UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-Q/A
Amendment No. 1

(Mark One)

x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2018

o TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ________________ to ________________

Commission File Number 000-55343

Perkins Oil & Gas, Inc.

(Exact name of registrant as specified in its charter)

Nevada

45--5361669

(State or other jurisdiction of incorporation or organization)

(IRS Employer Identification No.)

17330 Preston Road, Suite 200D, Dallas TX

75252

(Address of principal executive offices)

(Zip Code)

(201) 730-6454

(Registrant’s telephone number, including area code)

N/A

(Former name, former address and former fiscal year, if changed since last report)

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. x YES o NO

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

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer

Accelerated filer

Non-accelerated filer

(Do not check if a smaller reporting company)

Smaller reporting company

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act) o YES x NO

APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY

PROCEEDINGS DURING THE PRECEDING FIVE YEARS

Check whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Exchange Act after the distribution of securities under a plan confirmed by a court. o YES o NO

APPLICABLE ONLY TO CORPORATE ISSUERS

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

27,270,241 common shares issued and outstanding as of May 11, 2018.

EXPLANATORY NOTE

The sole purpose of this Amendment No. 1 to Perkins Oil & Gas, Inc.'s Quarterly Report on Form 10-Q for the quarter ended March 31, 2018 (the "Form 10-Q") is to provide information under Part II, Item 2 - Unregistered Sales of Equity Securities and Use of Proceeds. No other chnages have been made to the Form 10-Q, and this Amendment No. 1 does not reflect events occurring subsequent to the original filing date, and does not modify or update in any way dislcosures made in the original filing.

In addition, as required by Rule 12b-15 under the Securities Exchange Act of 1934, as amended, new certifications by the Company’s principal executive officer and principal financial officer are filed herewith as exhibits to this Amendment No. 1.

TABLE OF CONTENTS

PART I - FINANCIAL INFORMATION

Item 1.	Financial Statements	3
Item 2.	Management's Discussion and Analysis of Financial Condition or Plan of Operation	10
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	13
Item 4.	Controls and Procedures	13

PART II - OTHER INFORMATION

Item 1.	Legal Proceedings	14
Item 1A.	Risk Factors	14
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	14
Item 3.	Defaults Upon Senior Securities	14
Item 4.	Mine Safety Disclosures	14
Item 5.	Other Information	14
Item 6.	Exhibits	15
SIGNATURES		16

PART I - FINANCIAL INFORMATION

Item 1. Financial Statements

PERKINS OIL & GAS INC.

CONDENSED BALANCE SHEETS

(Unaudited)

	March 31, 2018			June 30, 2017
ASSETS
Current Assets
Cash and cash equivalents	$	1,880		$	-
Total Current Assets		1,880			-

Oil and Gas Property (SE method)		5,483			-

TOTAL ASSETS	$	7,363		$	-

LIABILITIES AND STOCKHOLDERS' DEFICIT
Current Liabilities
Accounts payable and accrued liabilities	$	17,068		$	9,767
Due to related party		5,603			5,603
Accrued interest payable		7,105			-
Promissory notes payable		44,643			-
		74,419			15,370

Total Liabilities		74,419			15,370

STOCKHOLDERS' DEFICIT
Common stock, $0.001 par value, 75,000,000 shares authorized; 27,270,241 shares and 270,241 shares
issued and outstanding as of March 31, 2018 and June 30, 2017		27,270			270
Additional paid-in capital		23,040,491			117,491
Accumulated deficit		(23,134,817	)		(133,131	)
Total stockholders' deficit		(67,056	)		(15,370	)
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT	$	7,363		$	-

The accompanying notes are an integral part of these unaudited condensed financial statements.

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PERKINS OIL & GAS INC.

CONDENSED STATEMENTS OF OPERATIONS

(Unaudited)

	For the Three Months Ended						For the Nine Months Ended
	March31,			March 31,			March31,			March 31,
	2018			2017			2018			2017

REVENUES	$	-		$	-		$	-		$	-

OPERATING EXPENSES
General and administrative		1,048			759			6,487			5,236
Professional fees		10,945			3,650			38,324			12,100
Stock-based compensation		22,950,000			-			22,950,000			-
		22,961,993			4,409			22,994,811			17,336

LOSS FROM OPERATIONS		(22,961,993	)		(4,409	)		(22,994,811	)		(17,336	)

OTHER INCOME (EXPENSES)
Forgiveness of debts		230			-			230			-
Interest expense		(4,817	)		-			(7,105	)		(1,066	)
TOTAL OTHER INCOME (EXPENSES)		(4,587	)		-			(6,875	)		(1,066	)

Provision for income taxes		-			-			-			-

NET LOSS	$	(22,966,580	)	$	(4,409	)	$	(23,001,686	)	$	(18,402	)

Basic and Diluted Loss per Common Share	$	(2.85	)	$	(0.02	)	$	(8.12	)		(0.07	)
Basic and Diluted Weighted Average Common Shares Outstanding		8,070,241			270,000			2,832,285			270,000

The accompanying notes are an integral part of these unaudited condensed financial statements.

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PERKINS OIL & GAS INC.

CONDENSED STATEMENTS OF CASH FLOWS

(Unaudited)

	For the Nine Months Ended
	March 31,			March 31,
	2018			2017
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss	$	(23,001,686	)	$	(18,402	)
Adjustments to reconcile net loss to net cash used in operating activities
Stock-based compensation		22,950,000			-
Changes in operating assets and liabilities:
Accounts payable and accrued liabilities		7,301			7,668
Accrued interest payable		7,105			1,066
Net cash used in operating activities		(37,280	)		(9,668	)

CASH FLOWS FROM INVESTING ACTIVITIES
Lease cost on oil and gas property		(5,483	)		-
Net cash used in investing activities		(5,483	)		-

CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from issuance of notes payable		44,643			9,000
Net cash provided by financing activities		44,643			9,000

Net increase (decrease) in cash and cash equivalents		1,880			(668	)
Cash and cash equivalents - beginning of period		-			668
Cash and cash equivalents - end of period	$	1,880		$	-

Supplemental Cash Flow Disclosures
Cash paid for interest	$	-		$	-
Cash paid for income taxes	$	-		$	-

Non-cash investing and financing transactions
Forgiveness of related party liabilities credited to additional paid in capital	$	-		$	72,360

The accompanying notes are an integral part of these unaudited condensed financial statements.

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PERKINS OIL & GAS INC.

NOTES TO THE CONDENSED UNAUDITED FINANCIAL STATEMENTS

MARCH 31, 2018

NOTE 1 – NATURE OF OPERATIONS AND BASIS OF PRESENTATION

Perkins Oil & Gas, Inc. (“The Company”) was incorporated in the State of Nevada on May 25, 2012 and established a fiscal year end of June 30. The Company intends to engage in the exploration and development of oil and gas properties. The Company’s activities to date have been limited to organization and capital. The Company is currently looking for new wells.

In connection with the submission of a reverse stock split as previously announced on our Current Report on Form 8-K filed on February 1, 2018, our Company applied to change our ticker symbol from "PEKN" to "OOIL". The change of ticker symbol become effective at the OTC Markets on February 28, 2018.

Basis of presentation

The accompanying unaudited condensed financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and in accordance with the instructions to Form 10-Q and Article 8 of Regulation S-X. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation have been included. Operating results for the nine months ended March 31, 2018 are not necessarily indicative of the results that may be expected for the year ending June 30, 2018. Notes to the unaudited condensed financial statements that would substantially duplicate the disclosures contained in the audited financial statements for fiscal year 2018 have been omitted. This report should be read in conjunction with the audited consolidated financial statements and the footnotes thereto for the fiscal year ended June 30, 2017 included in the Company’s Form 10-K as filed with the Securities and Exchange Commission on November 15, 2017.

Certain prior-period amounts have been reclassified to conform to the current period presentation.

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 the financial statements and the reported amount of revenues and expenses during the reporting period. Actual results could differ from those estimates. The Company continually evaluates its estimates and judgments. The Company bases its estimates and judgments on historical experience and other factors that it believes to be reasonable under the circumstances. Materially different results can occur as circumstances change and additional information becomes known, even for estimates and judgments that are not deemed critical.

Cash and Cash Equivalents

The Company considers all highly liquid investments with the original maturities of three months or less to be cash equivalents. The Company had $1,880 and $0 in cash as at March 31, 2018 and June 30, 2017, respectively.

Related Party Balances and Transactions

The Company follows FASB ASC 850, “Related Party Disclosures,” for the identification of related parties and disclosure of related party transaction. <see Note 5>

Fair Value of Financial Instruments

The Company adopted the provisions of ASC Topic 820, “Fair Value Measurements and Disclosures,” which defines fair value as used in numerous accounting pronouncements, establishes a framework for measuring fair value and expands disclosure of fair value measurements.

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The estimated fair value of certain financial instruments, including cash and cash equivalents, accounts receivable, accounts payable and accrued expenses are carried at historical cost basis, which approximates their fair values because of the short-term nature of these instruments. The carrying amounts of our short and long term credit obligations approximate fair value because the effective yields on these obligations, which include contractual interest rates taken together with other features such as concurrent issuances of warrants and/or embedded conversion options, are comparable to rates of returns for instruments of similar credit risk.

ASC 820 defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC 820 also establishes a fair value hierarchy, which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. ASC 820 describes three levels of inputs that may be used to measure fair value:

Level 1 -	quoted prices in active markets for identical assets or liabilities

Level 2 -	quoted prices for similar assets and liabilities in active markets or inputs that are observable

Level 3 -	inputs that are unobservable (for example cash flow modeling inputs based on assumptions)

The recorded amounts of financial instruments, including cash equivalents, accounts payable, and notes payable approximate their market value as of March 31, 2018.

Stock-Based Compensation

ASC 718, “Compensation - Stock Compensation,” prescribes accounting and reporting standards for all share-based payment transactions in which employee services are acquired. Transactions include incurring liabilities, or issuing or offering to issue shares, options and other equity instruments such as employee stock ownership plans and stock appreciation rights. Share-based payments to employees, including grants of employee stock options, are recognized as compensation expense in the financial statements based on their fair values. That expense is recognized over the period during which an employee is required to provide services in exchange for the award, known as the requisite service period (usually the vesting period).

The Company accounts for stock-based compensation issued to non-employees and consultants in accordance with the provisions of ASC 505-50, “Equity - Based Payments to Non-Employees.” Measurement of share-based payment transactions with non-employees is based on the fair value of whichever is more reliably measurable: (a) the goods or services received; or (b) the equity instruments issued. The fair value of the share-based payment transaction is determined at the earlier of performance commitment date or performance completion date.

Oil and Gas Properties

Oil and gas acquisition expenditures are accounted for in accordance with the successful efforts method of accounting. Direct costs incurred for finding oil and natural gas reserves, are initially capitalized until the properties are evaluated and determined to be either productive or nonproductive. Such evaluations are made on a periodic basis. If an exploratory well is determined to be nonproductive, the costs will be charged to expense.

As of March 31, 2018, the Company incurred $5,483 acquisition costs associated with the acquisition of leases in the states of Wyoming, North Dakota and Colorado. <see Note 3>

Recent Accounting Pronouncements

The Company has reviewed and analyzed the above recent accounting pronouncements, and notes no material impact on the financial statements as of March 31, 2018.

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NOTE 2 – GOING CONCERN

The Company’s financial statements are prepared in accordance with generally accepted accounting principles applicable to a going concern. This contemplates the realization of assets and the liquidation of liabilities in the normal course of business. Currently, the Company has a working capital deficit of $72,539 and an accumulated deficit of $23,134,817. The Company has not yet established an ongoing source of revenues sufficient to cover its operating costs and allow it to continue as a going concern. The ability of the Company to continue as a going concern is dependent on the Company obtaining adequate capital to fund operating losses until it becomes profitable. If the Company is unable to obtain adequate capital, it could be forced to cease operations.

In order to continue as a going concern, the Company will need, among other things, additional capital resources. Management’s plan is to obtain such resources for the Company by obtaining capital from management and significant shareholders sufficient to meet its minimal operating expenses and seeking equity and/or debt financing. However management cannot provide any assurances that the Company will be successful in accomplishing any of its plans.

The ability of the Company to continue as a going concern is dependent upon its ability to successfully accomplish the plans described in the preceding paragraph and eventually secure other sources of financing and attain profitable operations. The accompanying financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

NOTE 3 – OIL AND GAS PROPERTY

During the nine months ended March 31, 2018, the Company incurred $5,483 acquisition costs associated with the acquisition of leases in the states of Wyoming, North Dakota and Colorado, which were capitalized initially and losses will be recognized in the future if the values of unproved properties are determined to be impaired on the basis of a required periodic assessment.

NOTE 4 – PROMISSORY NOTE PAYABLE

Promissory note payable consisted of the following at March 31, 2018 and June 30, 2017:

	March 31,		June 30
	2018		2017
Promissory Note - July 2017	$	10,000	$	-
Promissory Note - December 2017		22,690		-
Promissory Note - February 28, 2018		11,953
		44,643		-
Less current portion of promissory note payable		44,643		-
Long-term promissory note payable	$	-	$	-

On July 17, 2017, the Company issued a demand promissory note to an unaffiliated party for cash proceed of $10,000. The note bears interest rate at 50% per annum and is due on demand. As of March 31, 2018, the accrued interest on the note was $3,521.

On December 31, 2017, the Company issued a demand promissory note of $22,690 to an unaffiliated party for paying off expenses on behalf of the Company. The note bears interest rate at 55% per annum and is due on demand. As of March 31, 2018, the accrued interest on the note was $3,077.

On February 28, 2018, the Company issued a demand promissory note of $11,953 to an unaffiliated party for cash proceed of $8,000 and for payment of $3,953 operating expenses on behalf of the Company. The note bears interest rate at 50% per annum and is due on demand. As of March 31, 2018, the accrued interest on the note was $508.

NOTE 5 – RELATED PARTY TRANSACTIONS

As of February 28, 2018 and June 30, 2017, the amount due to the former Company’s Chief Office for payment of expenses on behalf of the Company was $5,603 and $5,603, respectively.

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NOTE 6 – STOCKHOLDERS EQUITY

The Company has authorized 75,000,000 shares with a par value $0.001 per share.

On December 18, 2017, our board of directors and a majority stockholders of our company approved the implementation of a one-for-twenty-five (1:25) reverse stock split of all of our company’s issued and outstanding common stock. As a result of the reverse stock split, every twenty-five (25) shares of the issued and outstanding common stock of the Company will be converted into one (1) share of common stock. All fractional shares created by the Reverse Stock Split will be rounded up to the nearest whole share. The number of our company’s authorized shares of common stock remains unchanged. The reverse stock split has been reviewed by the Financial Industry Regulatory Authority (FINRA) and has been approved for filing with an effective date of February 1, 2018. The outstanding shares have been restated retroactively.

On February 28, 2018, the Company issued 27,000,000 common shares valued at $22,950,000 to the newly appointed Executive for CEO, CFO and Director services for year 2018.

As of March 31, 2018 and June 30, 2017, the Company has 27,270,241 and 270,241 common shares issued and outstanding, respectively.

NOTE 7 - SUBSEQUENT EVENTS

Management has evaluated subsequent events through the date these condensed financial statements were available to be issued. Based on our evaluation no other material events have occurred that require disclosure.

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Item 2. Management's Discussion and Analysis of Financial Condition or Plan of Operation

FORWARD-LOOKING STATEMENTS

This quarterly report contains forward-looking statements. These statements relate to future events or our future financial performance. In some cases, you can identify forward-looking statements by terminology such as “may”, “should”, “expects”, “plans”, “anticipates”, “believes”, “estimates”, “predicts”, “potential” or “continue” or the negative of these terms or other comparable terminology. These statements are only predictions and involve known and unknown risks, uncertainties and other factors that may cause our or our industry's actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements. Except as required by applicable law, including the securities laws of the United States, we do not intend to update any of the forward-looking statements to conform these statements to actual results.

Our consolidated unaudited financial statements are stated in United States Dollars (US$) and are prepared in accordance with United States Generally Accepted Accounting Principles. The following discussion should be read in conjunction with our financial statements and the related notes that appear elsewhere in this quarterly report. The following discussion contains forward-looking statements that reflect our plans, estimates and beliefs. Our actual results could differ materially from those discussed in the forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to, those discussed below and elsewhere in this quarterly report.

Unless otherwise specified in this quarterly report, all dollar amounts are expressed in United States dollars and all references to “common stock” refer to shares of our common stock.

As used in this quarterly report, the terms “we”, “us”, “our” and “our company” mean Perkins Oil & Gas, Inc., unless otherwise indicated.

Corporate Overview

We are an exploration stage company, incorporated in the State of Nevada on May 25, 2012, as a for-profit company, and electing a fiscal year end of June 30.

We owned a 25% working interest and an 18.75% net revenue interest in a lease of three acres located in Webster Parrish, Louisiana, known as the Perkins Lease. Effective April 18, 2015 our company transferred its interest in the Perkins Oil Slack (Perkins No. 001, Serial No. 192865) to Indian Wells Investments of LA, LLC. Also in conjunction with the transfer in exchange for cancellation of outstanding debt of $8,475 our company agreed to pay Four Star Oil Company, Inc. $5,500. Our company is currently looking for a new well.

Our focus for the current fiscal year will be to pursue acquisition of additional leases and/or existing oil and gas wells which have potential for production, if revenues warrant.

We are an exploration stage company with limited revenues and operating history. The mailing address of the principal executive offices is 17330 Preston Road, Suite 200D, Dallas, TX 75252. Our telephone number is (201) 730-6454.

On December 18, 2017, our board of directors and a majority of our stockholders of our company approved the implementation of a one-for-twenty-five (1:25) reverse stock split of all of our company’s issued and outstanding common stock. The authorized shares of our company stock remains unchanged. Notice of shareholder approval was mailed to our company’s shareholders on or about January 12, 2018 pursuant to our Schedule 14C Information Statement filed with the Securities and Exchange Commission (SEC) on January 12, 2018.

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The reverse stock split was approved by the Financial Industry Regulatory Authority (FINRA) with an effective date of February 1, 2018. In addition, on February 28, 2018, our stock symbol was changed to "OOIL". Our new CUSIP number is 714110202.

We have never declared bankruptcy, been in receivership, or involved in any kind of legal proceeding.

We do not have any subsidiaries.

Results of Operations

Our financial statements from inception (May 25, 2012) through March 31, 2018 report $NIL in revenue and a cumulative deficit of $23,134,817.

Three months ended March 31, 2018 compared to three months ended March 31, 2017.

	Three Months Ended
	March 31,						Change
	2018			2017			Amount			%
Revenue	$	-		$	-		$	-			-
Operating expenses		(22,961,993	)		(4,409	)		(22,957,584	)		520698
Net loss		(22,966,580	)		(4,409	)		(22,962,171	)		520802

For the three months ended March 31, 2018, our net loss was $22,966,580, compared to $4,409 for the three months ended March 31, 2017. The increase in net loss was due to the increase in professional fees to remain as a reporting company with the SEC and on the OTC Markets and stock based compensation incurred from common shares issued for director services of $22,950,000

Nine months ended March 31, 2018 compared to nine months ended March 31, 2017.

	Nine Months Ended
	March 31,						Change
	2018			2017			Amount			%
Revenue	$	-		$	-		$	-			-
Operating expenses		(22,994,811	)		(17,336	)		(22,977,475	)		132542
Net loss		(23,001,686	)		(18,402	)		(22,983,284	)		124896

For the nine months ended March 31, 2018, our net loss was $23,001,686, compared to $18,402 for the nine months ended March 31, 2017. The increase in net loss was due to the increase in professional fees to remain as a reporting company with the SEC and on the OTC Markets and stock based compensation incurred from common shares issued for director services of $22,950,000.

Liquidity and Capital Resources

The following table provides selected financial data about our company as of March 31, 2018 and June 30, 2017, respectively.

Working Capital

	March 31,			June 30,			Change
	2017			2017			Amount			%
Cash and cash equivalents	$	1,880		$	-		$	1,880			-

Total current assets	$	1,880		$	-		$	1,880			-
Total current liabilities	$	74,419		$	15,370		$	59,049			384
Working capital deficit	$	(72,539	)	$	(15,370	)	$	(57,169	)		372

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Cash Flows

	Nine Months Ended
	March 31,
	2018			2017
Cash Flows used in Operating Activities	$	(37,280	)	$	(9,668	)
Cash Flows used in Investing Activities		(5,483	)		-
Cash Flows providing by Financing Activities		44,643			9,000
Net Increase (decrease) in Cash During Period	$	1,880		$	(668	)

On March 31, 2018, our Company’s cash balance was $1,880 and total assets were $7,363. On June 30, 2017, our Company’s cash balance was $0 and total assets were $0.

On March 31, 2018, our Company had total liabilities of $74,419, compared with total liabilities of $15,370 as at June 30, 2017.

On March 31, 2018, our Company had working capital deficiency of $72,539 compared with working capital deficiency of $15,370 as at June 30, 2017. The increase in working capital deficiency was primarily attributed to the increase in accounts payable, the issuance of promissory notes and note interest accrual during the nine months ended March 31, 2018.

Cash Flow from Operating Activities

During the nine months ended March 31, 2018, our Company used $37,280 in operating activities, compared to $9,668 cash used in operating activities during the nine months ended March 31, 2017. The cash used in operating activities for the nine months ended March 31, 2018, was attributed to net loss of $23,001,686 reduced by stock based compensation of $22,950,000, an increase in accounts payable and accrued liabilities of $7,301 and an increase in accrued interest payable from the promissory notes of $7,105. The cash used in operating activities for the nine months ended March 31, 2017, was attributed to net loss of $18,402 reduced by an increase in accounts payable of $7,668 and an increase in accrued interest payable from the promissory notes of $1,066.

Cash Flow from Investing Activities

During the nine months ended March 31, 2018, our Company used $5,483 in investing activities, compared to $Nil used in investing activities during the nine months ended March 31, 2017. The cash used in investing activities for the nine months ended March 31, 2018, was attributed to lease cost on oil and gas property of $5,483.

Cash Flow from Financing Activities

During the nine months ended March 31, 2018, our Company received $44,643 from financing activities compared to $9,000 received from financing activities during the nine months ended March 31, 2017. The cash flow from financing activities for the nine months ended March 31, 2018 derived from proceeds from issuance of promissory notes from an unaffiliated party of $44,643. During the nine months ended March 31, 2017, we received $9,000 from a related party.

Plan of Operation

Our plan of operation for the twelve months following the date of this report is to secure a property/well to continue exploration activities

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Off-Balance Sheet Arrangements

We have no off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, and capital expenditures or capital resources that are material to stockholders.

Critical Accounting Policies

Use of estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America 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. The estimates and judgments will also affect the reported amounts for certain revenues and expenses during the reporting period. Actual results could differ from these good faith estimates and judgments.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

As a “smaller reporting company”, we are not required to provide the information required by this Item.

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

Our management is responsible for establishing and maintaining a system of disclosure controls and procedures (as defined in Rule 13a-15(e) and 15d-15(e) under the Exchange Act) that is designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the Commission’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by an issuer in the reports that it files or submits under the Exchange Act is accumulated and communicated to the issuer’s management, including its principal executive officer or officers and principal financial officer or officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.

An evaluation was conducted under the supervision and with the participation of our management of the effectiveness of the design and operation of our disclosure controls and procedures as of March 31, 2018. Based on that evaluation, our management concluded that our disclosure controls and procedures were not effective as of such date to ensure that information required to be disclosed in the reports that we file or submit under the Exchange Act, is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms as a result of the following material weaknesses:

The specific material weakness identified by our management was ineffective controls over certain aspects of the financial reporting process because of a lack of a sufficient complement of personnel with a level of accounting expertise and an adequate supervisory review structure that is commensurate with our financial reporting requirements and inadequate segregation of duties. A "material weakness" is a deficiency, or combination of deficiencies, in internal control over financial reporting such that there is a reasonable possibility that a material misstatement of the company's annual or interim financial statements would not be prevented or detected on a timely basis.

We expect to be materially dependent upon a third party to provide us with accounting consulting services for the foreseeable future. Until such time as we have a chief financial officer with the requisite expertise in U.S. GAAP, there are no assurances that the material weaknesses in our disclosure controls and procedures and internal control over financial reporting will not result in errors in our financial statements which could lead to a restatement of those financial statements.

Changes in Internal Controls

There have been no changes in our internal controls over financial reporting identified in connection with the evaluation required by paragraph (d) of Securities Exchange Act Rule 13a-15 or Rule 15d-15 that occurred in the quarter ended March 31, 2018 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

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PART II - OTHER INFORMATION

Item 1. Legal Proceedings

From time to time, we may become involved in litigation relating to claims arising out of our operations in the normal course of business. We are not involved in any pending legal proceeding or litigation and, to the best of our knowledge, no governmental authority is contemplating any proceeding to which we are a party and which would reasonably be likely to have a material adverse effect on our company. To date, our company has never been involved in litigation, as either a party or a witness, nor has our company been involved in any legal proceedings commenced by any regulatory agency against our company.

Item 1A. Risk Factors

As a “smaller reporting company”, we are not required to provide the information required by this Item.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

The Company entered into an Employment Agreement dated January 1, 2018 (the “Agreement”) with Sonny Arandia for his services as Chief Executive Officer and Chief Financial Officer of the Company. Effective February 28, 2018, the Board of Directors (the “Board”) approved the issuance of 27,000,000 shares of common stock at a deemed price of $0.01 per share to Sonny Arandia, as compensation under the Agreement.

This sale of securities was made pursuant to the exemption from registration set forth in Regulation S, promulgated by is he Securities Exchange Commission under the Securities Act of 1933. No underwriters were utilized in connection with this sale of securities.

The issuance of these securities was to a single “non-U.S. person” (as that term is defined in Regulation S of the Securities Act of 1933, as amended) in an offshore transaction in which the Company relied on the registration exemption provided for in Regulation S and/or Section 4(2) of the Securities Act of 1933, as amended (the “Act”), as the conditions of Regulation S were met, including but not limited to the following conditions:

Mr. Arandia is a Philippines citizen and was in the Philippines at the time of the sale of the shares; Mr. Arandia agreed to resell the shares only in accordance with Regulation S, pursuant to a registration under the Act, or pursuant to an available exemption from registration.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures

Not Applicable.

Item 5. Other Information

None.

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Item 6. Exhibits

Exhibit Number		Description
(31)		Rule 13a-14 (d)/15d-14d) Certifications
31.1*		Section 302 Certification by the Principal Executive Officer
(32)		Section 1350 Certifications
32.1*		Section 906 Certification by the Principal Executive Officer
101*		Interactive Data File
101.INS**		XBRL Instance Document
101.SCH**		XBRL Taxonomy Extension Schema Document
101.CAL**		XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF**		XBRL Taxonomy Extension Definition Linkbase Document
101.LAB**		XBRL Taxonomy Extension Label Linkbase Document
101.PRE**		XBRL Taxonomy Extension Presentation Linkbase Document

_____________

* Filed herewith.

** XBRL Information is furnished and not filed or a part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and otherwise is not subject to liability under these sections.

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SIGNATURES

In accordance with Section 13 or 15(d) of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

		PERKINS OIL & GAS, INC.
		(Registrant)


Dated: June 15, 2018		/s/ Sonny Arandia
		Sonny Arandia
		Chief Executive Officer, Chief Financial Officer, Secretary, Treasurer and Director
		(Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer)

Perkins Oil & Gas, Inc. 10-Q/A