standarddrilling10q063009.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

(Mark One)

[X]	QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2009

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

For the transition period from ____________ to ______________

Commission file number: 000-51569

STANDARD DRILLING, INC.

(Exact name of registrant as specified in its charter)

Nevada (State or other jurisdiction of incorporation or organization)	84-1598154 (I.R.S. Employer IdentificationNo.)
1640 Terrace Way, Walnut Creek, California (Address of principal executive offices)	94597 (Zip Code)

(925) 938-0406

(Registrant's telephone number, including area code)

Not applicable

(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. Yes x 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 preceeding 12 (or for such shorter period that the registrant was required to submit and post such files). Yes ¨ No ¨

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

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

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

As of August 19, 2009, the registrant had 33,458,880 shares of common stock, $0.001 par value per share, outstanding ("Common Stock").

STANDARD DRILLING, INC.

FORM 10-Q

June 30, 2009

TABLE OF CONTENTS

		Page No.
PART I. - FINANCIAL INFORMATION
Item 1.	Financial Statements.	3
Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations.	9
Item 3.	Quantative and Qualitative Disclosures About Market Risk.	12
Item 4T	Controls and Procedures.	12
PART II - OTHER INFORMATION
Item 1.	Legal Proceedings.	13
Item 1A.	Risk Factors.	13
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds.	15
Item 3.	Defaults Upon Senior Securities.	15
Item 4.	Submission of Matters to a Vote of Security Holders.	15
Item 5.	Other Information.	15
Item 6.	Exhibits.	16

CAUTIONARY STATEMENT REGARDING FORWARD LOOKING INFORMATION

This report contains forward-looking statements. These forward-looking statements are subject to known and unknown risks, uncertainties and other factors which may cause actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. These forward-looking statements were based on various factors and were derived utilizing numerous assumptions and other factors that could cause our actual results to differ materially from those in the forward-looking statements. These factors include, but are not limited to, our ability to consummate the acquisition of an operating entity and/or assets, our ability to generate revenues and pay our operating expenses, our ability to raise capital as necessary, economic, political and market conditions and fluctuations, government and industry regulation, interest rate risk, U.S. and global competition, and other factors. Most of these factors are difficult to predict accurately and are generally beyond our control. You should consider the areas of risk described in connection with any forward-looking statements that may be made herein. Readers are cautioned not to place undue reliance on these forward-looking statements and readers should carefully review this report in its entirety, together with our Annual Report on Form 10-K for the year ended December 31, 2008, including the risks described in "Item 1A. - Risk Factors". Except for our ongoing obligations to disclose material information under the Federal securities laws, we undertake no obligation to release publicly any revisions to any forward-looking statements, to report events or to report the occurrence of unanticipated events. These forward-looking statements speak only as of the date of this report, and you should not rely on these statements without also considering the risks and uncertainties associated with these statements and our business.

OTHER PERTINENT INFORMATION

Unless specifically set forth to the contrary, when used in this report the terms “Standard Drilling", "we"", "our", the "Company" and similar terms refer to Standard Drilling, Inc., a Nevada corporation. In addition, when used herein and unless specifically set forth to the contrary, “2009” refers to the year ending December 31, 2009 and “2008” refers to the year ended December 31, 2008.

PART I. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

STANDARD DRILLING, INC.
Balance Sheets


ASSETS

	June 30,			December 31,
	2009			2008
CURRENT ASSETS	(Unaudited)

Cash and cash equivalents	$	367,600		$	485,200

Total Current Assets		367,600			485,200

TOTAL ASSETS	$	367,600		$	485,200


LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)


CURRENT LIABILITIES

Accounts payable	$	-		$	-

Total Current Liabilities		-			-

TOTAL LIABILITIES		-			-

STOCKHOLDERS' EQUITY (DEFICIT)

Preferred stock; 10,000,000 shares authorized,
at $0.001 par value, zero shares issued and outstanding		-			-
Common stock; 100,000,000 shares authorized,
at $0.001 par value, 33,458,880 and 33,458,880
shares issued and outstanding, respectively		33,459			33,459
Additional paid-in capital		17,872,951			17,872,951
Accumulated deficit		(17,538,810	)		(17,421,210	)

Total Stockholders' Equity (Deficit)		367,600			485,200

TOTAL LIABILITIES AND STOCKHOLDERS'
EQUITY (DEFICIT)	$	367,600		$	485,200

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

STANDARD DRILLING, INC.

Statements of Operations

(Unaudited)

														From Inception
														of the
														Development
														Stage on
	For the Three							For the Six						February 14,
	Months Ended							Months Ended						2006 Through
	June 30,							June 30,						June 30,
	2009				2008			2009			2008			2009


REVENUES - Drilling		$	-		$	-		$	-		$	-		$	-

COST OF SALES			-			-			-			-			-

GROSS PROFIT			-			-			-			-			-

OPERATING EXPENSES

General and administrative			42,488			1,251,891			120,037			1,390,447			1,749,729

Total Operating Expenses			42,488			1,251,891			120,037			1,390,447			1,749,729

OPERATING LOSS			(42,488	)		(1,251,891	)		(120,037	)		(1,390,447	)		(1,749,729	)

OTHER INCOME (EXPENSE)

Interest expense			-			-			-			-			-
Interest income			906			-			2,437			-			3,319

Total Other Income
(Expense)			906			-			2,437			-			3,319

LOSS BEFORE
DISCONTINUED
OPERATIONS			(41,582	)		(1,251,891	)		(117,600	)		(1,390,447	)		(1,746,410	)

Loss from Discotinued
Operations			-			-			-			-			(15,792,400	)


NET LOSS		$	(41,582	)	$	(1,251,891	)	$	(117,600	)	$	(1,390,447	)	$	(17,538,810	)

BASIC AND DILUTED
LOSS PER SHARE		$	(0.00	)	$	(0.04	)	$	(0.00	)	$	(0.04	)

WEIGHTED AVERAGE
NUMBER OF SHARES
OUTSTANDING			33,458,880			34,207,000			33,458,880			34,207,000

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

STANDARD DRILLING, INC.

Statements of Stockholders' Equity (Deficit)



							Additional			Stock			Prepaid			Retained
	Common Stock						Paid-In			Subscriptions			Stock			Earnings
	Shares			Amount			Capital			Receivable			Awards			(Deficit)

Balance at inception on February 14, 2006		-		$	-		$	-		$	-		$	-		$	-

Initial capital from founding shareholders
for services rendered		23,000,000			23,000			-			-			-			-

Issuance of common stock for cash, prepaid
services, and subscriptions receivable		22,073,000			22,073			18,026,709			(370,000	)		(722,755	)		-

Net loss for the period from inception
on February 14, 2006 through
December 31, 2006		-			-			-			-			-			(3,624,042	)

Balance, December 31, 2006		45,073,000			45,073			18,026,709			(370,000	)		(722,755	)		(3,624,042	)

Cash received on subscriptions receivable		-			-			-			317,600			-			-

Amortization of prepaid services to paid-in capital		-			-			(742,472	)		-			722,755			-

Write-off of stock subscriptions receivable		-			-			-			52,400			-			-

Common shares cancelled		(10,866,000	)		(10,866	)		(55,754	)		-			-			-

Net loss for the year ended
December 31, 2007		-			-			-			-			-			(12,243,212	)

Balance, December 31, 2007		34,207,000			34,207			17,228,483			-			-		$	(15,867,254	)

Fair value of options granted and amended		-			-			643,720			-			-			-

Common shares cancelled		748,120			(748	)		748

Net loss for the year ended
December 31, 2008		-			-			-			-			-			(1,553,956	)

Balance, December 31, 2008		33,458,880			33,459			17,872,951			-			-			(17,421,210	)

Net loss for the six months ended
June 30, 2009 (unaudited)		-			-			-			-			-			(117,600	)

Balance, June 30, 2009 (unaudited)		33,458,880		$	33,459		$	17,872,951		$	-		$	-		$	(17,538,810	)

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

STANDARD DRILLING, INC.

Statements of Cash Flows

(Unaudited)

								From Inception
								of the Development
								Stage on
	For the Six				For the Six			February 14, 2006
	Months Ended				Months Ended			Through
	June 30,				June 30,			June 30,
	2009				2008			2009
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss		$	(117,600	)	$	(1,390,447	)	$	(17,538,810	)
Adjustments to reconcile net loss to net cash
used by operating activities:
Depreciation, depletion and amortization			-			-			476,710
Common stock issued for services			-			-			575,242
Loss on equity investment			-			-			59,146
Gain on disposal of equity instruments			-			-			(39,497	)
Fair value of options granted			-			643,720			643,720
Write-off of notes receivable			-			-			600,000
Loss on disposal of assets			-			-			(476,709	)
Changes in operating assets and liabilities
Increase in accounts receivable			-			600,000			(197,463	)
Increase in prepaid expenses			-			-			(219,165	)
Decrease in deposits			-			-			5,285
Change in accounts payable			-			12,377			1,303,028
Increase in accrued expenses			-			-			(728,051	)

Net Cash Used by Operating Activities			(117,600	)		(134,350	)		(15,536,564	)

CASH FLOWS FROM INVESTING ACTIVITIES

Purchase of oil and gas properties			-			-			(2,427,507	)
Change in fixed assets			-			-			1,074,406
Change in deposits on fixed assets			-			-			671,138
Change in notes receivable			-			-			(600,000	)
Cash paid on equity investment			-			-			(87,500	)

Net Cash Used by Investing Activities			-			-			(1,369,463	)

CASH FLOWS FROM FINANCING ACTIVITIES

Change in notes payable, net			-			-			-
Cash received on subscriptions receivable			-			-			317,600
Sale of common stock for cash			-			-			16,956,027

Net Cash Provided by Financing Activities			-			-			17,273,627

NET DECREASE IN CASH			(117,600	)		(134,350	)		367,600

CASH AT BEGINNING OF PERIOD			485,200			795,436			-

CASH AT END OF PERIOD		$	367,600		$	661,086		$	367,600


SUPPLIMENTAL DISCLOSURES OF
CASH FLOW INFORMATION

CASH PAID FOR:

Interest		$	-		$	544		$	11,324
Income Taxes		$	-		$	-		$	-

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

STANDARD DRILLING, INC.

(A Development Stage Company)

Notes to Financial Statements

June 30, 2009 and December 31, 2008

NOTE 1 - CONDENSED FINANCIAL STATEMENTS

The accompanying financial statements have been prepared by the Company without audit. In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations, and cash flows at June 30, 2009, and for all periods presented herein, have been made.

Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted. It is suggested that these condensed financial statements be read in conjunction with the financial statements and notes thereto included in the Company's December 31, 2008 audited financial statements. The results of operations for the periods ended June 30, 2009 and 2008 are not necessarily indicative of the operating results for the full years.

NOTE 2 – SIGNIFICANT ACCOUNTING POLICIES

Recent Accounting Pronouncements

In May 2009, the FASB issued FAS 165, “Subsequent Events”. This pronouncement establishes standards for accounting for and disclosing subsequent events (events which occur after the balance sheet date but before financial statements are issued or are available to be issued). FAS 165 requires and entity to disclose the date subsequent events were evaluated and whether that evaluation took place on the date financial statements were issued or were available to be issued. It is effective for interim and annual periods ending after June 15, 2009. The adoption of FAS 165 did not have a material impact on the Company’s financial condition or results of operation.

In June 2009, the FASB issued FAS 166, “Accounting for Transfers of Financial Assets” an amendment of FAS 140. FAS 140 is intended to improve the relevance, representational faithfulness, and comparability of the information that a reporting entity provides in its financial statements about a transfer of financial assets: the effects of a transfer on its financial position, financial performance , and cash flows: and a transferor’s continuing involvement, if any, in transferred financial assets. This statement must be applied as of the beginning of each reporting entity’s first annual reporting period that begins after November 15, 2009. The Company does not expect the adoption of FAS 166 to have an impact on the Company’s results of operations, financial condition or cash flows.

In June 2009, the FASB issued FAS 167, “Amendments to FASB Interpretation No. 46(R) ”. FAS 167 is intended to (1) address the effects on certain provisions of FASB Interpretation No. 46 (revised December 2003), Consolidation of Variable Interest Entities, as a result of the elimination of the qualifying special-purpose entity concept in FAS 166, and (2) constituent concerns about the application of certain key provisions of Interpretation 46(R), including those in which the accounting and disclosures under the Interpretation do not always provided timely and useful information about an enterprise’s involvement in a variable interest entity. This statement must be applied as of the beginning of each reporting entity’s first annual reporting period that begins after November 15, 2009. The Company does not expect the adoption of FAS 167 to have an impact on the Company’s results of operations, financial condition or cash flows.

In June 2009, the FASB issued FAS 168, “The FASB Accounting Standards Codification and the Hierarchy of Generally Accepted Accounting Principles”. FAS 168 will become the source of authoritative U.S. generally accepted accounting principles (GAAP) recognized by the FASB to be applied by nongovernmental entities. Rules and interpretive releases of the Securities and Exchange Commission (SEC) under authority of federal securities laws are also sources of authoritative GAAP for SEC registrants. On the effective date of this Statement, the Codification will supersede all then-existing non-SEC accounting and reporting standards. All other nongrandfathered non-SEC accounting literature not included in the Codification will become nonauthoritative. This statement is effective for financial statements issued for interim and annual periods ending after September 15, 2009.The Company does not expect the adoption of FAS 168 to have an impact on the Company’s results of operations, financial condition or cash flows.

STANDARD DRILLING, INC.

(A Development Stage Company)

Notes to Financial Statements

June 30, 2009 and December 31, 2008

NOTE 3 - GOING CONCERN

The Company's financial statements are prepared using generally accepted accounting principles in the United States of America applicable to a going concern which contemplates the realization of assets and liquidation of liabilities in the normal course of business. 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.

ITEM 2.

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.

OVERVIEW

We are considered a "shell company" under Federal securities laws. Our business plan is to seek to acquire assets or shares of an entity actively engaged in business which generates revenues in exchange for our securities. We will not restrict our search to any specific business, industry, or geographical location and we may participate in a business venture of virtually any kind or nature. This discussion of the proposed business is purposefully general and is not meant to be restrictive of our virtually unlimited discretion to search for and enter into potential business opportunities. Management anticipates that it may be able to participate in only one potential business venture because we have nominal assets and limited financial resources. This lack of diversification should be considered a substantial risk to our stockholders because it will not permit us to offset potential losses from one venture against gains from another.

PLAN OF OPERATIONS

We currently plan to investigate and, if such investigation warrants, acquire a target company or business seeking the perceived advantages of being a publicly held corporation and, to a lesser extent that desires to employ our funds in its business. Our principal business objective for the next 12 months and beyond will be to achieve long-term growth potential through a combination with a business rather than immediate, short-term earnings. We will not restrict our potential candidate target companies to any specific business, industry or geographical location and, thus, may acquire any type of business.

The analysis of new business opportunities will be undertaken by or under the supervision of Mr. David S. Rector, our sole officer and director. As of the date of this filing, we have not had any conversations with potential merger or acquisition targets nor have we entered into any definitive agreement with any party. In our efforts to analyze potential acquisition targets, we may consider the following kinds of factors:

•	Potential for growth, indicated by new technology, anticipated market expansion or new products;

•	Competitive position as compared to other firms of similar size and experience within the industry segment as well as within the industry as a whole;

•	Strength and diversity of management, either in place or scheduled for recruitment;

•	Capital requirements and anticipated availability of required funds, to be provided by us or from operations, through the sale of additional securities, through joint ventures or similar arrangements or from other sources;

•	The cost of participation by us as compared to the perceived tangible and intangible values and potentials;

•	The extent to which the business opportunity can be advanced;

•	The accessibility of required management expertise, personnel, raw materials, services, professional assistance and other required items; and

•	Other relevant factors.

In applying the foregoing criteria, no one of which will be controlling, our management will attempt to analyze all factors and circumstances and make a determination based upon reasonable investigative measures and available data. Potentially available business opportunities may occur in many different industries, and at various stages of development, all of which will make the task of comparative investigation and analysis of such business opportunities extremely difficult and complex. Due to the limited capital we have available for investigation, we may not discover or adequately evaluate adverse facts about the opportunity to be acquired.

The manner in which we participate in an opportunity will depend upon the nature of the opportunity, our respective needs and desires as well as those of the promoters of the opportunity, and the relative negotiating strength of us and such promoters.

It is likely that we will acquire our participation in a business opportunity through the issuance of common stock or other securities. Although the terms of any such transaction cannot be predicted, it should be noted that in certain circumstances the criteria for determining whether or not an acquisition is a so-called "tax free" reorganization under Section 368(a)(1) of the Internal Revenue Code of 1986, as amended (the "Code"), depends upon the issuance to the stockholders of the acquired company of at least 80% of the common stock of the combined entities immediately following the reorganization. If a transaction were structured to take advantage of these provisions rather than other "tax free" provisions provided under the Code, all prior stockholders would in such circumstances retain 20% or less of the total issued and outstanding shares. Under other circumstances, depending upon the relative negotiating strength of the parties, prior stockholders may retain substantially less than 20% of the total issued and outstanding shares. This could result in substantial additional dilution to the equity of those who were our stockholders prior to such reorganization.

Our present stockholders will likely not have control of a majority of our voting shares following a reorganization transaction. As part of such a transaction, our current director may resign and new directors may be appointed without any vote by stockholders.

In the case of an acquisition, the transaction may be accomplished upon the sole determination of our management without any vote or approval by stockholders. In the case of a statutory merger or consolidation directly involving our company, it will likely be necessary to call a stockholders' meeting and obtain the approval of the holders of a majority of the outstanding shares. The necessity to obtain such stockholder approval may result in delay and additional expense in the consummation of any proposed transaction and will also give rise to certain appraisal rights to dissenting stockholders. Most likely, management will seek to structure any such transaction so as not to require stockholder approval if possible.

It is anticipated that the investigation of specific business opportunities and the negotiation, drafting and execution of relevant agreements, disclosure documents and other instruments will require substantial management time and attention and substantial cost for accountants, attorneys and others. If a decision is made not to participate in a specific business opportunity, the costs theretofore incurred in the related investigation would not be recoverable. Furthermore, even if an agreement is reached for the participation in a specific business opportunity, the failure to consummate that transaction may result in our loss of the related costs incurred.

During the first half of 2009 we had only minimal expenses, which mainly consisted of filing fees and expenses associated with our ongoing public reporting expenses and minimal fees associated with searching out potential merger or acquisition targets.

We do not currently engage in any business activities that provide us with positive cash flows. As such, the costs of investigating and analyzing business combinations for the next approximately 12 months and beyond will be paid with our current cash and other current assets on hand and through funds raised through other sources, which may not be available on favorable terms, if at all.

During the next 12 months we anticipate incurring costs related to:

(i)	filing of our quarterly, annual and other reports under the Securities Exchange Act of 1934, and
(ii)	costs relating to consummating an acquisition.

We believe we will be able to meet these costs with our current cash on hand .

Results of Operations

Three Months Ended June 30, 2009

Revenues and Other Income

We had no revenues in either of the three month periods ended June 30, 2009 or 2008. We had no other income for either of the three month periods ended June 30, 2009 or 2008.

Expenses

We had general and administrative expenses of $42,488 in the three month period ended June 30, 2009, a decrease of $1,209,403 from the $1,251,891 of general and administrative expenses incurred in the three month period ended June 30, 2008. The decrease in general and administrative expense is primarily attributable to the Company’s issuance of stock options for services during the six months ended June 30, 2008. We recorded interest income of $906 in the three months ended June 30, 2009, an increase of $906 from the three months ended June 30, 2008. The increase in interest income is attributable to the fact that the Company’s cash account balances being moved into interest-bearing accounts.

Net Losses

We had a net loss of $(41,582), or $0.00 per share, during the three month period ended June 30, 2009, compared to a net loss of $(1,251,891), or $0.04 per share, during the comparable period of 2008.

Six Months Ended June 30, 2009

Revenues and Other Income

We had no revenues in either of the six month periods ended June 30, 2009 or 2008. We had no other income for either of the six month periods ended June 30, 2009 or 2008.

Expenses

We had general and administrative expenses of $120,037 in the six month period ended June 30, 2009, a decrease of $1,270,410 from the $1,390,447 of general and administrative expenses incurred in the six month period ended June 30, 2008. The decrease in general and administrative expenses is primarily attributable to a decrease in stock options granted for services. We recorded interest income of $2,437 in the six months ended June 30, 2009, an increase of $2,437 from the six months ended June 30, 2007. The increase in interest income is attributable to the fact that the Company’s cash account balances being moved into interest-bearing accounts.

Net Losses

We had a net loss of $(117,600, or $0.00 per share, during the six month period ended June 30, 2009, compared to a net loss of $(1,390,447), or $0.04 per share, during the comparable period of 2008. The primary reason for the decrease in net loss was a decrease in stock options granted for services.

LIQUIDITY AND CAPITAL RESOURCES

At June 30, 2009, we had current assets consisting solely of cash and cash equivalents of $367,600.

At June 30, 2009, we had current liabilities of $-0-.

At June 30, 2009, we had a total accumulated deficit of $17,538,810.

We expect to have monthly overhead costs of approximately $25,000 per month for the next twelve months. Since our inception, our primary sources of liquidity have been generated by the sale of equity securities (including the issuance of securities in exchange for goods and services to third parties and to pay costs of employees). Our future liquidity and our liquidity in the next 12 months, depends on our continued ability to obtain sources of capital to fund our continuing operations and to seek out potential merger and acquisition partners. As of June 30, 2009, our remaining cash balance will be sufficient to cover our current liabilities, obligations and contractual commitments for the remainder of 2009. The actual amount and timing of our capital expenditures may differ materially from our estimates. In addition, we may need to raise additional capital through the sale of equity and/or debt securities to complete the acquisition of an operating company; however, it is unlikely that we will be able raise additional capital until we identify and possibly close such an acquisition for our company . Even then, given the relative present illiquidity of the capital markets there are no assurances we will be able to raise any necessary capital. If we are not able to raise capital as necessary, it is possible we will be unable to close an acquisition which will provide operating revenues to our company. In that event, the likelihood that we can continue as a going concern is doubtful and investors could lose their entire investment in our company.

Cash Flows

For the six months ended June 30, 2009, net cash used by operating activities was $117,600, attributable entirely to a net loss of $117,600. We did not report any cash used in investing or financing activities during the six months ended June 30, 2009.

OFF-BALANCE SHEET ARRANGEMENTS

As of June 30, 2009, we had no off-balance sheet arrangements.

CRITICAL ACCOUNTING POLICIES

Our discussion and analysis of our financial condition and results of operations is based upon our unaudited 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, and related disclosure of any contingent assets and liabilities. On an on-going basis, we evaluate our estimates, including those related to uncollectible receivables, investment values, income taxes, the recapitalization and contingencies. We base our estimates on various assumptions that we believe to be reasonable under the circumstances, the results of which form the basis for making judgments about carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions.

RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS

The Company does not expect the adoption of any recently issued accounting pronouncements to have a significant impact on the Company’s results of operations, financial position or cash flows.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Pursuant to Item 305(e) of Regulation S-K (§ 229.305(e)), the Company is not required to provide the information required by this Item as it is a “smaller reporting company,” as defined by Rule 229.10(f)(1).

ITEM 4. CONTROLS AND PROCEDURES

Evaluation of disclosure controls and procedures. We maintain "disclosure controls and procedures" as such term is defined in Rule 13a-15(e) under the Securities Exchange Act of 1934. In designing and evaluating our disclosure controls and procedures, our management recognized that disclosure controls and procedures, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of disclosure controls and procedures are met. Additionally, in designing disclosure controls and procedures, our management necessarily was required to apply its judgment in evaluating the cost-benefit relationship of possible disclosure controls and procedures. The design of any disclosure controls and procedures also is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions.

Based upon the evaluation of our sole officer and director of our disclosure controls and procedures as of the end of the period covered by this Quarterly Report on Form 10-Q (the "Evaluation Date"), our Chief Executive Officer who also serves as our Chief Financial Officer has concluded that as of the Evaluation Date that our disclosure controls and procedures were not effective such that the information relating to our company, required to be disclosed in our Securities and Exchange Commission reports (i) is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms and (ii) is accumulated and communicated to our management, including our Chief Executive Officer, to allow timely decisions regarding required disclosure. Our management concluded that our disclosure controls and procedures were not effective as a result of material weaknesses in our internal control over financial reporting. We are a small organization with only one employee. Under these circumstances it is impossible to segregate duties. We do not expect our internal controls to be effective until such time as we complete an acquisition of an operating company and even then there are no assurances that our disclosure controls will be adequate in future periods.

Changes in internal control over financial reporting. There were no changes in our internal control over financial reporting during our most recent fiscal quarter that materially affected, or were reasonably likely to materially affect, our internal control over financial reporting.

PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS.

From time to time, we may become a party to litigation or other legal proceedings that we consider to be a part of the ordinary course of our business. We are not currently involved in legal proceedings that could reasonably be expected to have a material adverse effect on our business, prospects, financial condition or results of operations. We may become involved in material legal proceedings in the future.

ITEM 1A. RISK FACTORS.

Before you invest in our securities, you should be aware that there are various risks. You should consider carefully these risk factors, together with all of the other information included in our Annual Report on Form 10-K for the year ended December 31, 2008 before you decide to purchase our securities. If any of the following risks and uncertainties develop into actual events, our business, financial condition or results of operations could be materially adversely affected.

Our auditors have raised substantial doubts as to our ability to continue as a going concern.

Our consolidated financial statements have been prepared assuming we will continue as a going concern. Since inception we have experienced recurring losses from operations, which losses have caused an accumulated deficit of approximately $17.4 million as of December 31, 2008. These factors, among others, raise substantial doubt about our ability to continue as a going concern. Our financial statements do not include any adjustments that might result from the outcome of this uncertainty. Following the transactions with Romfor West Africa and PBT, our operating expenses are minimal and will be funded from our existing working capital. However, we anticipate that we will continue to incur losses in future periods until we are successful in completing a business combination with an operating entity. If for some reason we are not able to consummate a business combination within a reasonable period of time, we may not have sufficient resources to continue meeting our reporting obligations with the Securities and Exchange Commission or other obligations which arise from our minimal operations. If we were to fail to continue to meet our SEC reporting obligations the attractiveness of our vehicle to an operating company would be severely diminished and our ability to consummate a business combination would be in jeopardy.

We currently do not have an operating business, but also do not intend to pursue a course of complete liquidation and dissolution, and accordingly, the value of your shares may decrease.

We currently do not have any operating business. We continue to incur operating expenses while we consider alternative operating plans. These plans may include business combinations with or investments in other operating companies, or entering into a completely new line of business. We have not yet identified any such opportunities, and thus, you will not be able to evaluate the impact of such a business strategy on the value of your stock. In addition, we cannot assure you that we will be able to identify any appropriate business opportunities. Even if we are able to identify business opportunities that our Board deems appropriate, we cannot assure you that such a strategy will provide you with a positive return on your investment, and it may in fact result in a substantial decrease in the value of your stock. These factors will substantially increase the uncertainty, and thus the risk, of investing in our shares.

Our sole officer and director does not devote all of his time and attention to our business.

Mr. Rector, who serves as our sole officer and director, devotes only approximately 20% of his time to the business and affairs of our company. Because Mr. Rector is primarily responsible for the identification and consummation of an acquisition of an operating company for us, we are materially dependent upon his efforts on our part. It is possible that because he does not spend his full time and efforts on our behalf that it may take longer to identify and close an acquisition of an operating company than if he was employed by us on a full-time basis.

We may not be able to identify or fully capitalize on any appropriate business opportunities.

We have not yet identified any appropriate business opportunities, and, due to a variety of factors outside of our control, we may not be able to identify or fully capitalize on any such opportunities. These factors include:

•	competition from other potential acquirors and partners of and investors in potential acquisitions, many of whom may have greater financial resources than we do;
•	in specific cases, failure to agree on the terms of a potential acquisition, such as the amount or price of our acquired interest, or incompatibility between us and management of the company we wish to acquire; and
•	the possibility that we may lack sufficient capital and/or expertise to develop promising opportunities.

Even if we are able to identify business opportunities that our Board deems appropriate, we cannot assure you that such a strategy will provide you with a positive return on your investment, and may in fact result in a substantial decrease in the value of your stock. In addition, if we enter into a combination with a business that has operating income, we cannot assure you that we will be able to utilize all or even a portion of our existing net operating loss carryover for federal or state tax purposes following such a business combination. If we are unable to make use of our existing net operating loss carryover, the tax advantages of such a combination may be limited, which could negatively impact the price of our stock and the value of your investment. These factors will substantially increase the uncertainty, and thus the risk, of investing in our shares.

Our common stock was removed from quotation on the OTC Bulletin Board because of our failure to timely file various reports with the Securities and Exchange Commission.

In December 2007 our common stock was determined to no longer be eligible for quotation on the OTC Bulletin Board as a result of our failure to comply with Financial Industry Regulatory Association (FINRA) Rule 6530. Under FINRA Rule 6530, which is informally known as the "Three Strikes Rule", a FINRA member is prohibited from quoting securities of an OTC Bulletin Board issuer such as our company if the issuer either fails to timely file these reports or is otherwise delinquent in the filing requirements three times in the prior two year period or if the issuer's common stock has been removed from quotation on the OTC Bulletin Board twice in that two year period. As a result, our common stock is now quoted on the Pink Sheets. Pink Sheets offers a quotation service to companies that are unable to list their securities on an exchange or for companies, such as ours, whose securities are not eligible for quotation on the OTC Bulletin Board. The requirements for quotation on the Pink Sheets are considerably lower and less regulated than those of the OTC Bulletin Board or an exchange. Because our common stock is quoted on the Pink Sheets, it is possible that even fewer brokers or dealers would be interested in making a market in our common stock which further adversely impacts its liquidity.

You may find it extremely difficult or impossible to resell our shares. Even if an active public market is established, we cannot guarantee you that there will ever be any liquidity in our common stock.

While our common stock is quoted on the Pink Sheets, there is not an active market for our common stock and there can be no assurance that an active public market for our common stock will ever be established. Purchasers of our shares of common stock will face significant obstacles if they wish to resell the shares. Absent an active public market for our common stock, an investment in our shares should be considered illiquid. Even if an active public market is established, it is unlikely a liquid market will develop. Because of our relatively small size and limited revenues, the investment community may show little or no interest in our securities and investors may not be readily able to liquidate their investment, if at all. Investors seeking liquidity in a security should not purchase our shares of common stock.

The tradability of our common stock is limited under the penny stock regulations which may cause the holders of our common stock difficulty should they wish to sell the shares.

Because the quoted price of our common stock is less than $5.00 per share, our common stock is considered a "penny stock," and trading in our common stock is subject to the requirements of Rule 15g-9 under the Securities Exchange Act of 1934. Under this rule, broker/dealers who recommend low-priced securities to persons other than established customers and accredited investors must satisfy special sales practice requirements. The broker/dealer must make an individualized written suitability determination for the purchaser and receive the purchaser's written consent prior to the transaction.

SEC regulations also require additional disclosure in connection with any trades involving a "penny stock," including the delivery, prior to any penny stock transaction, of a disclosure schedule explaining the penny stock market and its associated risks. These requirements severely limit the liquidity of securities in the secondary market because few broker or dealers are likely to undertake these compliance activities and this limited liquidity will make it more difficult for an investor to sell his shares of our common stock in the secondary market should the investor wish to liquidate the investment. In addition to the applicability of the penny stock rules, other risks associated with trading in penny stocks could also be price fluctuations and the lack of a liquid market.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.

None.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES.

None.

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

None.

ITEM 5. OTHER INFORMATION.

None.

ITEM 6. EXHIBITS.

31.1	Certificate of the Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002*
31.2	Certificate of the Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002*
32.1	Certificate of the Chief Executive Officer and Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002*

*Filed herewith

SIGNATURES

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

	STANDARD DRILLING, INC.

DATED: September 11, 2009	By: /s/ David S. Rector
	David S. Rector
	Chief Executive Officer , Chief Financial Officer, principal executive officer, principal accounting and financial officer