Nevada
|
20-1740044
|
(State
or other jurisdiction of
|
(I.R.S.
Employer Identification No.)
|
incorporation
or organization)
|
Suite
1250, 645 7th Avenue, S.W.
|
||
CALGARY,
ALBERTA T2P 4G8
|
||
CANADA
|
Title
of each class
|
Name
of each exchange on which
|
to
be so registered
|
each
class is to be registered
|
None
|
None
|
Page | |
PART I | |
ITEM
1: DESCRIPTION OF BUSINESS
|
1
|
ITEM
2: DESCRIPTION OF PROPERTY
|
15
|
ITEM
3: LEGAL PROCEEDINGS
|
15
|
ITEM
4: SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
|
15
|
PART
II
|
|
ITEM
5: MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER
MATTERS
|
15
|
ITEM
6: MANAGEMENT’S DISCUSSION AND ANALYSIS OR PLAN OF
OPERATION
|
|
ITEM
7: FINANCIAL STATEMENTS
|
21
|
ITEM
8: CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING
AND
FINANCIAL DISCLOSURE
|
38
|
ITEM
8A: CONTROLS AND PROCEDURES
|
38
|
PART
III
|
|
ITEM
9: DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL
PERSONS
|
39
|
ITEM
10: EXECUTIVE COMPENSATION
|
40
|
ITEM
11: SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
MANAGEMENT
|
41
|
ITEM
12: CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
|
43
|
PART
IV
|
|
ITEM
13: EXHIBITS AND REPORTS
|
44
|
ITEM
14: PRINCIPAL ACCOUNTANT FEES AND SERVICES
|
45
|
§ |
meet
our capital needs;
|
§ |
expand
our systems effectively or efficiently or in a timely manner;
|
§ |
allocate
our human resources optimally;
|
§ |
identify
and hire qualified employees or retain valued employees; or
|
§ |
incorporate
effectively the components of any business that we may acquire in
our
effort to achieve growth.
|
§ |
dilution
caused by our issuance of additional shares of common stock and other
forms of equity securities, which we expect to make in connection
with
future capital financings to fund our operations and growth, to attract
and retain valuable personnel and in connection with future strategic
partnerships with other companies;
|
§ |
announcements
of acquisitions, reserve discoveries or other business initiatives
by our
competitors;
|
§ |
fluctuations
in revenue from our unconventional oil business as new reserves come
to
market;
|
§ |
changes
in the market for oil commodities or in the capital markets
generally;
|
§ |
changes
in the demand for oil, including changes resulting from the introduction
or expansion of alternative fuels;
|
§ |
quarterly
variations in our revenues and operating
expenses;
|
§ |
changes
in the valuation of similarly situated companies, both in our industry
and
in other industries;
|
§ |
changes
in analysts’ estimates affecting us, our competitors or our
industry;
|
§ |
changes
in the accounting methods used in or otherwise affecting our
industry;
|
§ |
additions
and departures of key personnel;
|
§ |
announcements
of technological innovations or new products available to the
unconventional oil industry;
|
§ |
announcements
by relevant governments pertaining to incentives for alternative
energy
development programs;
|
§ |
fluctuations
in interest rates and the availability of capital in the capital
markets;
and
|
§ |
significant
sales of our common stock, including sales by selling stockholders
pursuant to this prospectus and by future investors in future offerings
we
expect to make to raise additional capital.
|
Year
Ending October 31, 2006
|
High
Bid
|
Low
Bid
|
|||||
Third
quarter
|
$
|
2.00
|
$
|
2.00
|
|||
Fourth
quarter
|
$
|
2.10
|
$
|
2.00
|
1. |
we
would not be able to pay our debts as they become due in the usual
course
of business; or
|
2.
|
our
total assets would be less than the sum of our total liabilities
plus the
amount that would be needed to satisfy the rights of shareholders
who have
preferential rights superior to those receiving the
distribution.
|
Year
ended October 31,
|
2006
|
2005
|
|||||
Current
Assets (1)
|
$
|
11,651,339
|
$
|
41,048
|
|||
Total
Assets
|
11,692,566
|
43,443
|
|||||
Current
Liabilities
|
100,038
|
15
|
|||||
Stockholders’
Equity
|
11,592,528
|
43,428
|
Blacksands
Petroleum, Inc.
|
(Formerly
known as Lam Liang Corp.)
|
(A
Development Stage Enterprise)
|
Financial
Statements
|
|
PAGE
NO.
|
|
|
Report
of Sherb & Co., LLP, Independent Registered Public Accounting
Firm
|
22
|
Report
of DeJoyaGriffith&
Company, LLC,
Independent
Registered Public Accounting Firm
|
23
|
|
|
Financial
statements
|
|
|
|
Balance
sheets
|
24
|
|
|
Statements
of operations
|
25
|
|
|
Statement
of stockholders’ equity
|
26
|
|
|
Statements
of cash flows
|
27
|
|
|
Notes
to financial statements
|
28
|
|
|
|
/s/ Sherb & Co., LLP | ||
Sherb
& Co., LLP
|
||
Blacksands
Petroleum, Inc.
|
(Formerly
known as Lam Liang Corp.)
|
(A
Development Stage Enterprise)
|
Balance
Sheets
|
|
|
|
|
||||
|
|
As
of
|
|
As
of
|
|
||
|
|
October
31, 2006
|
|
October
31, 2005
|
|
||
|
|
|
|
|
|
||
A
S S E T S
|
|
|
|
|
|
||
|
|
|
|
|
|
||
Current
Assets
|
|
|
|
|
|
||
Cash
held at bank
|
$
|
752,788
|
$
|
41,048
|
|||
Cash
held in attorney’s trust account
|
|
40,650
|
|
-
|
|
||
Restricted
Cash - held in Escrow (note 4)
|
10,854,407
|
-
|
|||||
Prepaid
expenses
|
|
|
3,494
|
|
|
-
|
|
Total
Current Assets
|
|
|
11,651,339
|
|
|
41,048
|
|
|
|
|
|
|
|
|
|
Property
and Equipment - net
|
|
|
31,325
|
|
|
1,536
|
|
|
|
|
|
|
|||
|
|
|
|
|
|
|
|
Other
Assets
|
|
|
|
|
|
|
|
Rent
Deposit
|
|
|
9,902
|
|
|
859
|
|
Total
Other Assets
|
|
|
9,902
|
|
|
859
|
|
Total
Assets
|
|
$
|
11,692,566
|
|
$
|
43,443
|
|
|
|
|
|
|
|
|
|
L
I A B I L I T I E S A N D S T O C K H O L D E R S’ E Q U I T
Y
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current
Liabilities
|
|
|
|
|
|
|
|
Accounts
payable and accrued liabilities
|
$
|
97,812
|
$
|
-
|
|||
Accounts
payable to related party
|
2,226
|
-
|
|||||
Payroll
Witholding Taxes Payable
|
|
-
|
|
15
|
|
||
Total
Current Liabilities
|
|
$
|
100,038
|
|
$
|
15
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Stockholders’
Equity
|
|
|
|
|
|
|
|
Common
Stock (note 3)
|
|
$
|
74,855
|
|
$
|
63,000
|
|
Additional
Paid-in-Capital
|
|
|
11,867,547
|
|
|
22,000
|
|
Accumulated
Comprehensive Loss
|
|
|
(2,296
|
)
|
|
(2,792
|
)
|
Deficit
accumulated during the development stage
|
|
|
(347,578
|
)
|
|
(38,780
|
)
|
Total
Stockholders' Equity
|
|
|
11,592,528
|
|
|
43,428
|
|
Total
Liabilities and Stockholders' Equity
|
|
$
|
11,692,566
|
|
$
|
43,443
|
|
|
|
|
|
|
|
|
|
Blacksands
Petroleum, Inc.
|
(Formerly
known as Lam Liang Corp.)
|
(A
Development Stage Enterprise)
|
Statements
of Operations
|
From
Inception
|
||||||||||
November
1,
2005
|
November
1,
2004
|
(October
12,
2004)
|
||||||||
To
|
To
|
Through
|
||||||||
October
31,
2006
|
October
31,
2005
|
October
31,
2006
|
||||||||
Revenues: | ||||||||||
Revenue
|
|
$
|
-
|
|
$
|
-
|
$
|
-
|
|
|
Total
Revenues
|
|
|
-
|
|
-
|
|
-
|
|
||
|
|
|
|
|
|
|
|
|||
Expenses:
|
|
|
|
|
|
|
|
|||
Professional
Fees
|
|
|
310,243
|
|
5,198
|
|
315,441
|
|
||
Loss
on abandoned fixed assets
|
1,496
|
-
|
1,496
|
|
||||||
Employee
remuneration
|
29,461
|
-
|
29,461
|
|||||||
Website
and contract services
|
10,698
|
-
|
10,698
|
|||||||
Depreciation
|
2,124
|
319
|
2,443
|
|||||||
Office
and Administration
|
|
|
90,894
|
|
8,280
|
|
99,174
|
|
||
Total
Expenses
|
|
|
444,916
|
|
13,797
|
|
458,713
|
|
||
Net
loss from Operations
|
|
|
(444,916
|
)
|
(13,797
|
)
|
|
(458,713
|
)
|
|
|
|
|
|
|
|
|
|
|||
Other
Income and Expenses:
|
|
|
|
|
|
|
|
|||
Interest
Income
|
|
|
135,804
|
17
|
|
135,821
|
|
|||
Gain
from Currency Transaction
|
314
|
-
|
314
|
|
||||||
Net
Loss before Taxes
|
|
|
(308,798
|
)
|
(13,780
|
)
|
|
(322,578
|
)
|
|
|
|
|
|
|
|
|
|
|||
Provision
for Income Taxes:
|
|
|
|
|
|
|
|
|||
Income
Tax Benefit
|
|
|
-
|
|
-
|
|
-
|
|
||
Net
Loss
|
|
$
|
(308,798
|
)
|
$
|
(13,780
|
)
|
$
|
(322,578
|
)
|
|
|
|
|
|
|
|
|
|||
Other
comprehensive income net of tax:
|
||||||||||
Foreign
currency translation adjustment
|
|
|
496
|
(2,787
|
)
|
|
(2,296
|
)
|
||
|
|
|
|
|
|
|
|
|||
Total
Comprehensive Loss
|
|
$
|
(308,302
|
)
|
$ |
(16,567
|
)
|
$
|
(324,874
|
)
|
|
|
|
|
|
|
|
|
|||
Basic
and Diluted Loss Per Common Share
|
|
$
|
(0.00
|
)
|
(0.00
|
)
|
$
|
(0.00
|
)
|
|
Weighted
Average number of Common Shares used in per share
calculations
|
|
|
65,728,205
|
|
51,879,450
|
|
69,890,656
|
|
Blacksands
Petroleum, Inc.
|
(Formerly
known as Lam Liang Corp.)
|
(A
Development Stage Enterprise)
|
Statement
of Changes in Stockholders’
Equity
|
Shares
|
Par
Value
$0.001
|
Additional
Paid-In
Capital
|
Other
Comprehensive
Income
|
Deficit
Accumulated
During
Development
Stage
|
Stockholder’s
Equity
|
||||||||||||||
Balance
- October 12, 2004
|
-
|
$
|
-
|
$
|
-
|
$
|
-
|
$
|
-
|
$
|
-
|
||||||||
Stock
issued for cash -
|
|||||||||||||||||||
October
12, 2004 (1)
|
30,000,000
|
30,000
|
-
|
-
|
(25,000
|
)
|
5,000
|
||||||||||||
Foreign
Currency Translation Adjustment
|
-
|
-
|
-
|
(
5
|
)
|
-
|
(
5
|
)
|
|||||||||||
Net
Loss
|
-
|
-
|
-
|
-
|
-
|
-
|
|||||||||||||
Balance
- October 31, 2004
|
30,000,000
|
30,000
|
-
|
(
5
|
)
|
(25,000
|
)
|
4,995
|
|||||||||||
Stock
issued for cash -
|
|||||||||||||||||||
March
4, 2005 (1)
|
33,000,000
|
33,000
|
22,000
|
-
|
-
|
55,000
|
|||||||||||||
Foreign
Currency Translation Adjustment
|
-
|
-
|
-
|
(
2,787
|
)
|
-
|
(
2,787
|
)
|
|||||||||||
Net
Loss
|
-
|
-
|
-
|
-
|
(
13,780
|
)
|
(
13,780
|
)
|
|||||||||||
Balance
- October 31, 2005
|
63,000,000
|
63,000
|
22,000
|
(
2,792
|
)
|
(
38,780
|
)
|
43,428
|
|||||||||||
Equity
Compensation -
|
|||||||||||||||||||
Granted
August 1, 2006
|
-
|
-
|
21,620
|
-
|
-
|
21,620
|
|||||||||||||
Deferred
equity compensation
|
-
|
-
|
(
18,918
|
)
|
-
|
-
|
(
18,918
|
)
|
|||||||||||
Stock
issued for cash -
|
|||||||||||||||||||
August
10, 2006
|
10,854,700
|
10,855
|
10,843,845
|
-
|
-
|
10,854,700
|
|||||||||||||
Stock
issued on conversion
|
|||||||||||||||||||
of
Debentures -
|
|||||||||||||||||||
August
10, 2006
|
1,000,000
|
1,000
|
999,000
|
-
|
-
|
1,000,000
|
|||||||||||||
Foreign
Currency Translation Adjustment
|
-
|
-
|
-
|
496
|
-
|
496
|
|||||||||||||
Net
Loss
|
-
|
-
|
-
|
-
|
(
308,798
|
)
|
(
308,798
|
)
|
|||||||||||
Balance
- October 31, 2006
|
74,854,700
|
$
|
74,855
|
$
|
11,867,547
|
$
|
(2,296
|
)
|
$
|
(347,578
|
)
|
$
|
11,592,528
|
(1)
On May 6, 2006, the Company declared a 30 for 1 forward stock split
(the
“Stock Split”) in the form of a dividend. The record date for the stock
split was June 21, 2006. The stock split has been recorded
retroactively.
|
Blacksands
Petroleum, Inc.
|
(Formerly
known as Lam Liang Corp.)
|
(A
Development Stage Enterprise)
|
Statements
of Cash Flows
|
From
Inception
|
||||||||||
November
1,
2005
|
November
1,
2004
|
(October
12,
2004)
|
||||||||
Through
|
Through
|
Through
|
||||||||
October
31, 2006
|
October
31, 2005
|
October
31, 2006
|
||||||||
Cash
Flows from Operating Activities:
|
|
|
|
|
|
|||||
Net
Loss
|
$
|
(308,798
|
)
|
$
|
(13,780
|
)
|
$
|
(322,578
|
)
|
|
Adjustments
to reconcile net loss to
|
||||||||||
net
cash used by operating activites:
|
||||||||||
Foreign
Currency Income (Loss)
|
496
|
|
|
(2,787
|
)
|
|
(2,296
|
)
|
||
Equity
compensation expense
|
2,702
|
2,702
|
||||||||
Loss
on abandoned fixed assets
|
1,496
|
|
|
-
|
|
|
1,496
|
|
||
Office
Equipment and Furniture: Depreciation
|
2,124
|
|
|
319
|
|
|
2,443
|
|
||
Changes
in Operating assets and liabilities
|
|
|
|
|
|
|
|
|||
Prepaid
expenses
|
(3,494
|
)
|
(3,494
|
)
|
||||||
Rent
Deposit
|
(9,043
|
)
|
|
(859
|
)
|
|
(9,902
|
)
|
||
Accounts
payable and accrued liabilities
|
97,812
|
-
|
97,812
|
|||||||
Accounts
payable to related party
|
2,226
|
-
|
2,226
|
|||||||
Payroll
and Withholding Taxes Payable
|
(15
|
)
|
|
15
|
|
|
-
|
|
||
Net
Cash Used by Operating Activities
|
(214,494
|
)
|
|
(17,092
|
)
|
|
(231,591
|
)
|
||
|
|
|
|
|
|
|
|
|||
Cash
Flows from Investing Activities:
|
|
|
|
|
|
|
|
|||
Purchase
of property and equipment
|
(33,409
|
)
|
|
(1,855
|
)
|
|
(35,264
|
)
|
||
Net
Cash Used in Investing Activities
|
(33,409
|
)
|
|
(1,855
|
)
|
|
(35,264
|
)
|
||
|
|
|
|
|
|
|
|
|||
Cash
Flows from Financing Activities:
|
|
|
|
|
|
|
|
|||
Issue
of convertible debentures
|
1,000,000
|
-
|
1,000,000
|
|||||||
Sales
of Common Stock
|
10,854,700
|
|
|
55,000
|
|
|
10,914,700
|
|
||
Net
Cash Provided from Financing Activities
|
11,854,700
|
|
|
55,000
|
|
|
11,914,700
|
|
||
|
|
|
|
|
|
|
|
|||
Net
Increase in Cash
|
11,606,797
|
|
|
36,053
|
|
11,647,845
|
|
|||
Cash
Balance, Begin Period
|
41,048
|
|
|
4,995
|
|
|
-
|
|
||
Cash
Balance, End Period
|
$
|
11,647,845
|
|
$
|
41,048
|
|
$
|
11,647,845
|
|
|
|
||||||||||
Supplemental
Disclosures:
|
|
|
|
|
|
|
|
|||
Cash
Paid for interest
|
$
|
-
|
|
$
|
-
|
|
$
|
-
|
|
|
Cash
Paid for income taxes
|
$
|
-
|
$
|
-
|
|
$
|
-
|
|
||
|
|
|
|
|
|
|
||||
Non-cash
financing activities:
|
||||||||||
Conversion
of debentures into stock and warrants
|
$
|
1,000,000
|
$
|
-
|
$
|
-
|
1.
|
DESCRIPTION
OF BUSINESS, HISTORY AND SUMMARY OF SIGNIFICANT ACCOUNTING
POLICIES
|
1.
|
DESCRIPTION
OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(continued)
|
1.
|
DESCRIPTION
OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(continued)
|
1.
|
DESCRIPTION
OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(continued)
|
1.
|
DESCRIPTION
OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(continued)
|
1.
|
DESCRIPTION
OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(continued)
|
2.
|
PROPERTY
AND EQUIPMENT
|
October
31,
|
2006
|
|||||||||
Cost
|
Accumulated
depreciation
|
Net
book
Value
|
||||||||
Furniture
and fixtures
|
$
|
16,924
|
$
|
846
|
$
|
4,009
|
||||
Office
equipment
|
16,483
|
1,236
|
11,564
|
|||||||
$
|
33,407
|
$
|
2,082
|
$
|
31,325
|
3.
|
STOCKHOLDER'S
EQUITY
|
Number
of
Shares
|
Par
Value
|
Additional
Paid
in
Capital
|
||||||||
October
12, 2004 Issued for cash
|
1,000,000
|
$
|
1,000
|
$
|
4,000
|
|||||
March
2005 - Issued for cash
|
1,100,000
|
1,100
|
53,900
|
|||||||
Balance
October 31, 2005
|
2,100,000
|
2,100
|
57,900
|
|||||||
June
21, 2006 - Stock Split 30:1
|
60,900,000
|
60,900
|
(57,900
|
)
|
||||||
August
9, 2006 - Issued for cash
|
10,854,700
|
10,855
|
10,843,845
|
|||||||
August
9, 2006 - On conversion of
|
||||||||||
Convertible
Debentures
|
1,000,000
|
1,000
|
999,000
|
|||||||
Balance,
October 31, 2006
|
74,854,700
|
$
|
74,855
|
$
|
11,842,845
|
3.
|
STOCKHOLDER'S
EQUITY
(continued)
|
4.
|
RESTRICTED
CASH - HELD IN ESCROW
|
5.
|
LOAN
FROM OFFICERS AND DIRECTORS
|
6.
|
RELATED
PARTY TRANSACTIONS
|
7.
|
STOCK
OPTIONS
|
7.
|
STOCK
OPTIONS
(continued)
|
8.
|
COMPREHENSIVE
INCOME
|
9.
|
LITIGATION
|
10.
|
CONVERTIBLE
DEBENTURES
|
11.
|
LEASE
COMMITMENTS
|
12.
|
SUBSEQUENT
EVENTS
|
●
|
internal
controls necessary for us to develop reliable financial statements
did not
exist;
|
● |
information
had come to their attention that led them to no longer be able to
rely on
our management’s representations or made them unwilling to be associated
with the financial statements prepared by our
management;
|
● |
there
was a need to expand significantly the scope of their audit;
and
|
● |
information
had come to their attention that they had concluded materially impacted
the fairness or reliability of either (i) a previously issued audit
report
or the underlying financial statements, or (ii) the financial statements
issued or to be issued covering the fiscal periods subsequent to
the date
of the most recent financial statements covered by an audit
report.
|
Name
|
Age
|
Position
with Registrant
|
Served
as a Director or
Officer since
|
Darren
R. Stevenson
|
35
|
President,
Secretary, Chief Executive Officer and Director
|
April
24, 2006(1)
|
Bruno
Mosimann
|
63
|
Director
|
May
6, 2006
|
Annual
Compensation
|
Long
Term Compensation
|
||||||||
Name
|
Title
|
Year
|
Salary
|
Bonus
|
Other
Annual Compensation
|
Restricted
Stock
Awarded
|
Options/
SARs
(#)
|
LTIP
payouts
($)
|
All
Other
Compensation
|
Darren
R. Stevenson (1)
|
President,
Secretary,
CEO,
CFO and Director
|
2006
2005
2004
|
$20,000
(2)
n/a
n/a
|
$0
n/a
n/a
|
$0
n/a
n/a
|
$0
n/a
n/a
|
300,000
(3)
n/a
n/a
|
$0
n/a
n/a
|
$0
n/a
n/a
|
|
|
|
|
|
|
|
|
|
|
Dr.
Anchana Chayawatana (4)
|
President,
CEO, Chairman and Director
|
2006
2005
2004
|
$0
$0
$0
|
$0
$0
$0
|
$0
$0
$0
|
$0
$0
$0
|
$0
$0
$0
|
$0
$0
$0
|
$0
$0
$0
|
|
|
|
|
|
|
|
|
|
|
Prapaipan
Chayawatana (5)
|
Treasurer,
CFO, principal accounting officer and Director
|
2006
2005
2004
|
$0
$0
$0
|
$0
$0
$0
|
$0
$0
$0
|
$0
$0
$0
|
$0
$0
$0
|
$0
$0
$0
|
$0
$0
$0
|
|
|
|
|
|
|
|
|
|
|
Anongnat
Chansangachom
(6)
|
Secretary
and Director
|
2006
2005
2004
|
$0
$0
$0
|
$0
$0
$0
|
$0
$0
$0
|
$0
$0
$0
|
$0
$0
$0
|
$0
$0
$0
|
$0
$0
$0
|
TITLE
OF CLASS
|
NAME
OF
BENEFICIAL
OWNER
|
SHARES
OF
COMMON
STOCK
|
OPTIONS
(VESTED)
|
PERCENT
OF
CLASS
|
Common
|
Darren
R. Stevenson
|
0
|
500,000
|
1.1%
|
Common
|
Bruno
Mosimann
|
0
|
0
|
0%
|
Directors
and Officers as a Group consisting of one person
|
0
|
500,000
|
1.1%
|
Number
of Unexercised Options
at
Year-End
|
Value
of Unexercised Options at
Period
End (1)
|
|||||
Name
|
Shares
Acquired
on
Exercise
|
Value
Realized
|
Exercisable
|
Unexercisable
|
Exercisable
|
Unexercisable
|
Darren
R. Stevenson
|
0
|
0
|
300,000
|
700,000
|
$45,000
|
$105,000
|
Plan
category
|
Number
of securities to be issued upon exercise of outstanding options,
warrants
and rights
|
|
Weighted-average
exercise price of outstanding options, warrants and
rights
|
|
Number
of securities remaining available for future issuance under equity
compensation plans (excluding securities reflected in column
(a))
|
|
|
(a)
|
(b)
|
(c)
|
|||
Equity
compensation plans approved by security holders
|
7,000,000
|
$2.00
|
6,000,000
|
|||
Equity
compensation plans not approved by security
holders
|
200,000
(1)
|
$2.00
|
0
(1)
|
|||
Total
|
6,000,000
|
N/A
|
6,000,000
|
3.1
|
Certificate
of Incorporation (1)
|
3.2
|
Restated
Articles of Incorporation (2)
|
3.3
|
By-Laws
(3)
|
10.1
|
Employment
Agreement, dated April 22, 2006, between Blacksands Petroleum,
Inc. and
Darren R. Stevenson (4)
|
10.2
|
Stock
Option Agreement, dated April 22, 2006, between Blacksands Petroleum,
Inc.
and Darren R. Stevenson (5)
|
10.3
|
Exclusivity
Agreement, dated November 10, 2006, between Blacksands Petroleum,
Inc. and
Access Energy Inc. (6)
|
10.4
|
Consulting
Agreement, dated August 1, 2006, between Blacksands Petroleum,
Inc. and
Gregg Layton
|
10.5
|
Stock
Warrant Agreement, dated August 1, 2006, between Blacksands Petroleum,
Inc. and Gregg Layton
|
10.6
|
Stock
Repurchase Agreement, dated November 6, 2006, entered into between
Blacksands Petroleum, Inc. and Darren R. Stevenson
|
31.1
|
Certification
pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section
302 of
the Sarbanes-Oxley Act of 2002
|
31.2
|
Certification
pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section
906 of
the Sarbanes-Oxley Act of 2002 (7)
|
32.1
|
Certification
pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section
906 of
the Sarbanes-Oxley Act of 2002
|
32.2
|
Certification
pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section
906 of
the Sarbanes-Oxley Act of 2002 (8)
|
(1)
|
Incorporated
by reference to Exhibit 3.1 to our registration statement filed
on Form
SB-2 on December 10, 2004 (registration file no. 333-121127) (the
“SB-2”).
|
(2)
|
Incorporated
by reference to Exhibit 3.1 to our current report filed on Form
8-K on
June 15, 2006.
|
(3)
|
Incorporated
by reference to Exhibit 3.2 to the SB-2.
|
(4)
|
Incorporated
by reference to Exhibit 10.1 to our current report filed on Form
8-K on
April 26, 2006 (the “April 8-K”).
|
(5)
|
Incorporated
by reference to Exhibit 10.2 to the April 8-K.
|
(6)
|
Incorporated
by reference to Exhibit 10.2 to our current report filed on Form
8-K on
November 13, 2006.
|
(7)
|
Included
in Exhibit 31.1.
|
(8)
|
Included
in Exhibit 32.1.
|
Fiscal
year-ended
|
|||||||
October
31, 2006
|
October
31, 2005
|
||||||
Audit
fees
|
$
|
0
|
$
|
2,500
|
|||
Audit-related
fees
|
$
|
0
|
$
|
0
|
|||
Tax
fees
|
$
|
0
|
$
|
0
|
|||
All
other fees
|
$
|
7,335
|
$
|
3,000
|
Blacksands Petroleum, Inc. | ||
|
|
|
By: | /s/ Darren R. Stevenson | |
Darren R. Stevenson |
||
President, Chief Executive Officer and Director | ||
Dated: January 26, 2007 |
3.1
|
Certificate
of Incorporation (1)
|
3.2
|
Restated
Articles of Incorporation (2)
|
3.3
|
By-Laws
(3)
|
10.1
|
Employment
Agreement, dated April 22, 2006, between Blacksands Petroleum,
Inc. and
Darren R. Stevenson (4)
|
10.2
|
Stock
Option Agreement, dated April 22, 2006, between Blacksands Petroleum,
Inc.
and Darren R. Stevenson (5)
|
10.3
|
Exclusivity
Agreement, dated November 10, 2006, between Blacksands Petroleum,
Inc. and
Access Energy Inc. (6)
|
10.4
|
Consulting
Agreement, dated August 1, 2006, between Blacksands Petroleum,
Inc. and
Gregg Layton
|
10.5
|
Stock
Warrant Agreement, dated August 1, 2006, between Blacksands Petroleum,
Inc. and Gregg Layton
|
10.6
|
Stock
Repurchase Agreement, dated November 6, 2006, entered into between
Blacksands Petroleum, Inc. and Darren R. Stevenson
|
31.1
|
Certification
pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section
302 of
the Sarbanes-Oxley Act of 2002
|
31.2
|
Certification
pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section
906 of
the Sarbanes-Oxley Act of 2002 (7)
|
32.1
|
Certification
pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section
906 of
the Sarbanes-Oxley Act of 2002
|
32.2
|
Certification
pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section
906 of
the Sarbanes-Oxley Act of 2002 (8)
|
(1)
|
Incorporated
by reference to Exhibit 3.1 to our registration statement filed
on Form
SB-2 on December 10, 2004 (registration file no. 333-121127) (the
“SB-2”).
|
(2)
|
Incorporated
by reference to Exhibit 3.1 to our current report filed on Form
8-K on
June 15, 2006.
|
(3)
|
Incorporated
by reference to Exhibit 3.2 to the SB-2.
|
(4)
|
Incorporated
by reference to Exhibit 10.1 to our current report filed on Form
8-K on
April 26, 2006 (the “April 8-K”).
|
(5)
|
Incorporated
by reference to Exhibit 10.2 to the April 8-K.
|
(6)
|
Incorporated
by reference to Exhibit 10.2 to our current report filed on Form
8-K on
November 13, 2006.
|
(7)
|
Included
in Exhibit 31.1.
|
(8)
|
Included
in Exhibit 32.1.
|