notes to Financial Statements
December 31, 2007 and 2006

(2) Oil and Gas Properties, Continued

Further actions to develop the leases have been delayed, however, pending the
outcome of a separate lawsuit (the "Amber case") that was filed in the United
States Court of Federal Claims (the "Court") in Washington, D.C. by the
Company, its parent, Delta Petroleum Corporation, and ten other property
owners alleging that the U.S. government materially breached the terms of
forty undeveloped federal leases, some of which are part of the Company's and
Delta's offshore California properties. On November 15, 2005 and October 31,
2006, the Court granted summary judgment as to liability and partial summary
judgment as to damages with respect to thirty six of the forty total federal
leases that are the subject of the litigation. Under a restitution theory of
damages, the Court ruled that the government must give back to the current
lessees the $1.1 billion in lease bonuses it had received at the time of
sale.

On January 12, 2007, the Court entered an order of final judgment awarding
the lessees restitution of the original lease bonuses paid for thirty five of
the forty lawsuit leases. Under this order the Company is entitled to
receive a gross amount of approximately $1.5 million as reimbursement for the
portion of the litigation related to lease bonuses paid. The government has
appealed the order and contends that, among other things, the Court erred in
finding that it breached the leases, and in allowing the current lessees to
stand in the shoes of their predecessors for the purposes of determining the
amount of damages that they are entitled to receive. The current lessees are
also appealing the order of final judgment to, among other things, challenge
the Court's rulings that they cannot recover their and their predecessors'
sunk costs as part of their restitution claim. No payments will be made
until all appeals have either been waived or exhausted. In the event that
the Company ultimately receives any proceeds as the result of this
litigation, it will be obligated to pay a portion to landowners and other
owners of royalties and similar interests, to pay the litigation expenses and
to fulfill certain pre-existing contractual commitments to third parties. The
Company cannot be certain of the outcome of any aspect of the litigation
until all appeals have been waived or exhausted. However, should the final
outcome of any or all aspects of the litigation be adverse to the Company,
the Company could be required to impair its properties in future periods.

If new activities are commenced on the any of the leases, the requisite
exploration and development plans will be subject to review by the California
Coastal Commission for consistency with the CZMA and by the MMS for other
technical requirements. None of the leases is currently impaired, but in the
event that they are found not to be valid for some reason in the future, it
would appear that they would become impaired. For example, if there is a
future adverse ruling by the California Coastal Commission under the CZMA and
the Company decides not to appeal such ruling to the Secretary of Commerce,
or the Secretary of Commerce either refuses to hear the Company's appeal of
any such ruling or ultimately makes an adverse determination, it is likely
that some or all of these leases would become impaired and written off at

F-10

AMBER RESOURCES COMPANY OF COLORADO
(A subsidiary of Delta Petroleum Corporation)
Notes to Financial Statements
December 31, 2007 and 2006

(2) Oil and Gas Properties, Continued

that time. It is also possible that other events could occur that would cause
the leases to become impaired, and the Company will continuously evaluate
those factors as they occur.

(3) Preferred Stock

The Board of Directors is authorized to issue 5,000,000 shares of preferred
stock having a par value of $.10 per share. As of the years ended December
31, 2007 and 2006, six months ended December 31, 2005, and year ended June
30, 2005, no preferred stock was issued and outstanding.

(4) Income Taxes

At December 31, 2007, 2006 and 2005, and June 30, 2005, the Company's
significant deferred tax assets and liabilities are summarized as follows:

Six Months
Years Ended Ended Year Ended
December 31, December 31, June 30,
-------------------- ------------ -----------
2007 2006 2005 2005
-------- -------- -------- --------
Deferred tax assets:
Net operating loss
carryforwards $602,173 $578,965 $367,333 $402,521
-------- -------- -------- --------
Gross deferred tax assets 602,173 578,965 367,333 402,521

Less valuation allowance (602,173) (578,965) (367,333) (402,521)
-------- -------- -------- --------
Net deferred tax asset $ - $ - $ - $ -
======== ======== ======== ========

No income tax expense or benefit has been recorded for the years ended
December 31, 2007 and 2006, the six months ended December 31, 2005 or year
ended June 30, 2005 since the deferred income taxes that would have otherwise
been provided were offset by an increase in the valuation allowance for such
net deferred tax assets. The Company is consolidated in Delta's income tax
return and accounts for its income tax as if it filed a separate return.
Delta accounts for income taxes in accordance with the provisions of
Statement of Financial Standards No. 109, "Accounting for Income Taxes"
("SFAS 109") and includes Amber's attributes in calculating its tax
obligations.

F-11

AMBER RESOURCES COMPANY OF COLORADO
(A subsidiary of Delta Petroleum Corporation)
Notes to Financial Statements
December 31, 2007 and 2006

(4) Income Taxes, Continued

The deferred tax asset has a full valuation allowance because the Company
does not believe it is more likely than not that the net operating loss
carryforwards will be used due to the lack of current or planned income
generating activities. At December 31, 2007, the Company had net operating
loss carryforwards for regular and alternative minimum tax purposes of
approximately $1,623,000. If not utilized, the tax net operating loss
carryforwards will expire during the period from 2008 through 2028. If not
utilized, $960,000 of net operating losses will expire over the next three
years.

(5) Related Party Transactions

Effective October 1, 1998, the Company and Delta entered into an agreement
which provides for the sharing of management between the two companies. Under
this agreement the Company pays Delta $25,000 per quarter for its share of
rent, administrative, accounting and management services of Delta officers
and employees. This agreement replaces a previous agreement which allocated
similar expenses based on the Company's proportionate share of oil and gas
production. The charges to the Company for the provision of services by Delta
were $100,000 for the years ended December 31, 2007 and 2006, $50,000 for the
six months ended December 31, 2005 and $100,000 for the year ended June 30,
2005. The Company had non-interest bearing payables to Delta of $220,255,
$117,405 and $10,278 at December 31, 2007, 2006 and 2005, respectively, and a
receivable from Delta of $47,498 recorded as a reduction in equity at June
30, 2005.

(6) Disclosures About Capitalized Costs, Costs Incurred and Major Customers

Capitalized costs related to oil and gas producing activities are as follows:

Six Months
Years Ended Ended Year Ended
December 31, December 31, June 30,
----------------------- ------------ ----------
2007 2006 2005 2005
---------- ---------- ---------- ----------

Unproved undeveloped offshore
California properties $5,006,560 $5,006,560 $5,006,560 $5,006,560
========== ========== ========== ==========

F-12

AMBER RESOURCES COMPANY OF COLORADO
(A subsidiary of Delta Petroleum Corporation)
Notes to Financial Statements
December 31, 2007 and 2006

(6) Disclosures About Capitalized Costs, Costs Incurred and Major Customers,
Continued

Costs incurred in oil and gas producing activities for the years ended
December 31, 2007 and 2006, the six months ended December 31, 2005 and year
ended June 30, 2005 are as follows:

Six Months
Years Ended Ended Year Ended
December 31, December 31, June 30,
----------------------- ------------ ----------
2007 2006 2005 2005
---------- ---------- ---------- ----------

Unproved property acquisition
costs $ - $ - $ - $ -
Exploration costs $ 376 $ - $4,302 $235

A summary of the results of operations for oil and gas producing activities,
excluding general and administrative cost, for the years ended December 31,
2007 and 2006, the six months ended December 31, 2005 and year ended June 30,
2005 is as follows:

Six Months
Years Ended Ended Year Ended
December 31, December 31, June 30,
----------------------- ------------ ----------
2007 2006 2005 2005
---------- ---------- ---------- ----------

Oil and gas sales $ - $ - $ - $ -

Expenses:
Lease operating - - - -
Depletion - - - -
Exploration 376 - 4,302 235
----- ------ ------- -----
Results of operations of oil
and gas producing activities $(376) $ - $(4,302) $(235)
===== ====== ======= =====

Statement of Financial Accounting Standards 131 "Disclosures about Segments
of an Enterprise and Related Information" "SFAS 131" establishes standards
for reporting information about operating segments in annual and interim
financial statements. SFAS 131 also establishes standards for related
disclosures about products and services, geographic areas and major
customers. The Company manages its business through one operating segment.

F-13

AMBER RESOURCES COMPANY OF COLORADO
(A subsidiary of Delta Petroleum Corporation)
Notes to Financial Statements
December 31, 2007 and 2006

(6) Disclosures About Capitalized Costs Incurred and Major Customers,
Continued

As the Company had sold its producing properties at the beginning of fiscal
year 2002, there were no customers for the years ended December 31, 2007 and
2006, the six months ended December 31, 2005 and the year ended June 30,
2005.

(7) Information Regarding Proved Oil and Gas Reserves (Unaudited)

Proved Oil and Gas Reserves. Proved oil and gas reserves are the estimated
quantities of crude oil, natural gas, and natural gas liquids which
geological and engineering data demonstrate with reasonable certainty to be
recoverable in future years from known reservoirs under existing economic and
operating conditions; i.e., prices and costs as of the date the estimate is
made. Prices include consideration of changes in existing prices provided
only by contractual arrangements, but not on escalations based upon future
conditions.

(i) Reservoirs are considered proved if economic producibility is
supported by either actual production or conclusive formation test. The area
of a reservoir considered proved includes (A) that portion delineated by
drilling and defined by gas-oil and/or oil-water contacts, if any; and (B)
the immediately adjoining portions not yet drilled, but which can be
reasonably judged as economically productive on the basis of available
geological and engineering data. In the absence of information on fluid
contacts, the lowest known structural occurrence of hydrocarbons controls the
lower proved limit of the reservoir.

(ii) Reserves which can be produced economically through application of
improved recovery techniques (such as fluid injection) are included in the
"proved" classification when successful testing by a pilot project, or the
operation of an installed program in the reservoir, provides support for the
engineering analysis on which the project or program was based.

(iii) Estimates of proved reserves do not include the following: (A) oil
that may become available from known reservoirs but is classified separately
as "indicated additional reserves;" (B) crude oil, natural gas, and natural
gas liquids, the recovery of which is subject to reasonable doubt because of
uncertainty as to geology, reservoir characteristics, or economic factors;
(C) crude oil, natural gas, and natural gas liquid, that may occur in
underlaid prospects; and (D) crude oil, natural gas, and natural gas liquid,
that may be recovered from oil shales, coal, gilsonite and other such
sources.

F-14

AMBER RESOURCES COMPANY OF COLORADO
(A subsidiary of Delta Petroleum Corporation)
Notes to Financial Statements
December 31, 2007 and 2006

(7) Information Regarding Proved Oil and Gas Reserved (Unaudited)

Proved developed oil and gas reserves are reserves that can be expected to be
recovered through existing wells with existing equipment and operating
methods. Additional oil and gas expected to be obtained through the
application of fluid injection or other improved recovery techniques for
supplementing the natural forces and mechanisms of primary recovery should be
included as "proved developed reserves" only after testing by a pilot project
or after the operation of an installed program has confirmed through
production response that increased recovery will be achieved.

Proved undeveloped oil and gas reserves are reserves that are expected to be
recovered from new wells on undrilled acreage, or from existing wells where a
relatively major expenditure is required for recompletion. Reserves on
undrilled acreage shall be limited to those drilling units offsetting
productive units that are reasonably certain of production when drilled.

Proved reserves for other undrilled units can be claimed only where it can be
demonstrated with certainty that there is continuity of production from the
existing productive formation. Under no circumstances should estimates for
proved undeveloped reserves be attributable to any acreage for which an
application of fluid injection or other improved recovery technique is
contemplated, unless such techniques have been proved effective by actual
tests in the area and in the same reservoir.

The Company sold all its producing properties to Delta on July 1, 2001. As
such, no reserve estimates were prepared for the past three years.

F-15

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, we have caused this Form 10-K to be signed on our
behalf by the undersigned, thereunto duly authorized, in the City of Denver
and State of Colorado on the 19th day of March, 2008

AMBER RESOURCES COMPANY OF COLORADO

By:/s/ Roger A. Parker
Roger A. Parker, Chief Executive Officer

By:/s/ Kevin K. Nanke
Kevin K. Nanke, Chief Financial Officer

Pursuant to the requirements of the Securities Exchange Act of 1934,
this Form 10-K has been signed below by the following persons on our behalf
and in the capacities and on the dates indicated.

Signature and Title Date

/s/ Roger A. Parker March 19, 2008
Roger A. Parker, Director

/s/ Jerrie F. Eckelberger March 19, 2008
Jerrie F. Eckelberger, Director