UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 10-Q
[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2008
or
[ ] TRANSITION REPORT PURSUANT OT SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
Commission File No. 000-18774
SPINDLETOP OIL & GAS CO.
(Exact name of registrant as specified in its charter)
Texas 75-2063001
(State or other jurisdiction I.R.S. Employer Identification No.)
of incorporation or organization)
12850 Spurling Rd., Suite 200, Dallas, TX 75230
(Address of principal executive offices) (Zip Code)
(972) 644-2581
(Registrant's telephone number, including area code)
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
Company 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 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 [ ] No [ X ]
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEEDING FIVE YEARS:
Indicate by check mark whether the registrant has filed all documents and
reports required to be filed by Sections 12, 13 or 15(d) of the Securities
Exchange Act of 1934 subsequent to the distribution of securities under a
plan confirmed by a court. Yes [ ] No [ ]
APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of each of the issuer's classes of
common, as of the latest practicable date.
Common Stock, $0.01 par value 7,610,803
(Class) (Outstanding at May 15, 2008)
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SPINDLETOP OIL & GAS CO. AND SUBSIDIARIES
FORM 10-Q
For the quarter ended March 31, 2008
Index to Consolidated Financial Statements and Schedules
Page
Part I - Financial Information:
Item 1. - Financial Statements
Consolidated Balance Sheets
March 31, 2008 (Unaudited) and December 31, 2007 4-5
Consolidated Statements of Income (Unaudited)
Three Months Ended March 31, 2008 and 2007 6
Consolidated Statements of Cash Flows (Unaudited)
Three Months Ended March 31, 2008 and 2007 7
Notes to Consolidated Financial Statements 8
Item 2. - Management's Discussion and Analysis of Financial
Condition and Results of Operations 8
Item 4. - Controls and Procedures 11
Part II - Other Information:
Item 5. - Other Information 11
Item 6. - Exhibits 13
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Part I - Financial Information
Item 1. - Financial Statements
SPINDLETOP OIL & GAS CO. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
As of
-------------------------
March 31 December 31
2008 2007
(Unaudited)
----------- -----------
ASSETS
Current Assets
Cash $ 7,516,000 $ 6,325,000
Accounts receivable, trade 2,142,000 1,413,000
----------- -----------
Total Current Assets 9,658,000 7,738,000
----------- -----------
Property and Equipment, at cost
Oil and gas properties (full cost method) 11,144,000 11,041,000
Rental equipment 399,000 399,000
Gas gathering systems 145,000 145,000
Other property and equipment 183,000 183,000
----------- -----------
11,871,000 11,768,000
Accumulated depreciation and amortization (6,063,000) (5,902,000)
----------- -----------
Total Property and Equipment, net 5,808,000 5,866,000
----------- -----------
Real Estate Property, at cost
Land 688,000 688,000
Commercial office building 1,549,000 1,542,000
Accumulated depreciation (227,000) (204,000)
----------- -----------
Total Real Estate Property, net 2,010,000 2,026,000
----------- -----------
Other Assets 1,000 1,000
----------- -----------
Total Assets $17,477,000 $15,631,000
=========== ===========
The accompanying notes are an integral part of these statements.
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SPINDLETOP OIL & GAS CO. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS - (Continued)
As of
-------------------------
March 31 December 31
2008 2007
(Unaudited)
----------- -----------
LIABILITIES AND SHAREHOLDERS' EQUITY
Current Liabilities
Notes payable, current portion $ 120,000 $ 120,000
Accounts payable and accrued liabilities 2,162,000 2,272,000
Income tax payable 329,000 8,000
Tax savings benefit payable 97,000 97,000
----------- -----------
Total current liabilities 2,708,000 2,497,000
----------- -----------
Noncurrent Liabilities
Notes payable, long-term portion 1,170,000 1,200,000
Asset retirement obligation 642,000 564,000
----------- -----------
1,812,000 1,764,000
----------- -----------
Deferred income tax payable 2,265,000 1,855,000
----------- -----------
Shareholders' Equity
Common stock, $.01 par value; 100,000,000
shares authorized; 7,677,471 shares issued
and 7,610,803 shares outstanding at
March 31, 2008; 7,677,471 shares issued
and 7,610,803 shares outstanding at
December 31, 2007. 77,000 77,000
Additional paid-in capital 874,000 874,000
Treasury Stock (32,000) (32,000)
Retained earnings 9,773,000 8,596,000
----------- -----------
Total Shareholders' Equity 10,692,000 9,515,000
----------- -----------
Total Liabilities and Shareholders' Equity $17,477,000 $15,631,000
=========== ===========
The accompanying notes are an integral part of these statements.
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SPINDLETOP OIL & GAS CO. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
Three Months Ended
-------------------------
March 31 March 31
2008 2007
----------- -----------
Revenues
Oil and gas revenue $ 3,117,000 $ 1,125,000
Revenue from lease operations 47,000 36,000
Gas gathering, compression and
Equipment rental 40,000 25,000
Real estate rental income 131,000 125,000
Interest income 74,000 85,000
Other 1,000 21,000
----------- -----------
Total revenue 3,410,000 1,417,000
----------- -----------
Expenses
Lease operations 649,000 295,000
Pipeline and rental operations 6,000 12,000
Real estate operations 66,000 66,000
Depreciation, depletion, and amortization 185,000 136,000
Asset retirement obligation accretion 6,000 9,000
General and administrative 570,000 448,000
Interest expense 20,000 33,000
----------- -----------
Total Expenses 1,502,000 999,000
----------- -----------
Income Before Income Tax 1,908,000 418,000
----------- -----------
Current tax provision 321,000 111,000
Deferred tax provision 410,000 91,000
----------- -----------
731,000 202,000
----------- -----------
Net Income $ 1,177,000 $ 216,000
=========== ===========
Earnings per Share of Common Stock
Basic and diluted $ 0.15 $ 0.03
=========== ===========
Weighted Average Shares Outstanding
Basic and diluted 7,610,803 7,597,859
=========== ===========
The accompanying notes are an integral part of these statements.
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SPINDLETOP OIL & GAS CO AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
Three Months Ended
-------------------------
March 31 March 31
2008 2007
----------- -----------
Cash Flows from Operating Activities
Net Income $ 1,177,000 $ 216,000
Reconciliation of net income
to net cash provided by
Operating Activities
Depreciation, depletion and amortization 185,000 136,000
Employee compensation paid with
treasury stock - 11,000
Changes in prepaid expense - 60,000
Changes in accounts receivable, trade (729,000) 227,000
Changes in prepaid income taxes - 111,000
Changes in accounts payable (110,000) 369,000
Changes in current taxes payable 321,000 -
Changes in deferred tax payable 410,000 91,000
Changes in asset retirement obligation 78,000 8,000
Other - (1,000)
----------- -----------
Net cash provided by operating activities 1,332,000 1,228,000
----------- -----------
Cash flows from Investing Activities
Capitalized acquisition, exploration
and development costs (102,000) (407,000)
Purchase of other property and equipment (1,000) -
Capitalized tenant improvements (8,000) -
----------- -----------
Net cash used for Investing activities (111,000) (407,000)
----------- -----------
Cash Flows from Financing Activities
Decrease in notes payable (30,000) (30,000)
----------- -----------
Net cash used for Financing activities (30,000) (30,000)
----------- -----------
Increase in cash 1,191,000 791,000
Cash at beginning of period 6,325,000 5,759,000
----------- -----------
Cash at end of period $ 7,516,000 $ 6,550,000
=========== ===========
Interest paid in Cash $ 20,239 $ 21,845
=========== ===========
The accompanying notes are an integral part of these statements.
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SPINDLETOP OIL & GAS CO. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
1. BASIS OF PRESENTATION AND ORGANIZATION
The accompanying financial statements are presented in accordance with the
requirements of Form 10-Q and consequently do not include all of the
disclosures normally required by generally accepted accounting principles or
those normally made in the Company's annual Form 10-K filing. Accordingly,
the reader of this Form 10-Q may wish to refer to the Company's Form 10-K for
the year ended December 31, 2007 for further information.
The consolidated financial statements presented herein include the accounts
of Spindletop Oil & Gas Co., a Texas corporation ("the Company") and its
wholly owned subsidiaries, Prairie Pipeline Co., a Texas corporation and
Spindletop Drilling Company, a Texas Corporation. All significant inter-
company transactions and accounts have been eliminated.
In the opinion of management, the accompanying unaudited interim financial
statements contain all material adjustments, consisting only of normal
recurring adjustments necessary to present fairly the financial condition,
the results of operations and changes in cash flows of the Company and its
consolidated subsidiaries for the interim periods presented. Although the
Company believes that the disclosures are adequate to make the information
presented not misleading, certain information and footnote disclosures,
including a description of significant accounting policies normally included
in financial statements prepared in accordance with generally accepted
accounting principles generally accepted in the United States of America,
have been condensed or omitted pursuant to such rules and regulations.
Item 2. - Management's Discussion and Analysis of Financial Condition and
Results of Operations
WARNING CONCERNING FORWARD LOOKING STATEMENTS
The following discussion should be read in conjunction with the financial
statements and notes thereto appearing elsewhere in this report.
This Report on Form 10-Q may contain forward-looking statements within the
meaning of the federal securities laws, principally, but not only, under the
caption "Management's Discussion and Analysis of Financial Condition and
Results of Operations". We caution investors that any forward-looking
statements in this report, or which management may make orally or in writing
from time to time, are based on management's beliefs and on assumptions made
by, and information currently available to, management. When used, the words
"anticipate," "believe," "expect," "intend," "may," "might," "plan,"
"estimate," "project," "should," "will," "result," and similar expressions
which do not relate solely to historical matters are intended to identify
forward-looking statements. These statements are subject to risks,
uncertainties, and assumptions and are not guarantees of future performance,
which may be affected by known and unknown risks, trends, uncertainties, and
factors that are beyond our control. Should one or more of these risks or
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uncertainties materialize, or should underlying assumptions prove incorrect,
actual results may vary materially from those anticipated, estimated, or
projected. We caution you that while forward-looking statements reflect our
good faith beliefs when we make them, they are not guarantees of future
performance and are impacted by actual events when they occur after we make
such statements. We expressly disclaim any responsibility to update our
forward-looking statements, whether as a result of new information, future
events or otherwise. Accordingly, investors should use caution in relying on
past forward-looking statements, which are based on results and trends at the
time they are made, to anticipate future results or trends.
Some of the risks and uncertainties that may cause our actual results,
performance or achievements to differ materially from those expressed or
implied by forward-looking statements include, among others, the factors
listed and described at Item 1A "Risk Factors" in the Company's Annual Report
on Form 10-K, which investors should review. There have been no changes from
the risk factors previously described in the Company's Form 10-K for the
fiscal year ended December 31, 2007 (the "Form 10-K").
Other sections of this report may also include suggested factors that could
adversely affect our business and financial performance. Moreover, we
operate in a very competitive and rapidly changing environment. New risks
may emerge from time to time and it is not possible for management to predict
all such matters; nor can we assess the impact of all such matters on our
business or the extent to which any factor, or combination of factors, may
cause actual results to differ materially from those contained in any
forward-looking statements. Given these uncertainties, investors should not
place undue reliance on forward-looking statements as a prediction of actual
results. Investors should also refer to our quarterly reports on Form 10-Q
for future periods and current reports on Form 8-K as we file them with the
SEC, and to other materials we may furnish to the public from time to time
through Forms 8-K or otherwise.
Results of Operations
2008 Compared to 2007
Oil and gas revenues for the first quarter of 2008 were $3,117,000, an
increase of $1,992,000 over revenues from the same period in 2007.
Natural gas revenues for the first three months of 2008 were $2,648,000
compared to $825,000 for the same period in 2007, an increase of $1,823,000,
or 221%. Natural gas volumes for the first quarter of 2008 were
approximately 364,200 mcf compared to approximately 132,500 mcf during the
first quarter of 2007, an increase of approximately 231,700 mcf, or 175 %.
This increase was due to the addition of six new Barnett Shale wells
subsequent to the first quarter of 2007.
Average natural gas prices received were $7.27 per mcf in the first quarter
of 2008 as compared to $6.23 per mcf in the first quarter of 2007, an
increase of approximately 16.7%.
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Oil sales for the first three months of 2008 were approximately $469,000
compared to approximately $300,000 in the first quarter of 2007, an increase
of approximately $169,000 or 56%. Oil volumes for the first quarter of 2008
were approximately 5,800 bbls compared to approximately 5,600 bbls during the
first quarter of 2007, and increase of approximately 200 bbls, or 3.6%.
Average oil prices received were $80.33 per bbl in the first quarter of 2008
compared to $53.40 per bbl in the first three months of 2007, an increase of
approximately 50.4%.
Real estate rental income derived from the ownership of One Spindletop Centre
for the first quarter of 2008 was approximately $6,000 greater than for the
same quarter in 2007. This is due to the leasing of approximately 1,400
square feet of office space during the second quarter of 2007. Currently
this office building is fully leased and occupied.
Interest income decreased by approximately $11,000 to approximately $74,000
in 2008 from approximately $85,000 for the same period in 2007. The amount
of cash invested in certificates of deposit compared to the previous year was
not as great, and interest rates for certificates of deposit reinvested
during 2007 were generally lower than in previous periods.
Lease operations in the first quarter of 2008 were $649,000 as compared to
$295,000 in the first quarter of 2007, an increase of approximately $354,000,
or 120%. Approximately $164,000 of this increase is attributable to several
new Barnett Shale horizontal gas wells located in Parker County, Texas which
were placed into production subsequent to the first quarter of 2007. Another
$64,000 of the increase was due to remedial activity on our Titus County,
Texas wells in 2008 to return several shut-in wells to production. The
remaining net increase in operating expenses is due to the overall increases
for oil field services, equipment, and labor as well as additional remedial
repair projects that are in addition to normal operating expenses. In
addition to increases in operating expenses, the Company anticipates
receiving a credit of approximately $49,000 for a high cost gas exemption of
severance taxes covering four new Barnett Shale wells drilled in 2007. This
anticipated credit, when approved by the State Comptroller of Texas, will be
offset against severance taxes payable for second quarter 2008 production.
Depreciation, depletion, and amortization for the first quarter of 2008 was
$185,000 as compared to $136,000 for the first quarter of 2007, an increase
of $49,000, or 36%. The company re-evaluated its proved oil and gas reserve
quantities as of December 31, 2007, and increased its depletion rate for 2008
to 5.883% of the total capitalized cost of oil and gas properties (the "full
cost pot"), as compared to a rate of 5.041% used at December 31, 2006 and the
first three quarters of 2007. In addition, the undepleted amount of the full
cost pot increased from approximately $8,606,000 at the end of the first
quarter of 2007, to approximately $10,496,000 at the end of the first quarter
of 2008. The increased basis of the full cost pot and the increased
depletion rate resulted in the increased depreciation, depletion, and
amortization amount.
- 10 -
General and administrative costs for the first quarter of 2008 were up due to
the addition of several full-time employees during 2007 and the first quarter
of 2008. The resulting increase is due mainly to payroll costs and
associated employee benefit costs.
Interest expense was approximately $20,000 for the first quarter of 2008
compared to approximately $33,000 for the same period in 2007, a decrease of
approximately $13,000. This is due to the continued reduction of the
principal amount of the loan on the building as interest on the note is
calculated and paid based on the unpaid balance of the loan.
Financial Condition and Liquidity
The Company's operating capital needs, as well as its capital spending
program are generally funded from cash flow generated by operations. Because
future cash flow is subject to a number of variables, such as the level of
production and the sales price of oil and natural gas, the Company can
provide no assurance that its operations will provide cash sufficient to
maintain current levels of capital spending. Accordingly, the Company may be
required to seek additional financing from third parties in order to fund its
exploration and development programs.
Item 4. - Controls and Procedures
(a) As of the end of the period covered by this report, Spindletop Oil & Gas
Co. carried out an evaluation, under the supervision and with the
participation of the Company's management, including the Company's Principal
Executive Officer and Principal Financial Officer, of the effectiveness of
the design and operation of the Company's disclosure controls and procedures
pursuant to Exchange Act Rule 13a-15 and 15d-15. Based upon the evaluation,
the Company's Principal Executive Officer and Principal Financial Officer
concluded that the Company's disclosure controls and procedures are effective
in timely alerting them to material information relating to the Company
(including its consolidated subsidiaries) which is required to be included in
the Company's periodic SEC filings.
(b) There have been no changes in the Company's internal controls over
financial reporting during the quarter ended March 31, 2008 that have
materially affected, or are reasonably likely to materially affect the
Company's internal controls over financial reporting.
Part II - Other Information
Item 5 - Other Information
Joint Drilling Development of North Texas Barnett Shale Leasehold
-----------------------------------------------------------------
During the fourth quarter of 2007, the Company drilled two wells under its
joint Barnett Shale horizontal drilling development program with an unrelated
third party. The Buxton G.U. #1 well is located on our Weatherford W. Block
and the Fuller G.U. #1 well is located on our Weatherford SW Block. Both
wells are located in the southwest quarter of Parker County, Texas. The
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Buxton G.U. #1 well was drilled to a measured depth of 8,850 ft and the
Fuller G. U. #1 H well was drilled to a measured depth of 9,076 ft. Both
wells were flowed back and tested. It has now been determined that the frac
jobs on both of these wells penetrated the underlying water bearing
Ellenberger Formation and that both formations are now in communication.
Both wells are currently shut-in. The Company owns a 50% working interest in
both of these wells.
During the first quarter of 2008, the McKeon G.U. #1H well, located on our
Peaster, SW Block in the northwest quarter of Parker County, Texas. The well
was drilled to a measured depth of 9,329 feet and cased. This well is
waiting for fracturing and flowback testing.
Two additional wells were drilled in the first quarter of 2008 on leasehold
acreage owned by Giant Energy Corp., a related entity, under the terms of the
joint Barnett Shale horizontal drilling program. The Ray Clark #1H and the
Ray Clark #2H have been fraced. The wells were placed into production in
May, 2008.
West Texas
----------
In the second quarter of 2008, the Company initiated a recompletion on one of
its existing wells in Ward County, Texas in its Pyote Block. The Company is
attempting to deepen its University "K" #1 well to a deep 14, 100 feet. The
Company owns a 100% working interest in this well.
- 12 -
Item 6. - Exhibits
The following exhibits are filed herewith or incorporated by reference as
indicated.
Exhibit
Designation Exhibit Description
----------- -------------------
3.1 (a) Amended Articles of Incorporation of Spindletop Oil
& Gas Co. (Incorporated by reference to Exhibit 3.1 to
the General Form for Registration of Securities on
Form 10, filed with the Commission on August 14, 1990)
3.2 Bylaws of Spindletop Oil & Gas Co. (Incorporated by
reference to Exhibit 3.2 to the General Form for
Registration of Securities on Form 10, filed with the
Commission on August 14, 1990)
31.1 * Certification pursuant to Rules 13a-14 and 15d under the
Securities Exchange Act of 1934.
31.2 * Certification pursuant to Rules 13a-14 and 15d under the
Securities Exchange Act of 1934.
32.1 * Certification pursuant to 18 U.S.C. Section 1350.
____________________________
* filed herewith
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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.
SPINDLETOP OIL & GAS CO.
(Registrant)
Date: May 15, 2008 By: /s/ Chris G. Mazzini
Chris G. Mazzini
President, Chief Executive Officer
Date: May 15, 2008 By: /s/ Michelle H. Mazzini
Michelle H. Mazzini
Vice President, Secretary
Date: May 15, 2008 By: /s/ Robert E. Corbin
Robert E. Corbin
Controller, Principal Financial Officer
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Exhibit 31.1
CERTIFICATION
I, Chris G. Mazzini, certify that:
1. I have reviewed this report on Form 10-Q of Spindletop Oil & Gas Co.;
2. Based on my knowledge, this report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to
make the statements made, in light of the circumstances under which such
statements were made, not misleading with respect to the period covered by
this report;
3. Based on my knowledge, the financial statements, and other financial
information included in this report, fairly present in all material respects
the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this report;
4. The registrant's other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined
in Exchange Act Rules 13-15(e) and 15d-15e) and have internal control over
financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)
for the registrant and have:
(a) designed such disclosure controls and procedures, or caused such
disclosure controls and procedures to be designed under our
supervision, to ensure that material information relating to the
registrant, including its consolidated subsidiaries, is made known
to us by others within those entities, particularly during the
period in which this report is being prepared;
(b) designed such internal control over financial reporting, or caused
such internal control over financial reporting to be designed under
our supervision, to provide reasonable assurance regarding the
reliability of financial reporting and the preparation of financial
statements for external purposes in accordance with generally
accepted accounting principles; and
(c) evaluated the effectiveness of the registrant's disclosure controls
and procedures and presented in this report our conclusions about
the effectiveness of the controls and procedures as of the end of
the period covered by this report based on such evaluation; and
(d) disclosed in this report any change in the registrant's internal
control over financial reporting that occurred during the registrant's most
recent fiscal quarter that has materially affected, or is reasonably likely
to materially affect, the registrant's internal control over financial
reporting; and
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5. The registrant's other certifying officers and I have disclosed, based
on our most recent evaluation of internal control over financial reporting,
to the registrant's auditors and the audit committee of registrant's board of
directors (or persons performing the equivalent functions):
(a) all significant deficiencies and material weaknesses in the
designor operation of internal control over financial reporting
which are reasonably likely to adversely affect the registrant's
ability to record, process, summarize and report financial
information; and
(b) any fraud, whether or not material, that involves management or
other employees who have a significant role in the registrant's
internal controls.
Dated: May 15, 2008
/s/ Chris G. Mazzini
CHRIS G. MAZZINI
President, Chief Executive Officer
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Exhibit 31.2
CERTIFICATION
I, Robert E. Corbin, certify that:
1. I have reviewed this report on Form 10-Q of Spindletop Oil & Gas Co.;
2. Based on my knowledge, this report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to
make the statements made, in light of the circumstances under which such
statements were made, not misleading with respect to the period covered by
this report;
3. Based on my knowledge, the financial statements, and other financial
information included in this report, fairly present in all material respects
the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this report;
4. The registrant's other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined
in Exchange Act Rules 13-15(e) and 15d-15e) and have internal control over
financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)
for the registrant and have:
(a) designed such disclosure controls and procedures, or caused such
disclosure controls and procedures to be designed under our
supervision, to ensure that material information relating to the
registrant, including its consolidated subsidiaries, is made known
to us by others within those entities, particularly during the
period in which this report is being prepared;
(b) designed such internal control over financial reporting, or caused
such internal control over financial reporting to be designed under
our supervision, to provide reasonable assurance regarding the
reliability of financial reporting and the preparation of financial
statements for external purposes in accordance with generally
accepted accounting principles; and
(c) evaluated the effectiveness of the registrant's disclosure controls
and procedures and presented in this report our conclusions about
the effectiveness of the controls and procedures as of the end of
the period covered by this report based on such evaluation; and
(d) disclosed in this report any change in the registrant's internal
control over financial reporting that occurred during the registrant's most
recent fiscal quarter that has materially affected, or is reasonably likely
to materially affect, the registrant's internal control over financial
reporting; and
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5. The registrant's other certifying officers and I have disclosed, based
on our most recent evaluation of internal control over financial reporting,
to the registrant's auditors and the audit committee of registrant's board of
directors (or persons performing the equivalent functions):
(a) all significant deficiencies and material weaknesses in the
designor operation of internal control over financial reporting
which are reasonably likely to adversely affect the registrant's
ability to record, process, summarize and report financial
information; and
(b) any fraud, whether or not material, that involves management or
other employees who have a significant role in the registrant's
internal controls.
Dated: May 15, 2008
/s/ Robert E. Corbin
ROBERT E. CORBIN
Controller, Principal Financial Officer
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Exhibit 32.1
Officers' Section 1350 Certifications
The undersigned officers of Spindletop Oil & Gas Co., a Texas corporation
(the "Company"), hereby certify that (i) the Company's Report on Form 10-Q
for the quarter ended March 31, 2008 fully complies with the requirements of
Section 13(a) of the Securities Exchange Act of 1934, and (ii) the
information contained in the Company's Quarterly Report on Form 10-Q for the
quarter ended March 31, 2008 fairly presents, in all material respects, the
financial condition and results of operations of the Company, at and for the
periods indicated.
Dated: May 15, 2008
/s/ Chris G. Mazzini
CHRIS G. MAZZINI
President, Chief Executive Officer
/s/ Robert E. Corbin
ROBERT E. CORBIN
Controller, Principal Financial Officer
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