blkg_10q.htm

10-Q 1 blkg_10q.htm FORM 10-Q blkg_10q.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-Q

(Mark One)

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

For the quartzzerly period ended June 30, 2014

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 333-180230

BLACK STALLION OIL AND GAS, INC.

(Exact name of registrant as specified in its charter)

Delaware		990373017
(State or other jurisdiction of incorporation or organization)		(IRS Employer Identification No.)

5847 San Felipe Plaza, Suite 1720, Houston, TX		77057
(Address of principal executive offices)		(Zip Code)

713-821-1788

(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, or a small 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	o	Accelerated filer	o
Non-accelerated filer	o	Smaller reporting company	x
(Do not check if a smaller reporting company)

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act) x YES o 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.

43,872,000 common shares issued and outstanding as of August 14, 2014.

TABLE OF CONTENTS

PART I - FINANCIAL INFORMATION		3

Item 1.	Financial Statements	3

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	4

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	10

Item 4.	Controls and Procedures	11

PART II – OTHER INFORMATION		12

Item 1.	Legal Proceedings	12

Item 1A.	Risk Factors	12

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	12

Item 3.	Defaults Upon Senior Securities	12

Item 4.	Mine Safety Disclosures	12

Item 5.	Other Information	12

Item 6.	Exhibits	13

SIGNATURES		14

PART I - FINANCIAL INFORMATION

Item 1. Financial Statements

Our unaudited interim financial statements for the three and six month periods ended June 30, 2014 and 2013 and cumulative from inception form part of this quarterly report. They are stated in United States Dollars (US$) and are prepared in accordance with United States generally accepted accounting principles.

BLACK STALLION OIL & GAS INC

(An Exploration Stage Company)

INTERIM FINANCIAL STATEMENTS

for the six months ended JUNE 30, 2014

(unaudited)

CONTENTS:

Balance Sheets as of June 30, 2014 (unaudited) and December 31, 2013			F-2

Statements of Operations for the three and six months ended June 30, 2014 and 2013, and for the cumulative period from September 14, 2011 (date of inception) to June 30, 2014 (unaudited)			F-3

Statements of Stockholder's Deficit for the period from September 14, 2011 (date of inception) to June 30, 2014 (unaudited)			F-4

Statements of Cash Flows for the six months ended June 30, 2014 and 2013, and for the cumulative period from September 14, 2011 (date of inception) to June 30, 2014 (unaudited)			F-5

Notes to Unaudited Interim Financial Statements			F-6

F-1

BLACK STALLION OIL & GAS INC

(An Exploration Stage Company)

BALANCE SHEETS

(in U.S. Dollars)

	June 30, 2014 (unaudited)			December 31, 2013
	$			$
ASSETS
Current Assets:
Prepaid expenses		2,458			2,458
Total current assets		2,458			2,458

Intangible assets, net		6,950			6,950

TOTAL ASSETS		9,408			9,408

LIABILITIES AND STOCKHOLDERS’ DEFICIT

Current liabilities:
Accounts payable and accrued liabilities		12,477			3,859
Short-term borrowings from related party		63,971			41,881

Total Liabilities		76,448			45,740

Stockholders’ Deficit
Common stock, $0.0001 par value; 6,000,000,000 shares authorized; 43,872,000 shares issued and outstanding at June 30, 2014 and at December 31, 2013		4,387			4,387
Additional paid-in capital		67,292			67,292
Deficit accumulated during development stage		(138,719	)		(108,011	)

Total Stockholders’ Deficit		(67,040	)		(36,332	)

TOTAL LIABILITIES AND STOCKHOLDERS’ DEFICIT		9,408			9,408

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

F-2

BLACK STALLION OIL & GAS INC

(An Exploration Stage Company)

STATEMENTS OF OPERATIONS

(in U.S. Dollars)

(unaudited)

	Three Months Ended June 30,						Six Months Ended June 30,						Cumulative from September 14, 2011 (Inception) to June 30,
	2014			2013			2014			2013			2014
	$			$			$			$			$

Revenue								-			-			-

Operating expenses:
General and administrative:-
Consulting		-			1,000			-			5,000			16,000
Filing fees		822			754			2,690			1,627			11,874
Franchise tax		-			-			400			-			400
Other costs		1,548			113			3,554			269			6,185
Professional fees:-
- Accounting		500			-			1,000			2,400			6,400
- Audit fees		2,000			1,500			8,000			7,500			28,800
- Legal fees		1,473			-			4,561			-			18,451
- Setup costs		-			300			-			600			22,714
Rental expense		3,687			-			7,374			-			10,466
Research and development		-			-			3,129			-			17,429

Total operating expenses		(10,030	)		(3,667	)		(30,708	)		(17,396	)		(138,719	)

Net loss		(10,030	)		(3,667	)		(30,708	)		(17,396	)		(138,719	)

Loss per share - basic and diluted:

Loss per share attributable to common stockholders		-			-			-			-

Weighted average number of common shares outstanding		43,872,000			151,872,000			43,782,000			151,872,000

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

F-3

BLACK STALLION OIL & GAS INC

(An Exploration Stage Company)

STATEMENT OF STOCKHOLDERS' DEFICIT

for the period of SEPTEMBER 14, 2011 (INCEPTION) to JUNE 30, 2014

(in U.S. Dollars)

(unaudited)

	Common Stock						Additional Paid-in		Accumulated Deficit During Development			Treasury			Total Stockholders’
	Shares			Amount			Capital		Stage			Stock			Deficit
				$			$		$			$			$

Inception (September 14, 2011)		-			-			-		-			-			-

Common stock issued for cash at $0.00017 per share		132,000,000			13,200			8,800		-			-			22,000

Loss for the period		-			-			-		(50	)		-			(50	)

Balance at December 31, 2011		132,000,000			13,200			8,800		(50	)		-			21,950

Common stock issued for cash at $0.0025 per share		19,872,000			1,987			47,693		-			-			49,680

Loss for the year		-			-			-		(55,093	)		-			(55,093	)

Balance at December 31, 2012		151,872,000			15,187			56,493		(55,143	)		-			16,537

Acquisition of treasury stock, 108,000,000 shares for $1		-			-			-		-			(1	)		(1	)
Retirement of treasury stock		(108,000,000	)		(10,800	)		10,799		-			1			-

Loss for the year		-			-			-		(52,868	)		-			(52,868	)

Balance at December 31, 2013		43,872,000			4,387			67,292		(108,011	)		-			(36,332	)

Loss for the period		-			-			-		(30,708	)		-			(30,708	)

Balance at June 30, 2014		43,872,000			4,387			67,292		(138,719	)		-			(67,040	)

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

F-4

BLACK STALLION OIL & GAS INC

(An Exploration Stage Company)

STATEMENT OF CASH FLOWS

(in U.S. Dollars)

(unaudited)

	Six Months Ended June 30,						Cumulative from September 14, 2011 (Inception) to June 30,
	2014			2013			2014
	$			$			$
Cash Flows from Operating Activities

Net loss		(30,708	)		(17,396	)		(138,719	)

Changes in operating assets and liabilities
Accounts receivable and prepaid expenses		-			-			(2,458	)
Accounts payable and accrued liabilities		8,618			(14,564	)		12,477

Net cash used in operating activities		(22,090	)		(31,960	)		(128,700	)

Cash Flows from Investing Activities
Purchase of intangible assets		-			-			(6,950	)
Net cash used in investing activities		-			-			(6,950	)

Cash Flows from Financing Activities
Proceeds from short-term borrowings		22,090			-			63,970
Proceeds from issuance of common stock		-			-			71,680
Net cash provided by financing activities		22,090			-			135,650

Decrease in cash and cash equivalents		-			(31,960	)		-

Cash and cash equivalents at beginning of the period		-			32,311			-

Cash and cash equivalents at end of the period		-			351			-

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

F-5

BLACK STALLION OIL & GAS INC

(An Exploration Stage Company)

NOTES TO INTERIM FINANCIAL STATEMENTS

(unaudited)

NOTE 1 – NATURE OF BUSINESS AND BASIS OF PRESENTATION

Black Stallion Oil & Gas Inc (the “Company”) is a Delaware corporation. The Company is in the exploration stage as defined by Accounting Standards Codification 915 (ASC 915), “Accounting and reporting by Development Stage Enterprises” as interpreted by the Securities and Exchange Commission in its Industry Guides for oil and gas companies.

The Company is devoting substantially all of its efforts to development of its business plans.

On September 10, 2013, the Company changed its name to Black Stallion Oil & Gas Inc (formerly Secure IT Corp) and changed its business plan to that of exploration and development of oil and gas properties.

Basis of Presentation

The Company maintains its accounting records on an accrual basis in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”).

These financial statements are presented in US dollars.

Fiscal Year End

The Corporation has adopted a fiscal year end of December 31.

Unaudited Interim Financial Statements

The interim financial statements of the Company as of June 30, 2014, and for the periods then ended, and cumulative from inception, are unaudited. However, in the opinion of management, the interim financial statements include all adjustments, consisting of only normal recurring adjustments, necessary to present fairly the Company’s financial position as of June 30, 2014, and the results of its operations and its cash flows for the six month period ended June 30, 2014, and cumulative from inception. These results are not necessarily indicative of the results expected for the calendar year ending December 31, 2014. The accompanying financial statements and notes thereto do not reflect all disclosures required under accounting principles generally accepted in the United States. Refer to the Company’s audited financial statements as of December 31, 2013, filed with the SEC, for additional information, including significant accounting policies.

Going concern

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates the realization of assets and the liquidation of liabilities in the normal course of business. As at June 30, 2014 the Company has negative working capital of $73,990 and accumulated losses from operations of $138,719 and has earned no revenues since inception. The Company intends to fund operations through equity financing arrangements, which may be insufficient to fund its capital expenditures, working capital and other cash requirements for the year ending December 31, 2014.

The ability of the Company to emerge from the development stage is dependent upon, among other things, obtaining additional financing to continue operations, and development of its business plan. In response to these problems, management intends to raise additional funds through public or private placement offerings.

These factors, among others, raise substantial doubt about the Company’s ability to continue as a going concern. The accompanying financial statements do not include any adjustments that might result from the outcome of this uncertainty.

F-6

Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States 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 or revenues and expenses during the reporting period. Actual results could differ from those estimates.

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The principal accounting policies are set out below, these policies have been consistently applied to the period presented, unless otherwise stated:

Cash and cash equivalents

Cash and equivalents include investments with initial maturities of three months or less. The Company maintains its cash balances at credit-worthy financial institutions that are insured by the Federal Deposit Insurance Corporation ("FDIC") up to $250,000.

Property, plant and equipment

The Company does not own any property, plant and equipment.

Intellectual Properties

The Company has adopted the provisions of ASC 350-50, Website Development Costs. All costs incurred during the planning phase of a website are expensed as research and development.

Costs incurred in the development stage, including the purchase of a domain name, are capitalized and reviewed annually for impairment.

Expenses subsequent to the launch will be expensed as research and development expenses. The Company will expense upgrades and revisions to its website as incurred.

Once the website is available for use, the asset will be amortized over its useful life on a straight line basis, estimated to be 3 years, and is tested for impairment annually.

Oil and natural gas properties

The Company follows the full-cost method of accounting for oil and gas properties. Accordingly, all costs associated with acquisition, exploration and development of oil and gas reserves, including directly related overhead costs, are capitalized.

All capitalized costs of oil and gas properties, including the estimated future costs to develop proved reserves, are amortized on the unit-of-production method using estimates of proved reserves. Investments in unproved properties and major development projects are not amortized until proved reserves associated with the projects can be determined or until impairment occurs. If the results of an assessment indicate that the properties are impaired, the amount of the impairment is included in loss from continuing operations before income taxes and the adjusted carrying amount of the unproved properties is amortized on the unit-of-production method.

Impairment of Long Lived Assets

The Company reviews and evaluates long-term assets for impairment when events or changes in circumstances indicate that the related carrying amounts may not be recoverable. The assets are subject to impairment consideration under ASC 360-10-35-17 if events or circumstances indicate that their carrying amount might not be recoverable. When the Company determines that an impairment analysis should be done, the analysis will be performed using the rules of ASC 930-360-35 Asset Impairment, and 360-10-15-3 through 15-5, Impairment or Disposal of Long-Term Assets.

F-7

Accounts payable and accrued liabilities

Accounts payable and accrued liabilities are carried at amortized cost and represent liabilities for goods and services provided to the Company prior to the end of the financial year that are unpaid and arise when the Company becomes obliged to make future payments in respect of the purchase of these goods and services.

Earnings per share

The Company computes net loss per share in accordance with ASC 260, "Earnings per Share" ASC 260 requires presentation of both basic and diluted earnings per share (“EPS”) on the face of the income statement. Basic EPS is calculated by dividing the profit or loss attributable to common shareholders of the Company by the weighted average number of common shares outstanding during the period. Diluted EPS is determined by adjusting the profit or loss attributable to common shareholders and the weighted average number of common shares outstanding for the effects of all potential dilutive common shares, which comprise options granted to employees. As at June 30, 2014, the Company had no potentially dilutive shares.

Income taxes

Income taxes are accounted for in accordance with ASC Topic 740, “Income Taxes.” Under the asset and liability method, deferred tax assets and liabilities are recognized for the future consequences of differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases (temporary differences). Deferred tax assets and liabilities are measured using tax rates expected to apply to taxable income in the years in which those temporary differences are recovered or settled. Valuation allowances for deferred tax assets are established when it is more likely than not that some portion or all of the deferred tax assets will not be realized.

Treasury Stock

We account for treasury stock under the cost method. When treasury stock is re-issued at a price higher than its cost, the difference is recorded as a component of additional paid-in-capital in our Balance Sheets. When treasury stock is re-issued at a price lower than its cost, the difference is recorded as a component of additional paid-in-capital to the extent that there are gains to offset the losses. If there are no treasury stock gains in additional paid-in-capital, the losses upon re-issuance of treasury stock are recorded as a component of retained earnings in our Balance Sheets. The Company’s accounting policy upon the formal retirement of treasury stock is to deduct its par value from Common Stock and to reflect any excess of cost over par value as a deduction from Additional Paid-in Capital.

NOTE 3 – INTANGIBLE ASSETS

Intangible assets consist of capitalized website development costs. As of June 30, 2014, development costs of $6,950 relating to website creation, development and launch have been capitalized. Expenses incurred during the planning phase amounting to $17,429 have been expensed as research and development.

NOTE 4 – SHORT-TERM BORROWINGS FROM RELATED PARTY

	June 30,		December 31,
	2014		2013
	$		$

Loans from related parties		63,971		41,881

The above loan is unsecured, bears no interest and has no set terms of repayment. This loan is repayable on demand.

F-8

NOTE 5 – STOCKHOLDER’S DEFICIT

Common Stock

On September 30, 2011, the Company issued 132,000,000 shares of common stock to the directors of the Company at a price of $0.00017 per share, for $22,000.

On September 10, 2012, the Company issued 19,872,000 free trading shares of common stock at $0.0025 per share to a total of 46 stockholders for consideration of $49,680.

On September 9, 2013, the Director then approved a sixty new, for one old share in a forward split of the Company's outstanding shares of common stock. All share and per share data in the accompanying financial statements and footnotes has been adjusted retrospectively for the effects of the stock split.

On September 9, 2013, the Company entered into a share cancellation/return to treasury agreement with Mr. George Drazenovic, the Company's president; wherein Mr. Drazenovic agreed to the cancellation and return to treasury of 108,000,000 shares of common stock of our company for $1.

Treasury Stock

Retirement of Treasury Stock

On September 9, 2013, the Company retired 108,000,000 shares of common stock. These retired shares are now included in the Company’s pool of authorized but unissued shares.

NOTE 6 – INCOME TAXES

The provision (benefit) for income taxes for the periods ended June 30, 2014 and 2013 were as follows (assuming a 15% effective tax rate):

	June 30,			June 30,
	2014			2013
	$			$

Current Tax Provision
Federal-
Taxable income
Total current tax provision		-			-
		-			-

Deferred Tax Provision
Federal-
Loss carry forwards		4,606			2,609
Change in valuation allowance		(4,606	)		(2,609	)
Total deferred tax provision		-			-

F-9

The Company had deferred income tax assets as of June 30, 2014 and December 31, 2013 as follows:

	June 30,			December 31,
	2014			2013
	$			$

Loss carry forwards		20,807			16,201
Less - Valuation allowance		(20,807	)		(16,201	)
		-			-

The Company provided a valuation allowance equal to the deferred income tax assets for periods ended June 30, 2014 and December 31, 2013 because it is not presently known whether future taxable income will be sufficient to utilize the loss carryforwards.

As of June 30, 2014, the Company had approximately $138,719 in tax loss carryforwards that can be utilized future periods to reduce taxable income, and expire by the year 2034.

The Company did not identify any material uncertain tax positions. The Company did not recognize any interest or penalties for unrecognized tax benefits.

The federal income tax returns of the Company are subject to examination by the IRS, generally for three years after they are filed.

NOTE 7 – RELATED PARTY TRANSACTIONS

Details of transactions between the Company and related parties are disclosed below:

The following entities have been identified as related parties :

George Drazenovic - Director and greater than 10% stockholder

	June 30,		December 31,
	2014		2013
	$		$
The following transactions were carried out with related parties:

Balance sheets:
Short-term borrowings - Director		63,971		41,881

From time to time, the director and stockholder of the Company provides advances to the Company for its working capital purposes. These advances bear no interest and are due on demand.

F-10

NOTE 8 – RECENT ACCOUNTING STANDARDS UPDATES

In June 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-10—Development Stage Entities (Topic 915): Elimination of Certain Financial Reporting Requirements, Including an Amendment to Variable Interest Entities Guidance in Topic 810, Consolidation. ASU 2014-10 eliminates several of the reporting requirements for development stage entities, including the requirement to present inception to date information in the statements of income, cash flows, and shareholder equity, and to label the financial statements as those of a development stage entity. ASU 2014-10 also clarifies that the guidance in Accounting Standards Codification ("ASC") Topic 275, "Risks and Uncertainties", is applicable to entities that have not commenced principal operations, and eliminates an exception to the sufficiency-of-equity risk criterion for development stage entities, and will require all reporting entities that have an interest in development stage enterprises to apply consistent consolidation guidance for variable interest entities. ASU 2014-10 is effective for all annual reporting periods beginning after December 15, 2014, with early adoption permitted.

The Company does not expect that the adoption of any recent accounting pronouncements will have a material impact to its financial statements.

NOTE 9 – SUBSEQUENT EVENTS

On February 23, 2014 the Company entered into a Lease Assignment Agreement with West Bakken Energy Holdings Ltd to acquire from an unaffiliated oil and gas company, an undivided 100% interests (a 50% working interest) in certain oil and gas properties, comprising approximately 12,233,93 acres of land located in Montana, United States.

As consideration, the Company has agreed to issue 1,100,000 shares of common stock to West Bakken Energy Holdings Ltd at a purchase price of $0.50 per share of common stock, for a total proceeds of $550,000. As of the date of this quarterly report the shares have not been issued by the Company.

In accordance with ASC 855-10, Company management reviewed all material events through the date of this report and determined that there are no additional material subsequent events to report.

F-11

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Forward-Looking Statements

This report on Form 10-Q contains certain forward-looking statements. All statements other than statements of historical fact are “forward-looking statements” for purposes of these provisions, including any projections of earnings, revenues, or other financial items; any statements of the plans, strategies, and objectives of management for future operation; any statements concerning proposed new products, services, or developments; any statements regarding future economic conditions or performance; statements of belief; and any statement of assumptions underlying any of the foregoing. Such forward-looking statements are subject to inherent risks and uncertainties, and actual results could differ materially from those anticipated by the forward-looking statements.

These forward-looking statements involve significant risks and uncertainties, including, but not limited to, the following: competition, promotional costs and the risk of declining revenues. Our actual results could differ materially from those anticipated in such forward-looking statements as a result of a number of factors. These forward-looking statements are made as of the date of this filing, and we assume no obligation to update such forward-looking statements. The following discusses our financial condition and results of operations based upon our unaudited financial statements which have been prepared in conformity with accounting principles generally accepted in the United States. It should be read in conjunction with our financial statements and the notes thereto included elsewhere herein.

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 financial statements are stated in United States Dollars (US$) and are prepared in accordance with United States Generally Accepted Accounting Principles.

In this quarterly report, unless otherwise specified, all dollar amounts are expressed in United States Dollars (US$) and all references to “common shares” refer to the common shares in our capital stock.

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

General Overview

We were incorporated in the state of Delaware on September 14, 2011. Our original business plan was to sell high end vinyl car wraps though the internet to garages and car accessories shops on-line and to eventually sell to the retail consumer, specific car wraps for customized to different cars and models.

Our principal business address is 5847 San Felipe Plaza, Suite 1720, Houston, TX, 77057. We have established a fiscal year end of December 31.

On September 3, 2013, our board of directors and a majority of our shareholders approved a change of name of our company from Secure It Corp. to Black Stallion Oil and Gas, Inc.

A Certificate of Amendment to effect the change of name was filed and became effective with the Delaware Secretary of State on September 12, 2013.

In addition to the name change, our board of directors and a majority of our shareholders approved a 60 new for 1 old forward split of our issued and outstanding shares of common stock. Consequently, our issued and outstanding common stock increased from 731,200 to 43,872,000 shares, all with a par value of $0.0001.

These amendments were approved by the Financial Industry Regulatory Authority (FINRA). The forward split and name change became effective on the Over-the-Counter Bulletin Board at the opening of trading on September 18, 2013. Our trading symbol is "BLKG". Our CUSIP number is 09225H 102.

In connection with a change of management, our company changed our business plan to that of exploration and development of oil and gas properties.

Our company’s new focus is to engage in oil and gas exploration, acquire and develop oil and gas properties, and sell oil and gas produced by these efforts

We plan to locate and lease existing wells for reactivation for the production of oil and gas that we will then sell, through an operator, to oil and gas brokers and gatherers. The gas sometimes may be sold directly to public utility companies.

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

Currently, we are examining oil and gas exploration opportunities in the Rocky Mountain states, specifically in Montana, Wyoming and Colorado.

Effective September 9, 2013, we entered into a share cancellation/return to treasury agreement with George Drazenovic, our sole officer and director, wherein Mr. Drazenovic agreed to the cancellation and return to treasury of 108,000,000 shares of common stock of our company held by him.

Our Current Business

Effective February 23, 2014, we entered into a lease assignment agreement with West Bakken Energy Holdings, Ltd. Pursuant to the terms of the lease assignment agreement, we have acquired an undivided one-hundred percent interest in West Bakken's interest (a net 50% working interest) in certain oil and gas properties comprising of 12,233.93 acres in Montana, owned by Hillcrest Resources Ltd.

As consideration, we have agreed to issue 1,100,000 shares of our common stock to West Bakken and to issue one share of common stock at a cost basis of $0.50 per share for the $550,000 paid by West Bakken to Hillcrest. As of the date of this quarterly report the shares have not yet been issued by our company.

Results of Operations

The following summary of our results of operations should be read in conjunction with our financial statements for the periods ended June 30, 2014 and 2013 which are included herein.

Our operating results for the periods ended June 30, 2014 and 2013 are summarized as follows:

	Three Months Ended June 30,
	2014			2013
Revenue	$	Nil		$	Nil

Consulting fees	$	Nil		$	1,000
Filing fees	$	822		$	754
Other costs	$	1,548		$	113
Professional fees:
- Accounting	$	500		$	Nil
- Audit fees	$	2,000		$	1,500
- Legal fees	$	1,473		$	Nil
- Setup costs	$	Nil		$	300
Rental expense	$	3,687		$	Nil
Net Income (Loss)	$	(10,030	)	$	(3,667	)

For the three months ended June 30, 2014 we had total operating expenses of $10,030 compared to $3,667 for the three month period ended June 30, 2013. The increase in operating expenses was primarily due to an increase in professional fees and rental of an office.

	Six Months Ended June 30,
	2014			2013
Revenue	$	Nil		$	Nil

Consulting fees	$	Nil		$	5,000
Filing fees	$	2,690		$	1,627
Franchise tax	$	400		$	Nil
Other costs	$	3,554		$	269
Professional fees:
- Accounting	$	1,000		$	Nil
- Audit fees	$	8,000		$	9,900
- Legal fees	$	4,561		$	Nil
- Setup costs	$	Nil		$	600
Rental expense	$	7,374		$	Nil
Research and development	$	3,129		$	Nil
Net Income (Loss)	$	(30,708	)	$	(17,396	)

For the six months ended June 30, 2014 we had total operating expenses of $30,708 compared to $17,396 for the six month period ended June 30, 2013. The increase of $13,312 in operating expenses, which was primarily due to legal fees, our company renting office space and expenses paid towards establishing our company’s website.

Since inception on September 14, 2011 until June 30, 2014, we have earned no revenues and incurred expenses of $138,719 resulting in a cumulative net loss of $138,719.

Liquidity and Capital Resources

Working Capital

	At June 30, 2014			At December 31, 2013
Current Assets	$	2,458		$	2,458
Current Liabilities	$	76,448		$	45,740
Working Capital (Deficit)	$	(73,990	)	$	(43,282	)

Cash Flows

	Six Months Ended June 30,
	2014			2013
Net cash used in operating activities	$	(22,090	)	$	(31,960	)
Net cash provided by (used in) investing activities	$	Nil		$	Nil
Net cash provided by financing activities	$	22,090		$	Nil
Increase (decrease) in cash and cash equivalents	$	Nil		$	(31,960	)

As of June 30, 2014 we had total assets of $9,408, total liabilities of $76,448, and stockholders’ deficit of $67,040, compared to total assets of $9,408, total liabilities of $45,740 and stockholders’ deficit of $36,332 as of December 31, 2013.

Prepaid expenses relating to rental as of June 30, 2014 remained unchanged since December 31, 2013. Our working capital deficit was $73,990 as at June 30, 2014 compared to a working capital deficit of $43,282 as at December 31, 2013 due to an increase in short term borrowings for working capital purposes.

Net cash used in our operating activities during the six months ended June 30, 2014 was $22,090, as compared to net cash used in operating activities of $31,960 for the six months ended June 30, 2013.

Net cash in investing activities in the six months ended June 30, 2014 was $Nil, compared to $Nil in investing activities during the six months ended June 30, 2013.

Net cash provided by financing activities in the six months ended June 30, 2014 was $22,090, compared to $Nil in financing activities in the six months ended June 30, 2013. The net increase in cash provided by financing activities during the six months ended June 30, 2014 resulted primarily from proceeds from borrowings from the director and stockholder of our company for working capital purposes.

Going Concern

We have not attained profitable operations and are dependent upon obtaining financing to pursue any extensive acquisitions and activities. For these reasons, our auditors stated in their report on our audited financial statements as of December 31, 2013 that they have substantial doubt that we will be able to continue as a going concern without further financing.

Limited Operating History; Need for Additional Capital

There is no historical financial information about us upon which to base an evaluation of our performance. We are an exploration stage corporation and have not generated revenues from operations. We cannot guarantee we will be successful in our business operations. Our business is subject to risks inherent in the establishment of a new business enterprise, including limited capital resources. To become profitable and competitive, we will need to realize revenue from our oil and gas sales.

Plan of Operation

We are an exploration stage company with no revenues and a short operating history. Our independent auditor has issued an audit opinion which includes a statement expressing substantial doubt as to our ability to continue as a going concern. This means that there is substantial doubt that we can continue as an on-going business for the next twelve months unless we generate sufficient revenues.

There is no assurance we will ever reach that point. In the meantime the continuation of our company is dependent upon the continued financial support from our shareholders, our ability to obtain necessary equity financing to continue operations and the attainment of profitable operations.

Our current cash balance is $Nil. We will therefore require further capital to cover the expenses we will incur during the next twelve months.

We have sold $71,680 in equity securities to pay for our start-up operations. The president of our company has loaned the company $63,971 as of June 30, 2014.

Our plan of operation for the next twelve months is to pursue acquisition of leases and/or existing oil and gas wells which have potential for production, if revenues warrant.

Total expenditures over the next 12 months are therefore expected to be approximately $120,000.

Estimated Net Expenditures During the Next Twelve Months

	$
Consulting fees		60,000
Filing fees		2,000
Professional fees		50,000
Other costs		8,000
Total		120,000

We have suffered recurring losses from operations. The continuation of our company is dependent upon our company attaining and maintaining profitable operations and raising additional capital as needed.

The continuation of our business is dependent upon obtaining further financing, a successful program of development, and, finally, achieving a profitable level of operations. The issuance of additional equity securities by us could result in a significant dilution in the equity interests of our current stockholders. Obtaining commercial loans, assuming those loans would be available, will increase our liabilities and future cash commitments.

There are no assurances that we will be able to obtain further funds required for our continued operations. We are pursuing various financing alternatives to meet our immediate and long-term financial requirements. There can be no assurance that additional financing will be available to us when needed or, if available, that it can be obtained on commercially reasonable terms. If we are not able to obtain the additional financing on a timely basis, we will be unable to conduct our operations as planned, and we will not be able to meet our other obligations as they become due. In such event, we will be forced to scale down or perhaps even cease our operations.

Cash on hand as of June 30, 2014 was $Nil.

We are not aware of any known trends, demands, commitments, events or uncertainties that will result in or that are reasonably likely to result in our liquidity increasing or decreasing in any material way.

Future Financings

We anticipate continuing to rely on equity sales of our common stock in order to continue to fund our business operations. Issuances of additional shares will result in dilution to our existing stockholders. There is no assurance that we will achieve any additional sales of our equity securities or arrange for debt or other financing to fund our planned business activities.

We presently do not have any arrangements for additional financing for the expansion of our exploration operations, and no potential lines of credit or sources of financing are currently available for the purpose of proceeding with our plan of operations.

Critical Accounting Policies

The principal accounting policies are set out below, these policies have been consistently applied to the period presented, unless otherwise stated:

Cash and Cash Equivalents

Cash and equivalents include investments with initial maturities of three months or less. Our company maintains our cash balances at credit-worthy financial institutions that are insured by the Federal Deposit Insurance Corporation ("FDIC") up to $250,000.

Oil and Natural Gas Properties

Our company follows the full-cost method of accounting for oil and gas properties. Accordingly, all costs associated with acquisition, exploration and development of oil and gas reserves, including directly related overhead costs, are capitalized.

Impairment of Long Lived Assets

Our company reviews and evaluates long-term assets for impairment when events or changes in circumstances indicate that the related carrying amounts may not be recoverable. The assets are subject to impairment consideration under ASC 360-10-35-17 if events or circumstances indicate that their carrying amount might not be recoverable. When our company determines that an impairment analysis should be done, the analysis will be performed using the rules of ASC 930-360-35 Asset Impairment, and 360-10-15-3 through 15-5, Impairment or Disposal of Long-Term Assets.

Earnings Per Share

Our company computes net loss per share in accordance with ASC 260, "Earnings per Share" ASC 260 requires presentation of both basic and diluted earnings per share (“EPS”) on the face of the income statement. Basic EPS is calculated by dividing the profit or loss attributable to common shareholders of our company by the weighted average number of common shares outstanding during the period. Diluted EPS is determined by adjusting the profit or loss attributable to common shareholders and the weighted average number of common shares outstanding for the effects of all potential dilutive common shares, which comprise options granted to employees. As at June 30, 2014, our company had no potentially dilutive shares.

Income Taxes

Treasury Stock

We account for treasury stock under the cost method. When treasury stock is re-issued at a price higher than its cost, the difference is recorded as a component of additional paid-in-capital in our Balance Sheets. When treasury stock is re-issued at a price lower than its cost, the difference is recorded as a component of additional paid-in-capital to the extent that there are gains to offset the losses. If there are no treasury stock gains in additional paid-in-capital, the losses upon re-issuance of treasury stock are recorded as a component of retained earnings in our Balance Sheets. Our company’s accounting policy upon the formal retirement of treasury stock is to deduct its par value from common stock and to reflect any excess of cost over par value as a deduction from Additional Paid-in Capital.

Recent Accounting Pronouncements

Our management does not believe that the adoption of recently issued accounting pronouncements will have a significant impact on our company's financial position, results of operations, or cash flows.

Off-Balance Sheet Arrangements

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

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

Management's Report on Disclosure Controls and Procedures

We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in our reports filed under the Securities Exchange Act of 1934, as amended, 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 our management, including our president (our principal executive officer, principal financial officer and principal accounting officer) to allow for timely decisions regarding required disclosure. In designing and evaluating our disclosure controls and procedures, our management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives, and our management is required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures.

As of the end of our quarter covered by this report, we carried out an evaluation, under the supervision and with the participation of our management, including our president (our principal executive officer, principal financial officer and principal accounting officer), of the effectiveness of the design and operation of our disclosure controls and procedures. Based on the foregoing, our president (our principal executive officer, principal financial officer and principal accounting officer) concluded that our disclosure controls and procedures were not effective as of the end of the period covered by this quarterly report.

Our management identified the following material weaknesses in our internal control over financial reporting, which are indicative of many small companies with small staff: (i) inadequate segregation of duties and effective risk assessment; and (ii) insufficient written policies and procedures for accounting and financial reporting with respect to the requirements and application of both US GAAP and SEC guidelines.

We plan to take steps to enhance and improve the design of our internal control over financial reporting. During the period covered by this quarterly report on Form 10-Q, we have not been able to remediate the material weaknesses identified above. To remediate such weaknesses, we hope to implement the following changes during our fiscal year ending December 31, 2014: (i) appoint additional qualified personnel to address inadequate segregation of duties and ineffective risk management; and (ii) adopt sufficient written policies and procedures for accounting and financial reporting. The remediation efforts set out in (i) and (ii) are largely dependent upon our securing additional financing to cover the costs of implementing the changes required. If we are unsuccessful in securing such funds, remediation efforts may be adversely affected in a material manner.

Changes in Internal Control

During the period covered by this report there were no changes in our internal control over financial reporting that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II – OTHER INFORMATION

Item 1. Legal Proceedings

We know of no material, existing or pending legal proceedings against our company, nor are we involved as a plaintiff in any material proceeding or pending litigation. There are no proceedings in which any of our directors, officers or affiliates, or any registered beneficial shareholder, is an adverse party or has a material interest adverse to our interest.

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

None.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information

None.

Item 6. Exhibits

Exhibit Number		Description
(3)		Articles of Incorporation and Bylaws
3.1		Articles of Incorporation (incorporated by reference to our Registration Statement on Form S-1 filed on March 20, 2012)
3.2		Bylaws (incorporated by reference to our Registration Statement on Form S-1 filed on March 20, 2012)
3.3		Certificate of Amendment (incorporated by reference to our Current Report on Form 8-K filed on September 20, 2013)
(10)		Material Contracts
10.1		Share Cancellation to Treasury Agreement (incorporated by reference to our Current Report on Form 8-K filed on September 20, 2013)
10.2		Lease Assignment Agreement between our company and West Bakken Energy Holdings, Ltd. (incorporated by reference to our Current Report on Form 8-K filed on March 5, 2014)
(31)		Rule 13a-14 (d)/15d-14d) Certifications
31.1*		Section 302 Certification pursuant to the Sarbanes-Oxley Act of 2001 of the Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer
(32)		Section 1350 Certifications
32.1*		Section 906 Certification pursuant to the Sarbanes-Oxley Act of 2001 of the Principal Executive Officer, Principal Financial Officer and Principal Accounting 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.

** Furnished herewith. Pursuant to Rule 406T of Regulation S-T, the Interactive Data Files on Exhibit 101 hereto are deemed not filed or part of any registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, are deemed not filed for purposes of Section 18 of the Securities and Exchange Act of 1934, and otherwise are not subject to liability under those sections.

SIGNATURES

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

	BLACK STALLION OIL AND GAS, INC.
	(Registrant)

Dated: August 18, 2014	By:	/s/ George Drazenovic
		George Drazenovic
		President, Secretary, Treasurer and Director
		(Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer)