0001213900-18-015756.txt : 20181114 0001213900-18-015756.hdr.sgml : 20181114 20181114153125 ACCESSION NUMBER: 0001213900-18-015756 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 43 CONFORMED PERIOD OF REPORT: 20180930 FILED AS OF DATE: 20181114 DATE AS OF CHANGE: 20181114 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Texas South Energy, Inc. CENTRAL INDEX KEY: 0001506742 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 990362471 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-55414 FILM NUMBER: 181183188 BUSINESS ADDRESS: STREET 1: 3 RIVERWAY STREET 2: SUITE 1800 CITY: HOUSTON STATE: TX ZIP: 77056 BUSINESS PHONE: 7132092950 MAIL ADDRESS: STREET 1: 3 RIVERWAY STREET 2: SUITE 1800 CITY: HOUSTON STATE: TX ZIP: 77056 FORMER COMPANY: FORMER CONFORMED NAME: Inka Productions Corp. DATE OF NAME CHANGE: 20101130 10-Q 1 f10q0918_texassouthenergy.htm QUARTERLY REPORT

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 10-Q

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

For the quarterly period ended September 30, 2018

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

For the transition period from ______________________ to ______________________

Commission file number 333-171064

TEXAS SOUTH ENERGY, INC.

(Exact name of registrant as specified in its charter)

Nevada		99-0362471
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

4550 Post Oak Place, Suite 300 Houston, Texas		77027
(Address of principal executive offices)		(Zip Code)

(713) 820-6300

(Registrant’s telephone number)

Indicate by check mark whether the registrant (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter period that the registrant was require to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ 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). Yes ☒ No ☐

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

Large accelerated filer ☐	Accelerated filer ☐	Non-accelerated filer ☐	Smaller reporting company ☒
Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 7(a)(2)(B) of the Securities Act. ☐

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

As of November 14, 2018, the registrant’s outstanding common stock consisted of 997,949,769 shares.

TEXAS SOUTH ENERGY, INC.

TABLE OF CONTENTS

PART I - FINANCIAL INFORMATION

Item 1.	Consolidated Financial Statements (Unaudited)	1
	Consolidated Balance Sheets as of September 30, 2018 and December 31, 2017 (Unaudited)	F-2
	Consolidated Statements of Operations for the Three months Ended September 30, 2018 and 2017 and the Nine months Ended September 30, 2018 and 2017 (Unaudited)	F-3
	Consolidated Statements of Cash Flows for the Nine months Ended September 30, 2018 and 2017 (Unaudited)	F-4
	Notes to Consolidated Financial Statements (Unaudited)	F-5
Item 2.	Management Discussion and Analysis of Financial Condition and Results of Operations	2
Item 3.	Quantitative and Qualitative Disclosures about Market Risk	5
Item 4.	Controls and Procedures	5

PART II - OTHER INFORMATION

Item 1.	Legal Proceedings	6
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	6
Item 3.	Defaults Upon Senior Securities	7
Item 4.	Mine Safety Disclosures	7
Item 5.	Other Information	7
Item 6.	Exhibits	7
Item 7.	Signatures	8

PART I - FINANCIAL INFORMATION

ITEM 1. CONSOLIDATED FINANCIAL STATEMENTS

Texas South Energy, Inc. (the “Company”) was incorporated pursuant to the laws of the State of Nevada on March 15, 2010. The Company is engaged in the oil and gas business.

In January, 2017 Texas South Energy, Inc. formed Texas South Operating Company, Inc as a wholly owned subsidiary of the Company. It was incorporated pursuant to the laws of the State of Texas on January 11, 2017.

Texas South Energy, Inc and Texas South Operating Company, Inc. (collectively, the “Company”) began filing consolidated financial statements effective with the March 31, 2017 filing. The consolidated financial statements reflect our accounts after elimination of all significant intercompany transactions and balances.

The accompanying unaudited consolidated financial statements have been prepared in all material respects in accordance with United States generally accepted accounting principles (“U.S. GAAP”) for interim financial information. Pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”), certain information and footnote disclosures normally included in the annual financial statements prepared in accordance with U.S. GAAP have been condensed or omitted. The accompanying unaudited consolidated financial statements have been prepared on the same basis as the audited financial statements for the year ended December 31, 2017.

Because certain information and footnote disclosures have been condensed or omitted, these unaudited consolidated financial statements should be read in conjunction with the audited financial statements and notes thereto as of and for the year ended December 31, 2017, which are included in the Company’s annual report for the year ended December 31, 2017 (the “2017 Annual Report”). In management’s opinion, all normal and recurring adjustments considered necessary for a fair presentation of the financial position, results of operations and cash flows for the periods presented have been included. Management believes that the disclosures made in these unaudited financial statements are adequate to make the information not misleading. Interim period operating results do not necessarily indicate the results that may be expected for any other interim period or for the full fiscal year.

There have been no changes in the Company’s significant accounting policies from those that were disclosed in the Company’s 2017 Annual Report.

TEXAS SOUTH ENERGY, INC.

CONSOLIDATED FINANCIAL STATEMENTS

September 30, 2018

UNAUDITED CONSOLIDATED BALANCE SHEETS	Page F-2

UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS	Page F-3

UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS	Page F-4

UNAUDITED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS	Page F-5

F-1

TEXAS SOUTH ENERGY, INC.

CONSOLIDATED BALANCE SHEETS

(Unaudited)

	September 30, 2018			December 31, 2017
ASSETS

CURRENT ASSETS
Cash	$	3,222,908		$	455
Accounts receivable, net		34,852			3,261
Prepaid expenses		49,778			29,555
TOTAL CURRENT ASSETS		3,307,538			33,271

PROPERTY AND EQUIPMENT
Oil and gas properties		13,126,125			11,779,201
Furniture, fixtures and equipment		43,195			39,712
Less: Accumulated depreciation		(12,844	)		(6,936	)
TOTAL PROPERTY AND EQUIPMENT, NET		13,156,476			11,811,977

OTHER ASSETS		8,340			8,340

TOTAL ASSETS	$	16,472,354		$	11,853,588

LIABILITIES AND STOCKHOLDERS’ EQUITY

CURRENT LIABILITIES
Accounts payable	$	1,239,189		$	159,512
Accounts payable – related party		66,810			201,812
Accrued expenses		12,407			77,279
Advances from joint interest owners		2,608,129			--
Accrued expenses – related party		700,000			385,000
Accrued interest – related party		159,680			40,693
Notes payable		15,484			9,620
Notes payable – related party		250,000			--
Secured convertible notes payable – related party		859,000			837,000
Due to related party		--			9,828
TOTAL CURRENT LIABILITIES		5,910,699			1,720,744

LONG TERM LIABILITIES
Convertible notes payable – related party		--			1,168,355
Notes payable – related party		--			250,000
Accrued expenses		1,572,476			894,272
Accrued interest – related party		--			429,814
TOTAL LONG TERM LIABILITIES		1,572,476			2,742,441

TOTAL LIABILITIES		7,483,175			4,463,185

STOCKHOLDERS’ EQUITY
Preferred stock 50,000,000 shares preferred stock authorized, none issued and outstanding		--			--
Common stock 1,500,000,000 shares common stock authorized, $0.001 par value, 990,199,769 and 821,790,670 shares of common stock issued and outstanding at September 30, 2018 and December 31, 2017, respectively.		990,199			821,790
Additional paid-in capital		22,903,706			19,445,373
Accumulated deficit		(14,904,726	)		(12,876,760	)
Total stockholders’ equity		8,989,179			7,390,403
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY	$	16,472,354		$	11,853,588

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

F-2

TEXAS SOUTH ENERGY, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)

	Three months ended						Nine months ended
	September 30, 2018			September 30, 2017			September 30, 2018			September 30, 2017

REVENUE	$	--		$	--		$	--		$	--

EXPENSES
Workover expense		15,835			--			15,835			--
Depreciation expense		2,020			1,700			5,907			5,099
Impairment expense		--			--			25,079			--
General and administrative expense		607,336			688,788			1,869,488			2,905,456

LOSS FROM OPERATIONS		(625,191	)		(690,488	)		(1,916,309	)		(2,910,555	)

OTHER INCOME (EXPENSE)
Other income		747			904			11,384			44,069
Interest expense		(31,875	)		(58,601	)		(123,041	)		(154,809	)
TOTAL OTHER INCOME (EXPENSE)		(31,128	)		(57,697	)		(111,657	)		(110,740	)

NET LOSS	$	(656,319	)	$	(748,185	)	$	(2,027,966	)	$	(3,021,295	)

NET LOSS PER COMMON SHARE
Basic and diluted	$	(0.00	)	$	(0.00	)	$	(0.00	)	$	(0.00	)

WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING
Basic and diluted		959,747,887			789,839,583			905,039,867			777,409,351

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

F-3

TEXAS SOUTH ENERGY, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

	Nine months ended September 30,
	2018			2017
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss	$	(2,027,966	)	$	(3,021,295	)
Adjustments to reconcile net loss to net cash used in operating activities
Depreciation expense		5,907			5,099
Impairment expense		25,079			--
Common stock awarded to employees in lieu of cash compensation		86,121			--
Gain on disposal of debt		(9,828	)		(42,324	)
Stock compensation		--			884,635
Changes in operating assets and liabilities:

Change in accounts receivable		(31,591	)		(3,260	)
Change in prepaid expenses		(20,223	)		30,543
Change in accounts payable and accrued expenses		1,014,805			(303,544	)
Change in current accrued liabilities - related party		275,594			369,559
Change in long term accrued liabilities – related party		678,204			668,204
Change in long term accrued interest - related party		30,176			392,528
NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES		26,278			(1,019,855	)

CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds from participation agreements		810,000			--
Proceeds from reimbursement of g&g costs		80,000			--
Acquisition of oil and gas properties		(1,453,485	)		(451,619	)
NET CASH USED IN INVESTING ACTIVITIES		(563,485	)		(451,619	)

CASH FLOWS FROM FINANCING ACTIVITIES
Payments on short term debt		(43,217	)		(5,526	)
Proceeds from issuance of notes payable		21,081			637,777
Advances from joint interest owners		2,608,129			--
Proceeds from sale of common stock		1,173,667			520,000

NET CASH PROVIDED BY FINANCING ACTIVITIES		3,759,660			1,152,251

NET INCREASE (DECREASE) IN CASH		3,222,453			(319,223	)

CASH, BEGINNING OF PERIOD	$	455		$	325,089

CASH, END OF PERIOD	$	3,222,908		$	5,866

Supplemental cash flow information and noncash financing activities:
Cash paid for:
Interest	$	--		$	--
Income taxes	$	--		$	--

Noncash activities:
Assignment of note receivable for note payable	$	--		$	131,645
Issuance of common stock for assets	$	400,000		$	--
Issuance of common stock for settlements	$	412,000			--
Conversion of note payable into common stock and accrued interest	$	1,554,954		$	450,000
Issuance of common stock and note payable for assets	$	--		$	1,095,000

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

F-4

Texas South Energy, Inc.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

September 30, 2018

(Unaudited)

NOTE 1 - NATURE OF OPERATIONS AND BASIS OF PRESENTATION

Texas South Energy, Inc. (the “Company”) was incorporated pursuant to the laws of the State of Nevada on March 15, 2010. The Company is engaged in the oil and gas business.

In January 2017, The Company formed Texas South Operating Company, Inc as a wholly owned subsidiary of the Company. It was incorporated pursuant to the laws of the State of Texas on January 11, 2017.

Texas South Energy, Inc. and Texas South Operating Company, Inc. (collectively, the “Company”) began filing consolidated financial statements effective with the March 31, 2017 filing. The consolidated financial statements reflect our accounts after elimination of all significant intercompany transactions and balances.

The Company has limited operating history and has devoted its activities to the acquisition of oil and gas assets.

The Company had established a fiscal year end of October 31; however, on March 3, 2017 the Company adopted a year end of December 31. A transition 10-K was filed for the period November 2016 through December 2016 to report the change in our year end.

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Consolidation and Basis of Presentation

The accompanying unaudited consolidated financial statements have been prepared in all material respects in accordance with United States generally accepted accounting principles (“U.S. GAAP”) for interim financial information. Intercompany accounts and transactions are eliminated. Pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”), certain information and footnote disclosures normally included in the annual financial statements prepared in accordance with U.S. GAAP have been condensed or omitted. The accompanying unaudited consolidated financial statements have been prepared on the same basis as the audited financial statements for the year ended December 31, 2017.

Because certain information and footnote disclosures have been condensed or omitted, these unaudited consolidated financial statements should be read in conjunction with the audited financial statements and notes thereto as of and for the year ended December 31, 2017, which are included in the Company’s annual report for the year ended December 31, 2017 (the “2017 Annual Report”). In management’s opinion, all normal and recurring adjustments considered necessary for a fair presentation of the financial position, results of operations and cash flows for the periods presented have been included. Management believes that the disclosures made in these unaudited consolidated financial statements are adequate to make the information not misleading. Interim period operating results do not necessarily indicate the results that may be expected for any other interim period or for the full fiscal year.

There have been no changes in the Company’s significant accounting policies from those that were disclosed in the Company’s 2017 Annual Report.

Use of Estimates and Assumptions

The preparation of financial statements in conformity with U.S. GAAP 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 of revenues and expenses during the reporting period. While management believes that such estimates are reasonable when considered in conjunction with the financial position and results of operations taken as a whole, actual results could differ from those estimates, and such differences may be material to the financial statements.

F-5

Basic and Diluted Net Loss per Share

Basic loss per share is computed by dividing net loss available to common shareholders by the weighted average number of outstanding common shares during the period. Diluted loss per share gives effect to all dilutive potential common shares outstanding during the period. Dilutive loss per share excludes all potential common shares if their effect is anti-dilutive. Because the Company is operating at a loss, it has no potential dilutive instruments and accordingly basic loss and diluted loss per share are the same.

Recent Accounting Pronouncements

In May 2014, the Financial Accounting Standards Board (“FASB”) issued its final standard on revenue from contracts with customers. The standard, issued as Accounting Standards Update (“ASU”) No. 2014-09: Revenue from Contracts with Customers (Topic 606), outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most current revenue recognition guidance, including industry-specific guidance. The core principle of the revenue model is that “an entity recognizes revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services.” ASU 2014-09 becomes effective for reporting periods (including interim periods) beginning after December 15, 2017. Early application is permitted for reporting periods (including interim periods) beginning after December 15, 2016. This new standard permits the use of either the retrospective or cumulative effect transition method. Because the Company has no revenue, the new guidance is not expected to have a material impact on its financial statements and related disclosures.

In February 2016, the FASB issued ASU 2016-02, Leases (“ASU 2016-02”), which relates to the accounting for leasing transactions. This standard requires a lessee to record on the balance sheet the assets and liabilities for the rights and obligations created by leases with lease terms of more than twelve months. In addition, this standard requires both lessees and lessors to disclose certain key information about lease transactions. This standard will be effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. We are evaluating the impact the adoption of ASU 2016-02 will have on our consolidated financial statements.

Other new pronouncements issued but not effective until after September 30, 2018 are not expected to have a material impact on the Company’s financial position, results of operations, or cash flows.

NOTE 3 - GOING CONCERN

The Company’s financial statements are prepared in accordance with generally accepted accounting principles applicable to a going concern. This contemplates the realization of assets and the liquidation of liabilities in the normal course of business. Currently, the Company does not have sufficient cash, nor does it have operations or a source of revenue sufficient to cover its operational costs in order to allow it to continue as a going concern. The Company has accumulated losses as of September 30, 2018, of $14,904,726. The Company will be dependent upon the raising of additional capital through the best-efforts placement of its equity and/or debt securities in order to implement its business plan. There can be no assurance that the Company will be successful in either situation in order to continue as a going concern. These factors raise substantial doubt regarding the Company’s ability to continue as a going concern. These financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts, or amounts and classification of liabilities that might result from this uncertainty.

NOTE 4 - OIL & GAS PROPERTIES

In March 2014, we entered into a farm out letter agreement with GulfSlope Energy, Inc. (“GulfSlope”) relating to certain prospects GulfSlope bid on at the Central Gulf of Mexico Lease Sale 231, located within 2.2 million acres of 3-D seismic licensed and interpreted by GulfSlope. Under the terms of the farm-out letter agreement, as amended, we acquired contractual rights to a 20% working interest in 12 blocks covered in 9 prospects for approximately $10,720,000 paid to GulfSlope through September 30, 2018. We have agreed to pay our proportionate share of the net rental costs related to the prospects. GulfSlope has conducted extensive seismic work on all of the prospects focusing on the high potential subsalt play at depths of 15,000’ to 25,000’ and will be the operator of record for the initial well on each of the prospects. In August 2017, the Company acquired a 20% working interest from GulfSlope in Ship Shoal Block 351 and in Ship Shoal Block 336, which are collectively referred to as the Tau Prospect. In October 2017, the Company acquired a 20% working interest from GulfSlope in Eugene Island Block 397 and Green Canyon Block 4, which are collectively referred to as the Quark Prospect. In January 2018, the Company acquired a 20% working interest in the Vermilion South Addition Block 378 (“Canoe Prospect”) from GulfSlope.

F-6

On January 8, 2018, the Company entered into a participation agreement dated effective January 1, 2018 (the “Agreement”) with Delek GOM Investments, LLC, a subsidiary of Delek Group Ltd. (“Delek”), and GulfSlope (collectively, the “Parties”) for the partial farm-out of the Company’s interests in its Gulf of Mexico oil and gas leases (the “Farm-out”). The Agreement sets out the terms and conditions of the Parties participation in the drilling of up to a nine well multi-phase exploration program targeting the Company’s prospects (the “Prospects”) located on the Company’s existing leases (the “Leases”).

Under the terms of the Agreement, the Parties have committed to initially drill two of the Company’s prospects in Phase I (the “Initial Phase”) with Delek having the option to participate in two additional two-well drilling phases and a final, three-well drilling phase (collectively, the “Phases”). In each Phase, Delek will earn a 75% working interest upon paying 90% of the exploratory costs associated with drilling each exploratory well. The Company will thus retain a 5% working interest while paying 2% of the exploratory costs associated with drilling each well. In addition, Delek will pay the Company $405,000 upon the filing of each exploration plan with BOEM and/or BSEE on a Prospect in each Phase. During March 2018 Delek made its first payment of $405,000 to the Company as the initial plan was filed. Delek made a second payment of $405,000 to the Company during May 2018. Also, each Party will be responsible for its pro rata share (based on working interest) of delay rentals associated with the Prospects. GulfSlope will be the Operator during exploratory drilling of a Prospect, however, subsequent to a commercial discovery, Delek will have the right to become the Operator. Delek will have the right to terminate this Agreement at the conclusion of any drilling Phase. Delek will also have the option to purchase up to 5% of the Company’s common stock upon fulfilling its obligation for each Phase (maximum of 20% in the aggregate) at a price per share equal to a 10% discount to the 30-day weighted average closing price for the Company’s common stock preceding the acquisition. This option will expire on January 8, 2020. The Company has not recorded any cost associated with the option due to the future performance obligation of Delek. If Delek meets the obligation and exercises its option the Company will record the option value at that time as an increase to Oil and Gas Properties. The likelihood of Delek exercising its options to purchase shares of the Company’s common stock will be dependent on the drilling results from Phase 1 and the Company’s operating results which will affect the price of the Company’s common stock. We currently do not anticipate Delek fully exercising this option before the expiration date. At September 30, 2018, the potential value of issuing 20% of our outstanding stock is approximately $6,000,000. The foregoing description of the Agreement does not purport to be a complete description of the terms, provisions and conditions of such document, and represents only a summary of certain of the principal terms, provisions and conditions thereof.

The Company will assign a two-tenths of one percent of 8/8ths net profits interest in certain of the Company’s oil and gas leases in the two Phase I prospects to Hi-View Investment Partners, LLC (“Hi-View”) in consideration for consulting services provided pursuant to a non-exclusive consulting engagement dated October 25, 2017, by and between Hi-View, the Company, and GulfSlope (the “Advisory Agreement”). Hi-View will be entitled to additional assignments on the same terms and conditions as described above related to any of Leases in which Delek elects to participate in the drilling of an exploratory well. In addition, the Company issued an aggregate of twenty million shares of its common stock to Hi-View in consideration for those consulting services provided pursuant to the Advisory Agreement

In January 2017, the Company entered into an asset purchase agreement with Sydson Energy, Inc. (“Sydson Energy”) and Sydson Resources, L.P. (“Sydson Resources” and collectively with Sydson Energy, “Sydson”), where Sydson assigned to us certain onshore oil and gas assets and interests and certain tangible assets and additionally, certain employees and a consultant of Sydson have agreed to become employees and a consultant of the Company. Sydson is a private oil and gas company with land operations in Texas and Louisiana that has been in business since 1982. The oil and gas assets include the following:

●

In Texas, we acquired a 50% working interest in the undrilled acreage above 4,500’ in the West Tuleta Field, Bee County, Texas comprised of approximately 1,800 gross acres and 900 net acres with a net revenue interest of approximately 75%. The primary drilling objectives are the Vicksburg and Hockley sands which are structurally high on this acreage compared to the prior downdip production.

●

In the adjacent Ray Field, also in Bee County, Texas, we acquired a 50% working interest in the undrilled, acreage on the Walton, Campbell, and Ray leases comprising approximately 75 gross acres with a net revenue interest of approximately 75%. The primary drilling objectives on this acreage are also the Vicksburg and Hockley sands updip to prior production above 3,700’.

●

Southeast of San Antonio, we are acquiring leases with working interest partners covering more than 4,400 acres for horizontal projects above 6,000’ in the Austin Chalk, Eagle Ford, and Buda Lime formation. These projects are adjacent to substantial prior production and contain both conventional and unconventional oil targets. We began drilling operations on the first well during the third quarter of 2018.

F-7

NOTE 5 - COMMON STOCK

The Company had 950,000,000 shares of common stock authorized with a par value of $0.001, however during April 2018 the holders of a majority of the issued and outstanding shares of common stock consented to action via written consent to adopt an amendment to our amended and restated articles of incorporation to increase the number of authorized shares of common stock from 950,000,000 to 1,350,000,000. The Company filed a Schedule 14C information statement with the Securities and Exchange Commission and mailed a copy to each holder of common stock of record disclosing this consent to take action without a shareholders’ meeting. The amendment became effective after (i) 20 days from the mailing of the information statement to the common stock holders of record (May 15, 2018) and (ii) once it is filed with the Nevada Secretary of State (May 17, 2018).

On August 1, 2018 the Company filed a preliminary proxy statement requesting shareholders to vote on increasing the authorized shares of common stock from 1,350,000,000 to 1,500,000,000. We filed a definitive proxy statement on August 14, 2018 and the proposal passed.

As of September 30, 2018, the Company had 990,199,769 shares of common stock issued and outstanding. During the nine months ended September 30, 2018 the Company sold 58,683,350 shares of stock at a price of $.02 per share for a total of $1,173,667. During the nine months ended September 30, 2018 the Company issued 20,000,000 shares in exchange for lease brokerage fees valued at $400,000, issued 63,198,147 shares in exchange for the conversion of $1,554,954 of debt and accrued interest, issued 20,600,000 shares in exchange for settlements valued at $412,000 and issued 5,927,602 shares to three employees and a consultant for services rendered for $86,121.

NOTE 6 - RELATED PARTY TRANSACTIONS

Mr. Askew, our former chief executive officer and director for over three years, is currently a consultant to the Company. He resigned effective January 3, 2017 and signed a consulting agreement which is discussed in more detail in footnote 10 “Commitments and Contingencies”. As of September 30, 2018, the Company has accrued $700,000 for Mr. Askew’s consulting expenses. This accrual is reported on the balance sheet under current liabilities as “Accrued expenses – related party”.

The Company had received unsecured advances prior to 2014 from a former director in the amount of $52,152. The amount of $42,324 due to the related party was written off during the quarter ended March 31, 2017 and recorded as “Other income” as a result of the expiration of the applicable statute of limitations. The remaining balance of $9,828 was written off during the quarter ended March 31, 2018.

Mr. Mayell, our current chief executive officer and director effective January 4, 2017, is President of Sydson Energy, Inc. and Managing Partner of the General Partner of Sydson Resources, LP (“Sydson”). Since the Sydson acquisition on January 4, 2017, Sydson and Mr. Mayell have paid invoices on behalf of the Company and advanced loans to the Company. On August 11, 2017, the Company signed a note payable agreement with Sydson for $70,000 which represents a portion of the balance owed to Sydson, with the remainder reported as “Accounts Payable – related party” on the balance sheet. Also on August 11, 2017, the Company signed a note payable agreement with Mr. Mayell for $47,000 which represents some of the advances Mr. Mayell made to the Company. The note payable balances as of September 30, 2018 are $70,000 to Sydson and $47,000 to Mr. Mayell and are reported on the balance sheet under current liabilities as “Convertible notes payable – related party”. The accrued interest on these notes as of September 30, 2018 is $7,978 payable to Sydson and $5,357 payable to Mr. Mayell.

During the nine months ended September 30, 2018, the Company has paid Mr. Mayell in full a total of $169,630 toward the outstanding accounts payable balance, leaving a zero balance. As of September 30, 2018, the Company owes Sydson $14,606 which is reported on the balance sheet as “Accounts payable - related party”.

F-8

During the nine months ended September 30, 2018 the Company sold interests in some prospects to several investors, of which the Company owes Sydson Resources, LP its 25% share of the proceeds. Sydson’s share totaled $164,167. The Company made payments to Sydson for $29,963 and applied $82,000 for Sydson’s purchase of a 1% interest in the prospect, so the balance owed to Sydson as of September 30, 2018 was $52,204 and is included in the $66,810 reported as “Accounts payable – related party”.

In January 2017, the Company issued shares of stock to the following related parties: Mr. Askew 27 million shares, Mr. Mayell 100 million shares and Mr. Connally 65.1 million shares. See note 10 “Commitments and contingencies” for additional information.

As discussed in Note 7, the Company owes Sydson $250,000 plus accrued interest – short term totaling $47,596 on a note related to the acquisition of Sydson assets.

Also discussed in Note 8, Mr. Mayell and JTB Energy LLC, a company managed by Mr. Mayell, have each loaned the Company $250,000. Total interest expense of $67,800 has been accrued as of September 30, 2018. JTB Energy LLC is a related party of Mr. Mayell.

Also discussed in Note 8, Mr. Mayell loaned the Company amounts of $170,000 and $50,000 for a total of $220,000 during October 2017. The accrued interest on these notes payable total $21,522 as of September 30, 2018.

During December 2017, the Company received a loan of $50,000 from a shareholder. The note and interest is due January 1, 2019 with an interest rate of 10% per annum. During the outstanding period, the note is convertible at the option of the investor up to the outstanding principal and unpaid interest into common shares at $0.02 per share. The note is reported as “Secured convertible Notes Payable – related party” under short term liabilities on the balance sheet.

As discussed in Note 8, an accredited investor loaned the Company $1,700,000 which has been fully converted into shares of the Company’s common stock.

Listed below is a table summarizing the amounts owed to Mr. Mayell and his related parties.

Name of Related Party	Original Amount		Amount repaid			Balance owed 9/30/18		Accrued Interest		Total owed		Interest rate			Convertible into Shares of Stock
Mr. Michael Mayell		686,630		(197,630	)		489,000		60,373		549,373		10	%	Yes
Sydson Energy, Inc.		325,354		(240,748	)		84,606		7,978		92,584		10	%	Partial
Sydson Resources, LP		380,000		(77,796	)		302,204		47,596		349,800		10	%	No
JTB Energy, LLC		250,000		0			250,000		34,306		284,306		10	%	Yes
Total	$	1,641,984	($	516,174	)	$	1,125,810	$	150,253	$	1,276,063

Note: No interest expense has been paid to date on the above balances.

NOTE 7 - NOTES PAYABLE

The Company had received advances during 2014 and prior from a prior director in the amount of $52,152. The amount of $42,324 due to the related party was written off during the quarter ended March 31, 2017 and recorded as “Other income” as a result of the expiration of the applicable statute of limitations. During the quarter ended March 31, 2018, the remaining balance of $9,828 was written off and recorded as “Other income”. These advances were previously recorded within the “Due to related party” line on the balance sheet and now have a zero balance.

In connection with the Sydson asset acquisition, part of the consideration was an unsecured $250,000 note payable to Sydson due March 1, 2017. The note has been amended effective March 23, 2017 to extend the due date to January 1, 2019 and to charge a fixed rate of 10% interest on the note. The balance of $250,000 is included in “Notes payable-related party” in the current liabilities section of the balance sheet.

The company financed the current year insurance premiums and that note has a balance of $15,484 as of September 30, 2018. This note is reported as “Notes payable” under current liabilities on the balance sheet.

F-9

NOTE 8 - CONVERTIBLE NOTES PAYABLE

Effective March 23, 2017 the Company extended an unsecured promissory note with an accredited investor in the amount of $1,700,000 to a payment date of January 1, 2019. The note was reduced by the assignment of a $131,645 note receivable from EnerGulf Resources to the investor. On September 18, 2017 the Company converted $450,000 of the principal amount of the note into 22,500,000 shares of the Company’s common stock at a conversion price of $0.02 per share. As of December 31, 2017 the outstanding principal balance was $1,118,355 and was reported as “Convertible Notes Payable” under long term liabilities on the balance sheet. During the quarter ending March 31, 2018, the Company converted an additional $400,000 of the principal balance into 15,000,000 shares of the Company’s common stock. The transaction was broken down as follows, the principal balance of $200,000 was converted at a conversion price of $0.02 and the principal balance of $200,000 was converted at a conversion price of $0.04. During the second quarter of 2018 another $200,000 of the principal balance was converted into 10,000,000 share of common stock at a conversion price of $0.02. The amended note agreement now states that the note is convertible into common shares at an average calculated price not to be below $0.02 or to exceed $0.04 per share. The conversion is at the option of the investor up to the balance of the outstanding principal and accrued interest. Effective July 20, 2018, the remaining principal balance of $518,355 plus the accrued interest of $436,599 was converted into 38,198,147 shares of the Company’s common stock at a conversion rate of $0.025 per share.

During April 2017, the Company received a loan of $125,000 from Mr. Mayell and a loan of $125,000 from JTB Energy, LLC. Both loans are secured by a 5% interest in the majority of the offshore leases, payable upon demand with interest rates of 10% per annum. During the outstanding period, the notes are convertible at the option of the investor up to the outstanding principal and accrued interest into common shares at $0.02 per share. These loans are both considered related party transactions. The notes are reported as “Convertible notes payable – related party” under current liabilities. The notes are convertible up to the outstanding principal and accrued interest into common shares at $0.02 per share. During June 2018 the Company paid $18,000 on one of Mr. Mayell’s notes payable, leaving a balance of $107,000 as of June 30, 2018. During July 2018 the Company paid an additional $10,000 on this note payable leaving a balance of $97,000 as of September 30, 2018.

During June 2017, the Company received an additional loan of $125,000 from Mr. Mayell and an additional loan of $125,000 from JTB Energy, LLC. Both loans are secured by a 5% interest in the majority of the offshore leases, all payable upon demand with interest rates of 10% per annum. During the outstanding period, the notes are convertible at the option of the investor up to the outstanding principal and accrued interest into common shares at $0.02 per share. These loans are both considered related party transactions. The notes are reported as “Secured convertible notes payable – related party” under current liabilities. The notes are convertible up to the outstanding principal and accrued interest into common shares at $0.02 per share.

During August 2017, the Company converted a portion of the accounts payable balances owed to Sydson and Mr. Mayell to note payable agreements, charging interest at 10% per annum. Both Sydson and Mr. Mayell had advanced money to the Company and paid invoices on behalf of the Company, which had previously been reported as “Accounts payable – related party”. The Company converted $70,000 into a note payable to Sydson and $47,000 into a note payable to Mr. Mayell. The remaining balances owed to them will continue to be reported as “Accounts payable – related party”. The notes are reported as “Secured convertible notes payable – related party” under current liabilities. The notes are convertible up to the outstanding principal and accrued interest into common shares at $0.02 per share.

During October 2017, the Company received loans of $170,000 and $50,000 from Mr. Mayell. Both loans are secured by a 5% interest in the majority of the offshore leases, payable upon demand with interest rates of 10% per annum. During the outstanding period, the notes are convertible at the option of the investor up to the outstanding principal and accrued interest into common shares at $0.02 per share. These loans are both considered related party transactions and are reported as “Secured convertible notes payable – related party” under current liabilities.

NOTE 9 - FAIR VALUE OF FINANCIAL INSTRUMENTS

The Company’s financial instruments are cash and accounts payable. The recorded values of cash and accounts payable approximate their fair values based on their short-term nature.

F-10

NOTE 10 - COMMITMENTS AND CONTINGENCIES

See Note 6 for a discussion of Mr. Askew’s employment agreement and the Company’s financial obligations with respect thereto. Mr. Askew resigned as an executive officer and director of Texas South in January 2017 and entered into a consulting agreement with the Company that began on January 5, 2017 and terminates on December 31, 2020, and such term shall be extended for an additional one-year period upon December 31 of each calendar year provided that neither the Company nor consultant notify the other on or prior to 90 days before the applicable December 31^st that either party does not intend to extend this agreement. The Company shall pay to Mr. Askew $35,000 net per month and issued Mr. Askew 27 million shares of Company common stock. Upon termination of Mr. Askew by the Company other than for cause, Mr. Askew is entitled to receive three years of his then consulting compensation as severance.

The Company entered into an employment agreement with John B. Connally III to serve as chairman of the board that began on January 5, 2017 and terminates on December 31, 2020. Upon December 31 of each calendar year, the term shall be extended for one additional year, provided that neither the Company nor Mr. Connally notify the other on or prior to 90 days before the applicable December 31^st date that either party does not intend to extend this agreement. The Company shall pay to Mr. Connally a base salary of $420,000 per annum, issued him 65.1 million shares, and Mr. Connally shall be entitled to standard and customary benefits. Mr. Connally has agreed to standard non-disclosure provisions. Upon termination of Mr. Connally by the Company other than for cause, Mr. Connally is entitled to receive three years of his then compensation as severance.

The Company entered into an employment agreement with Mr. Mayell on January 4, 2017 that terminates on December 31, 2020. Upon December 31 of each calendar year, the term shall be extended for one additional year, provided that neither the Company nor Mr. Mayell notify the other on or prior to 90 days before the applicable December 31^st date that either party does not intend to extend this agreement. The Company shall pay to Mr. Mayell a base salary of $420,000 per annum and Mr. Mayell shall be entitled to standard and customary benefits. Mr. Mayell has agreed to standard non-disclosure and non-competition provisions. Upon termination of Mr. Mayell by the Company other than for cause, Mr. Mayell is entitled to receive three years of his then compensation as severance.

During the first quarter of fiscal 2017, the above mentioned agreements with Mr. Connally and Mr. Mayell were amended to extend the due dates. The payments are now due at the end of the terms of the agreements, which is December 31, 2020. These liabilities are accrued in the financial statements and included in the caption “Accrued expenses” as long term liabilities on the balance sheet.

In April 2018, the employment agreements for Mr. Mayell and Mr. Connally were amended, whereby all or a portion of the compensation owed to Mr. Mayell and Mr. Connally for the period from January 2017 through April 30, 2018 can be paid by the Company, at the option of the employee, in restricted shares of the Company’s common stock valued at $0.02 per share. As of the filing date of this report, neither has elected to convert the compensation owed into common stock. If all of the compensation owed was converted into shares of stock, Mr. Mayell would receive 28,000,000 shares and Mr. Connally would receive 27,500,000 shares.

In July 2018, the consulting agreement for Mr. Askew was amended, whereby all or a portion of the compensation owed to Mr. Askew for the period from February 2017 through April 30, 2018 can be paid by the Company, at the option of the consultant, in restricted shares of the Company’s common stock valued at $0.02 per share. The total owed to Mr. Askew for that period was $525,000. If all of the compensation owed was converted into shares of stock, Mr. Askew would receive 26,250,000 shares of common stock. Mr. Askew has not elected to convert the currently owed compensation.

NOTE 11 – STOCK-BASED INCENTIVE PLAN

At the September 6, 2018 annual meeting, the stockholders approved the adoption of the Texas South Energy, Inc. 2018 Omnibus Incentive Plan (the “2018 Plan”), effectively July 28, 2018. The 2018 Plan authorizes the issuance of 100,000,000 share of common stock prior to its expiration on July 28, 2028. Incentives under the 2018 Plan may be granted to employees, directors, and consultants of the Company in any one or a combination of the following forms: incentive stock options, nonqualified stock options, stock appreciation rights, restricted stock awards or performance stock awards which are valued in whole or in part by reference to, or otherwise based on, our common stock, including its appreciation in value. As of September 30, 2018, no awards were granted.

NOTE 12 - SUBSEQUENT EVENTS

The employment agreements between the Company and Mr. Michael Mayell and Mr. John Connally III were amended effective October 16, 2018. Supplement number three to the employment agreements added the following sentence: Employee has the right, at his option, to receive restricted shares of Company common stock valued at a price per share equal to the greater of (i) $0.02 and (ii) the average closing price of Company common stock during the calendar month in which the accrued salary being converted was earned, in lieu of cash, for all or a portion of the compensation owed to Employee for the period between May 1, 2018 and ended September 30, 2018. The total owed to Mr. Mayell during this period was $175,000 and the total owed to Mr. Connally III was $175,000. If these totals were converted into shares of stock, each would receive 8,750,000 shares of common stock.

During October 2018, the Company sold 5,000,000 shares of common stock at a price per share of $0.02 for a total of $100,000 and issued 250,000 shares to a consultant for services provided at a price per share of $0.02 for a total of $5,000 for services.

During November 2018, through our Form 10Q filing date, the Company sold 2,500,000 shares of common stock at a price per share of $0.02 for a total of $50,000.

F-11

ITEM 2. MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion and analysis summarizes the significant factors affecting our operating results, financial condition, liquidity and cash flows as of and for the periods presented below. The following discussion and analysis should be read in conjunction with (i) the accompanying unaudited financial statements and notes thereto for the nine months ended September 30, 2018 and 2017, and with our audited financial statements and notes thereto for the year ended December 31, 2017 included in the Company’s Annual Report on Form 10-K (the “2017 Annual Report”) and (ii) the discussion under the caption “Management’s Discussion and Analysis of Financial Condition and Results of Operations” of the 2017 Annual Report.

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.

Business Overview

Our business plan as an oil and gas company is to focus primarily on properties in the Gulf Coast Region. We plan to obtain and manage working and non-working interests in oil and gas properties.

We are in the business of exploring for, drilling and producing oil and gas. Our business is subject to multiple factors effecting the production of oil and gas, including, but not limited to: market prices; national and international economic conditions; import and export quotas; availability of drilling rigs, casing, pipe, and other equipment and supplies; availability of and proximity to pipelines and other transportation facilities; the supply and price of competitive fuels; and the regulation of prices, production, transportation, and marketing by domestic and foreign governmental authorities. Additionally, we may not have control over whether the owner or operator of the lease will elect to explore for oil and gas on such properties, or to develop them following discoveries that may occur. Each of these factors may affect the rate at which oil and gas are produced, if ever, on properties in which we may have an interest.

Our Current Mineral Interests

In March 2014, we entered into a farm out letter agreement with GulfSlope Energy, Inc. relating to certain prospects GulfSlope bid on at the Central Gulf of Mexico Lease Sale 231, located within 2.2 million acres of 3-D seismic licensed and interpreted by GulfSlope. Under the terms of the farm-out letter agreement, as amended, we acquired contractual rights to a 20% working interest in 12 blocks covered in 9 prospects and have paid approximately $10,720,000 to GulfSlope through September 30, 2018. We have agreed to pay our proportionate share of the net rental costs related to the prospects. GulfSlope has conducted extensive seismic work on all of the prospects focusing on the high potential subsalt play at depths of 15,000’ to 25,000’ and will be the operator of record for the initial well on each of the prospects. In August 2017, the Company acquired a 20% working interest from GulfSlope in Ship Shoal Block 351 and in Ship Shoal Block 336, which are collectively referred to as the Tau Prospect. In October 2017, the Company acquired a 20% working interest from GulfSlope in Eugene Island Block 397 and Green Canyon Block 4, which are collectively referred to as the Quark Prospect. In January 2018, the Company acquired a 20% working interest in the Vermilion South Addition Block 378 (“Canoe Prospect”) from GulfSlope.

Under the terms of the Agreement, the Parties have committed to initially drill two of the Company’s prospects in Phase I (the “Initial Phase”) with Delek having the option to participate in two additional two-well drilling phases and a final, three-well drilling phase (collectively, the “Phases”). In each Phase, Delek will earn a 75% working interest upon paying 90% of the exploratory costs associated with drilling each exploratory well. The Company will thus retain a 5% working interest while paying 2% of the exploratory costs associated with drilling each well. In addition, Delek will pay the Company $405,000 upon the filing of each exploration plan with BOEM and/or BSEE on a Prospect in each Phase. During March 2018 Delek made its first payment of $405,000 to the Company as the initial plan was filed. Delek made a second payment of $405,000 to the Company during May 2018. Also, each Party will be responsible for its pro rata share (based on working interest) of delay rentals associated with the Prospects. GulfSlope will be the Operator during exploratory drilling of a Prospect, however, subsequent to a commercial discovery, Delek will have the right to become the Operator. Delek will have the right to terminate this Agreement at the conclusion of any drilling Phase. Delek will also have the option to purchase up to 5% of the Company’s common stock upon fulfilling its obligation for each Phase (maximum of 20% in the aggregate) at a price per share equal to a 10% discount to the 30-day weighted average closing price for the Company’s common stock preceding the acquisition. This option will expire on January 8, 2020. The Company has not recorded any cost associated with the option due to the future performance obligation of Delek. If Delek meets the obligation and exercises its option the Company will record the option value at that time as an increase to Oil and Gas Properties. At September 30, 2018, the potential value of issuing 20% of our outstanding stock is approximately $6,000,000. The foregoing description of the Agreement does not purport to be a complete description of the terms, provisions and conditions of such document, and represents only a summary of certain of the principal terms, provisions and conditions thereof.

●

Southeast of San Antonio, we have acquired leases with working interest partners covering approximately 4,400 acres for horizontal projects above 6,000’ in the Austin Chalk, Eagle Ford, and Buda Lime formation. These projects are adjacent to substantial prior production and contain both conventional and unconventional oil targets. We began drilling operations on the first well, the TXSO Richter Unit 1H, to a total depth of 9,447’ measured depth (MD) during the third quarter of 2018. The well has been completed with 5 ½” casing set at 9,439’ MD and is waiting on a frac treatment scheduled for November 2018.

Business and Acquisition Strategy

Our primary business strategy includes acquiring both working and non-working interests in oil and gas properties throughout the Gulf Coast Region and Texas, including offshore prospects. We will consider acquisitions that serve as a platform for complementary operations. In January, 2017 the Company acquired assets from Sydson Energy, Inc. and Sydson Resources, LP.

The cost of implementing the forgoing programs will depend on what oil and gas interests are identified and available on terms acceptable to us. Even if we identify oil and gas interests that are available, the cost of pursuing and acquiring them could be significant. Our ability to pursue any such opportunities will be dependent on our ability to obtain financings through private equity, debt financings or agreements with joint venture partners. We can provide no assurance that we have the necessary cash available or will be able to successfully obtain the necessary financing or joint venture partners to pursue such opportunities.

We have incurred losses since our inception and expect to incur losses in future periods. We currently rely primarily upon the sale of our equity securities to fund operations.

Liquidity and Capital Resources

As of September 30, 2018, we had a cash balance of $3,222,908 and a working capital deficit of $2,603,161. Our accumulated deficit from inception (March 15, 2010) to September 30, 2018 was $14,904,726. For the nine months ended September 30, 2018, our net loss of $2,027,966 was mostly funded by proceeds raised from equity financings. During the nine months ended September 30, 2018, our cash position increased by $3,222,453 as a result of the sale of some of our interests in our prospects, receiving prepaid costs from our participation agreement on the Wilinda project, and the sale of the Company’s common stock.

During the nine months ended September 30, 2018, we issued 168,409,099 shares of common stock, of which 58,683,350 shares were issued for cash in the amount of $1,173,667, 20,000,000 shares were issued for lease brokerage fees valued at $400,000, 63,198,147 shares were issued to convert $1,554,954 of debt and accrued interest into common stock, 20,600,000 shares were issued in exchange for settlements value at $412,000 and 5,927,602 shares were issued to three employees and a consultant for services rendered in lieu of cash for $86,121.

We will need additional financing to carry out our business plan. Specifically, we will need cash to fund our obligations with respect to (i) drilling the Canoe and Tau Prospects in Phase I of the offshore program (ii) funding our drilling obligations with respect to the Wilinda project, and (iii) funding our contingent liabilities under the Sydson agreement. Obtaining additional financing will be subject to a number of factors including market conditions, investor acceptance of our business plan, and other conditions outside of our control. These factors may make the timing, amount, terms and conditions of additional financing unattractive or unavailable to us. If we cannot raise additional funds, we will not be able to carry out our business plans and may cease operations.

Results of Operations for the Three months Ended September 30, 2018 compared to the Three months ended September 30, 2017

We earned revenue of $0 during the three months ended September 30, 2018 and 2017. Workover expenses for $15,835 were recorded during the three months ended September 30, 2018 and zero for the three months ended September 30, 2017. General and administrative expenses were $607,336 ($324,053 non-cash) for the three months ended September 30, 2018, compared to $688,788 ($315,000 non-cash) for the three months ended September 30, 2017. Interest expense was $31,875 for the three months ended September 30, 2018, compared to $58,601 for the three months ended September 30, 2017.

We had a net loss of $656,319 for the three months ended September 30, 2018, compared to $748,185 for the three months ended September 30, 2017.

The basic and diluted loss per share for the three months ended September 30, 2018 and 2017 was $(0.00).

Results of Operations for the Nine months Ended September 30, 2018 compared to the Nine months ended September 30, 2017

We earned revenue of $0 during the nine months ended September 30, 2018 and 2017. Included in “Other income” is the write off of the shareholder note payable for $42,324 during the quarter ended March 31, 2017 and $9,828 during the quarter ended March 31, 2018. General and administrative expenses were $1,869,488 ($1,031,122 non-cash) for the nine months ended September 30, 2018, compared to $2,905,456 ($1,760,340 non-cash) for the nine months ended September 30, 2017. Interest expense was $123,041 for the nine months ended September 30, 2018, compared to $154,809 for the nine months ended September 30, 2017. The decrease in interest expense is primarily a result of the decrease in the note payable balances as a result of the conversion of debt into shares of common stock.

Off-Balance Sheet Arrangements

As of September 30, 2018, we had no off balance sheet transactions 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.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

As of September 30, 2018, our exposure to market risk is limited. We do not expect unfavorable changes in concentration of credit risk and interest rates impacting our current balances as of September 30, 2018.

ITEM 4. CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

We carried out an evaluation, under the supervision and with the participation of our management, including our principal executive officer (who also serves as our principal financial officer) of the effectiveness of our disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) as of the period covered by this Form 10-Q. Based upon that evaluation, our principal executive officer (who also serves as our principal financial officer) concluded that, as of the end of the period covered in this report, our disclosure controls and procedures were effective to ensure that information required to be disclosed in reports filed by us under the Exchange Act is recorded, processed, summarized and reported within the required time periods and is accumulated and communicated to our management as appropriate to allow timely decisions regarding required disclosure.

Our management, including our principal executive officer, does not expect that our disclosure controls and procedures or our internal controls will prevent all errors or fraud. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Further, the design of a control system must reflect the fact that there are resource constraints and the benefits of controls must be considered relative to their costs. Due to the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, have been detected. Accordingly, management believes that the financial statements included in this report fairly present in all material respects our financial condition, results of operations and cash flows for the periods presented.

Management’s Interim Report on Internal Control over Financial Reporting

Our management is responsible for establishing and maintaining adequate internal control over financial reporting (as defined in Rule 13a-15(f) under the Exchange Act). Our internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with accounting principles generally accepted in the United States.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Therefore, even those systems determined to be effective can provide only reasonable assurance of achieving their control objectives.

Changes in Internal Control over Financial Reporting

There have been no changes in internal control over financial reporting.

PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

Management is not aware of any legal proceedings contemplated by any governmental authority or any other party against us. None of our directors, officers or affiliates are (i) a party adverse to us in any legal proceedings, or (ii) have an adverse interest to us in any legal proceedings. Management is not aware of any other legal proceedings that have been threatened against us.

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

The Company sold shares of stock for cash and/or converted note payable balances that were not reported on a Current Report on Form 8-K , in Part II, Item 5 of the Annual report on Form 10-K or Part II, Item 2 of Form 10Q’s and such transactions are being reported hereby, as follows.

During August 14, 2018 through September 30, 2018 investors purchased 24,333,350 shares of common stock for a purchase price of $.02 per share totaling $486,667.

During August 2018 the Company issued a total of 437,329 shares at $0.0207 under an employment agreement to an employee for services rendered.

During November 2018, through our Form 10Q filing date, the Company sold 2,500,000 shares of common stock at a price per share of $0.02 for a total of $50,000.

The issuances of these securities did not involve the payment of any sales commissions and were exempt pursuant to Section 4(a)(2) of the Securities Act of 1933.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4. MINE SAFETY DISCLOSURES

None.

ITEM 5. OTHER INFORMATION

None.

ITEM 6. EXHIBITS

Exhibit Number		Exhibit Description
31.1 (1)		Certification of the Chief Executive Officer and Chief Financial Officer Pursuant to Rule 13a-14 or 15d-14 of the Exchange Act pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1 (1)		Certification of the Chief Executive Officer and Chief Financial Officer Pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101.INS (1)		XBRL INSTANCE DOCUMENT
101.SCH (1)		XBRL TAXONOMY EXTENSION SCHEMA DOCUMENT
101.CAL (1)		XBRL TAXONOMY EXTENSION CALCULATION LINKBASE DOCUMENT
101.DEF (1)		XBRL TAXONOMY EXTENSION DEFINITION LINKBASE DOCUMENT
101.LAB (1)		XBRL TAXONOMY EXTENSION LABEL LINKBASE DOCUMENT
101.PRE (1)		XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE DOCUMENT

(1)

Filed herewith.

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Exchange Act, the Registrant has duly caused this Quarterly Report to be signed on its behalf by the undersigned thereunto duly authorized.

	TEXAS SOUTH ENERGY, INC.

Date: November 14, 2018	By:	/s/ Michael J. Mayell
		Michael J. Mayell
		Chief Executive Officer and Principal Financial Officer

EX-31.1 2 f10q0918ex31-1_texassouth.htm CERTIFICATION

EXHIBIT 31.1

CERTIFICATION OF THE PRINCIPAL EXECUTIVE OFFICER AND PRINCIPAL FINANCIAL OFFICER

PURSUANT TO RULE 13a – 14 AND RULE 15d – 14

OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED

I, Michael J. Mayell, certify that:

I have reviewed this Quarterly Report on Form 10-Q for the nine months ended September 30, 2018 of Texas South Energy, Inc. (the “Registrant”);

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;

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;

I am responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13(a)-15(f) and 15(d)-15(f)) for the Registrant and have:

Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under my supervision, to ensure that material information relating to the Registrant, including its consolidated subsidiaries, is made known to me by others within those entities, particularly during the period in which this report is being prepared;

Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under my 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;

Evaluated the effectiveness of the Registrant’s disclosure controls and procedures and presented in this report my conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

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 (the Registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the Registrant’s internal control over financial reporting.

I have disclosed, based on my most recent evaluation of internal control over financial reporting, to the Registrant’s auditors and the audit committee of the Registrant’s board of directors (or persons performing the equivalent functions):

All significant deficiencies and material weaknesses in the design or 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

Any fraud, whether or not material, that involves management or other employees who have a significant role in the Registrant’s internal control over financial reporting.

Date: November 14, 2018

/s/ MICHAEL J. MAYELL
Michael J. Mayell
Principal Executive Officer and Principal Financial Officer

EX-32.1 3 f10q0918ex32-1_texassouth.htm CERTIFICATION

EXHIBIT 32.1

CERTIFICATION OF

PRINCIPAL EXECUTIVE OFFICER AND PRINCIPAL FINANCIAL OFFICER

UNDER SECTION 906 OF THE

SARBANES OXLEY ACT OF 2002, 18 U.S.C. § 1350

In connection with this quarterly report on Form 10-Q of Texas South Energy, Inc. (the “Company”), as filed with the Securities and Exchange Commission on the date hereof (the “Report”), Michael J. Mayell, Chief Executive Officer and Chief Financial Officer of the Company, certifies, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to his knowledge:

(1) the Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and

(2) the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: November 14, 2018

/s/ MICHAEL J. MAYELL
Michael J. Mayell
Principal Executive Officer and Principal Financial Officer

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<div><p style="font: 10pt/normal 'times new roman', times, serif; margin: 0pt 0px; color: #000000; text-transform: none; text-indent: 0px; letter-spacing: normal; word-spacing: 0px; white-space: normal; widows: 1; font-stretch: normal; -webkit-text-stroke-width: 0px;">NOTE 3 - GOING CONCERN<p style="font: 10pt/normal 'times new roman', times, serif; margin: 0pt 0px; color: #000000; text-transform: none; text-indent: 27.5pt; letter-spacing: normal; word-spacing: 0px; white-space: normal; widows: 1; font-stretch: normal; -webkit-text-stroke-width: 0px;"> <p style="font: 10pt/normal 'times new roman', times, serif; margin: 0pt 0px; text-align: justify; color: #000000; text-transform: none; text-indent: 0px; letter-spacing: normal; word-spacing: 0px; white-space: normal; widows: 1; font-stretch: normal; -webkit-text-stroke-width: 0px;"><p style="font: 10pt/normal 'times new roman', times, serif; margin: 0px; text-align: justify; color: #000000; text-transform: none; text-indent: 0px; letter-spacing: normal; word-spacing: 0px; white-space: normal; widows: 1; font-stretch: normal; -webkit-text-stroke-width: 0px;">The Company’s financial statements are prepared in accordance with generally accepted accounting principles applicable to a going concern. This contemplates the realization of assets and the liquidation of liabilities in the normal course of business. Currently, the Company does not have sufficient cash, nor does it have operations or a source of revenue sufficient to cover its operational costs in order to allow it to continue as a going concern. The Company has accumulated losses as of September 30, 2018, of $14,904,726. The Company will be dependent upon the raising of additional capital through the best-efforts placement of its equity and/or debt securities in order to implement its business plan. There can be no assurance that the Company will be successful in either situation in order to continue as a going concern. These factors raise substantial doubt regarding the Company’s ability to continue as a going concern. These financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts, or amounts and classification of liabilities that might result from this uncertainty.</div>

<div> <p style="font: 10pt/normal 'times new roman', times, serif; margin: 0pt 0px; color: #000000; text-transform: none; text-indent: 0px; letter-spacing: normal; word-spacing: 0px; white-space: normal; orphans: 2; widows: 2; font-size-adjust: none; font-stretch: normal; -webkit-text-stroke-width: 0px; text-decoration-style: initial; text-decoration-color: initial;">NOTE 6 - RELATED PARTY TRANSACTIONS <p style="font: 10pt/normal 'times new roman', times, serif; margin: 0pt 0px; text-align: justify; color: #000000; text-transform: none; text-indent: 0px; letter-spacing: normal; word-spacing: 0px; white-space: normal; orphans: 2; widows: 2; font-size-adjust: none; font-stretch: normal; -webkit-text-stroke-width: 0px; text-decoration-style: initial; text-decoration-color: initial;">  <p style="font: 10pt/normal 'times new roman', times, serif; margin: 0pt 0px; text-align: justify; color: #000000; text-transform: none; text-indent: 0px; letter-spacing: normal; word-spacing: 0px; white-space: normal; orphans: 2; widows: 2; font-size-adjust: none; font-stretch: normal; -webkit-text-stroke-width: 0px; text-decoration-style: initial; text-decoration-color: initial;"> <p style="font: 10pt/normal 'times new roman', times, serif; margin: 0px; text-align: justify; color: #000000; text-transform: none; text-indent: 0px; letter-spacing: normal; word-spacing: 0px; white-space: normal; orphans: 2; widows: 2; font-size-adjust: none; font-stretch: normal; -webkit-text-stroke-width: 0px; text-decoration-style: initial; text-decoration-color: initial;">Mr. Askew, our former chief executive officer and director for over three years, is currently a consultant to the Company. He resigned effective January 3, 2017 and signed a consulting agreement which is discussed in more detail in footnote 10 “Commitments and Contingencies”. As of September 30, 2018, the Company has accrued $700,000 for Mr. Askew’s consulting expenses. This accrual is reported on the balance sheet under current liabilities as “Accrued expenses – related party”. <p style="font: 10pt/normal 'times new roman', times, serif; margin: 0pt 0px; text-align: justify; color: #000000; text-transform: none; text-indent: 0px; letter-spacing: normal; word-spacing: 0px; white-space: normal; orphans: 2; widows: 2; font-size-adjust: none; font-stretch: normal; -webkit-text-stroke-width: 0px; text-decoration-style: initial; text-decoration-color: initial;"> <p style="font: 10pt/normal 'times new roman', times, serif; margin: 0pt 0px; text-align: justify; color: #000000; text-transform: none; text-indent: 0px; letter-spacing: normal; word-spacing: 0px; white-space: normal; orphans: 2; widows: 2; font-size-adjust: none; font-stretch: normal; -webkit-text-stroke-width: 0px; text-decoration-style: initial; text-decoration-color: initial;">  <p style="font: 10pt/normal 'times new roman', times, serif; margin: 0pt 0px; text-align: justify; color: #000000; text-transform: none; text-indent: 0px; letter-spacing: normal; word-spacing: 0px; white-space: normal; orphans: 2; widows: 2; font-size-adjust: none; font-stretch: normal; -webkit-text-stroke-width: 0px; text-decoration-style: initial; text-decoration-color: initial;">The Company had received unsecured advances prior to 2014 from a former director in the amount of $52,152. The amount of $42,324 due to the related party was written off during the quarter ended March 31, 2017 and recorded as “Other income” as a result of the expiration of the applicable statute of limitations. The remaining balance of $9,828 was written off during the quarter ended March 31, 2018. <p style="font: 10pt/normal 'times new roman', times, serif; margin: 0pt 0px; text-align: justify; color: #000000; text-transform: none; text-indent: 0px; letter-spacing: normal; word-spacing: 0px; white-space: normal; orphans: 2; widows: 2; font-size-adjust: none; font-stretch: normal; -webkit-text-stroke-width: 0px; text-decoration-style: initial; text-decoration-color: initial;">  <p style="font: 10pt/normal 'times new roman', times, serif; margin: 0pt 0px; text-align: justify; color: #000000; text-transform: none; text-indent: 0px; letter-spacing: normal; word-spacing: 0px; white-space: normal; orphans: 2; widows: 2; font-size-adjust: none; font-stretch: normal; -webkit-text-stroke-width: 0px; text-decoration-style: initial; text-decoration-color: initial;">Mr. Mayell, our current chief executive officer and director effective January 4, 2017, is President of Sydson Energy, Inc. and Managing Partner of the General Partner of Sydson Resources, LP (“Sydson”). Since the Sydson acquisition on January 4, 2017, Sydson and Mr. Mayell have paid invoices on behalf of the Company and advanced loans to the Company. On August 11, 2017, the Company signed a note payable agreement with Sydson for $70,000 which represents a portion of the balance owed to Sydson, with the remainder reported as “Accounts Payable – related party” on the balance sheet. Also on August 11, 2017, the Company signed a note payable agreement with Mr. Mayell for $47,000 which represents some of the advances Mr. Mayell made to the Company. The note payable balances as of September 30, 2018 are $70,000 to Sydson and $47,000 to Mr. Mayell and are reported on the balance sheet under current liabilities as “Convertible notes payable – related party”. The accrued interest on these notes as of September 30, 2018 is $7,978 payable to Sydson and $5,357 payable to Mr. Mayell. <p style="font: 10pt/normal 'times new roman', times, serif; margin: 0pt 0px; text-align: justify; color: #000000; text-transform: none; text-indent: 0px; letter-spacing: normal; word-spacing: 0px; white-space: normal; orphans: 2; widows: 2; font-size-adjust: none; font-stretch: normal; -webkit-text-stroke-width: 0px; text-decoration-style: initial; text-decoration-color: initial;">  <p style="font: 10pt/normal 'times new roman', times, serif; margin: 0pt 0px; text-align: justify; color: #000000; text-transform: none; text-indent: 0px; letter-spacing: normal; word-spacing: 0px; white-space: normal; orphans: 2; widows: 2; font-size-adjust: none; font-stretch: normal; -webkit-text-stroke-width: 0px; text-decoration-style: initial; text-decoration-color: initial;">During the nine months ended September 30, 2018, the Company has paid Mr. Mayell in full a total of $169,630 toward the outstanding accounts payable balance, leaving a zero balance. As of September 30, 2018, the Company owes Sydson $14,606 which is reported on the balance sheet as “Accounts payable - related party”. <p style="font: 10pt/normal 'times new roman', times, serif; margin: 0pt 0px; text-align: justify; color: #000000; text-transform: none; text-indent: 0px; letter-spacing: normal; word-spacing: 0px; white-space: normal; orphans: 2; widows: 2; font-size-adjust: none; font-stretch: normal; -webkit-text-stroke-width: 0px; text-decoration-style: initial; text-decoration-color: initial;">  <p style="font: 10pt/normal 'times new roman', times, serif; margin: 0pt 0px; text-align: justify; color: #000000; text-transform: none; text-indent: 0px; letter-spacing: normal; word-spacing: 0px; white-space: normal; orphans: 2; widows: 2; font-size-adjust: none; font-stretch: normal; -webkit-text-stroke-width: 0px; text-decoration-style: initial; text-decoration-color: initial;">During the nine months ended September 30, 2018 the Company sold interests in some prospects to several investors, of which the Company owes Sydson Resources, LP its 25% share of the proceeds. Sydson’s share totaled $164,167. The Company made payments to Sydson for $29,963 and applied $82,000 for Sydson’s purchase of a 1% interest in the prospect, so the balance owed to Sydson as of September 30, 2018 was $52,204 and is included in the $66,810 reported as “Accounts payable – related party”. <p style="font: 10pt/normal 'times new roman', times, serif; margin: 0pt 0px; text-align: justify; color: #000000; text-transform: none; text-indent: 0px; letter-spacing: normal; word-spacing: 0px; white-space: normal; orphans: 2; widows: 2; font-size-adjust: none; font-stretch: normal; -webkit-text-stroke-width: 0px; text-decoration-style: initial; text-decoration-color: initial;">  <p style="font: 10pt/normal 'times new roman', times, serif; margin: 0pt 0px; text-align: justify; color: #000000; text-transform: none; text-indent: 0px; letter-spacing: normal; word-spacing: 0px; white-space: normal; orphans: 2; widows: 2; font-size-adjust: none; font-stretch: normal; -webkit-text-stroke-width: 0px; text-decoration-style: initial; text-decoration-color: initial;">In January 2017, the Company issued shares of stock to the following related parties: Mr. Askew 27 million shares, Mr. Mayell 100 million shares and Mr. Connally 65.1 million shares. See note 10 “Commitments and contingencies” for additional information. <p style="font: 10pt/normal 'times new roman', times, serif; margin: 0pt 0px; text-align: justify; color: #000000; text-transform: none; text-indent: 0px; letter-spacing: normal; word-spacing: 0px; white-space: normal; orphans: 2; widows: 2; font-size-adjust: none; font-stretch: normal; -webkit-text-stroke-width: 0px; text-decoration-style: initial; text-decoration-color: initial;">  <p style="font: 10pt/normal 'times new roman', times, serif; margin: 0pt 0px; text-align: justify; color: #000000; text-transform: none; text-indent: 0px; letter-spacing: normal; word-spacing: 0px; white-space: normal; orphans: 2; widows: 2; font-size-adjust: none; font-stretch: normal; -webkit-text-stroke-width: 0px; text-decoration-style: initial; text-decoration-color: initial;">As discussed in Note 7, the Company owes Sydson $250,000 plus accrued interest – short term totaling $47,596 on a note related to the acquisition of Sydson assets. <p style="font: 10pt/normal 'times new roman', times, serif; margin: 0pt 0px; text-align: justify; color: #000000; text-transform: none; text-indent: 0px; letter-spacing: normal; word-spacing: 0px; white-space: normal; orphans: 2; widows: 2; font-size-adjust: none; font-stretch: normal; -webkit-text-stroke-width: 0px; text-decoration-style: initial; text-decoration-color: initial;">  <p style="font: 10pt/normal 'times new roman', times, serif; margin: 0pt 0px; text-align: justify; color: #000000; text-transform: none; text-indent: 0px; letter-spacing: normal; word-spacing: 0px; white-space: normal; orphans: 2; widows: 2; font-size-adjust: none; font-stretch: normal; -webkit-text-stroke-width: 0px; text-decoration-style: initial; text-decoration-color: initial;">Also discussed in Note 8, Mr. Mayell and JTB Energy LLC, a company managed by Mr. Mayell, have each loaned the Company $250,000. Total interest expense of $67,800 has been accrued as of September 30, 2018. JTB Energy LLC is a related party of Mr. Mayell. <p style="font: 10pt/normal 'times new roman', times, serif; margin: 0pt 0px; text-align: justify; color: #000000; text-transform: none; text-indent: 0px; letter-spacing: normal; word-spacing: 0px; white-space: normal; orphans: 2; widows: 2; font-size-adjust: none; font-stretch: normal; -webkit-text-stroke-width: 0px; text-decoration-style: initial; text-decoration-color: initial;">  <p style="font: 10pt/normal 'times new roman', times, serif; margin: 0pt 0px; text-align: justify; color: #000000; text-transform: none; text-indent: 0px; letter-spacing: normal; word-spacing: 0px; white-space: normal; orphans: 2; widows: 2; font-size-adjust: none; font-stretch: normal; -webkit-text-stroke-width: 0px; text-decoration-style: initial; text-decoration-color: initial;">Also discussed in Note 8, Mr. Mayell loaned the Company amounts of $170,000 and $50,000 for a total of $220,000 during October 2017. The accrued interest on these notes payable total $21,522 as of September 30, 2018. <p style="font: 10pt/normal 'times new roman', times, serif; margin: 0pt 0px; text-align: justify; color: #000000; text-transform: none; text-indent: 0px; letter-spacing: normal; word-spacing: 0px; white-space: normal; orphans: 2; widows: 2; font-size-adjust: none; font-stretch: normal; -webkit-text-stroke-width: 0px; text-decoration-style: initial; text-decoration-color: initial;">  <p style="font: 10pt/normal 'times new roman', times, serif; margin: 0pt 0px; text-align: justify; color: #000000; text-transform: none; text-indent: 0px; letter-spacing: normal; word-spacing: 0px; white-space: normal; orphans: 2; widows: 2; font-size-adjust: none; font-stretch: normal; -webkit-text-stroke-width: 0px; text-decoration-style: initial; text-decoration-color: initial;">During December 2017, the Company received a loan of $50,000 from a shareholder. The note and interest is due January 1, 2019 with an interest rate of 10% per annum. During the outstanding period, the note is convertible at the option of the investor up to the outstanding principal and unpaid interest into common shares at $0.02 per share. The note is reported as “Convertible Secured Convertible Notes Payable – related party” under short term liabilities on the balance sheet. <p style="font: 10pt/normal 'times new roman', times, serif; margin: 0pt 0px; text-align: justify; color: #000000; text-transform: none; text-indent: 0px; letter-spacing: normal; word-spacing: 0px; white-space: normal; orphans: 2; widows: 2; font-size-adjust: none; font-stretch: normal; -webkit-text-stroke-width: 0px; text-decoration-style: initial; text-decoration-color: initial;">  <p style="font: 10pt/normal 'times new roman', times, serif; margin: 0pt 0px; text-align: justify; color: #000000; text-transform: none; text-indent: 0px; letter-spacing: normal; word-spacing: 0px; white-space: normal; orphans: 2; widows: 2; font-size-adjust: none; font-stretch: normal; -webkit-text-stroke-width: 0px; text-decoration-style: initial; text-decoration-color: initial;">As discussed in Note 8, an accredited investor loaned the Company $1,700,000 which has been fully converted into shares of the Company’s common stock.  <p style="font: 10pt/normal 'times new roman', times, serif; margin: 0pt 0px; text-align: justify; color: #000000; text-transform: none; text-indent: 0px; letter-spacing: normal; word-spacing: 0px; white-space: normal; orphans: 2; widows: 2; font-size-adjust: none; font-stretch: normal; -webkit-text-stroke-width: 0px; text-decoration-style: initial; text-decoration-color: initial;">  <p style="font: 10pt/normal 'times new roman', times, serif; margin: 0pt 0px; text-align: justify; color: #000000; text-transform: none; text-indent: 0px; letter-spacing: normal; word-spacing: 0px; white-space: normal; orphans: 2; widows: 2; font-size-adjust: none; font-stretch: normal; -webkit-text-stroke-width: 0px; text-decoration-style: initial; text-decoration-color: initial;">Listed below is a table summarizing the amounts owed to Mr. Mayell and his related parties. <p style="font: 10pt/normal 'times new roman', times, serif; margin: 0pt 0px; text-align: justify; color: #000000; text-transform: none; text-indent: 0px; letter-spacing: normal; word-spacing: 0px; white-space: normal; orphans: 2; widows: 2; font-size-adjust: none; font-stretch: normal; -webkit-text-stroke-width: 0px; text-decoration-style: initial; text-decoration-color: initial;">  <table style="font: 10pt/normal 'times new roman', times, serif; width: 1567px; text-transform: none; text-indent: 0px; letter-spacing: normal; word-spacing: 0px; border-collapse: collapse; orphans: 2; widows: 2; font-size-adjust: none; font-stretch: normal; -webkit-text-stroke-width: 0px; text-decoration-style: initial; text-decoration-color: initial;" cellspacing="0" cellpadding="0"> <tr style="vertical-align: bottom;"> <td style="border-bottom-color: black; border-bottom-width: 1.5pt; border-bottom-style: solid;">Name of Related Party</td> <td style="padding-bottom: 1.5pt;"> </td> <td style="text-align: center; border-bottom-color: black; border-bottom-width: 1.5pt; border-bottom-style: solid;" colspan="2">Original Amount</td> <td style="padding-bottom: 1.5pt;"> </td> <td style="padding-bottom: 1.5pt;"> </td> <td style="text-align: center; border-bottom-color: black; border-bottom-width: 1.5pt; border-bottom-style: solid;" colspan="2">Amount repaid</td> <td style="padding-bottom: 1.5pt;"> </td> <td style="padding-bottom: 1.5pt;"> </td> <td style="text-align: center; border-bottom-color: black; border-bottom-width: 1.5pt; border-bottom-style: solid;" colspan="2">Balance owed 9/30/18</td> <td style="padding-bottom: 1.5pt;"> </td> <td style="padding-bottom: 1.5pt;"> </td> <td style="text-align: center; border-bottom-color: black; border-bottom-width: 1.5pt; border-bottom-style: solid;" colspan="2">Accrued Interest</td> <td style="padding-bottom: 1.5pt;"> </td> <td style="padding-bottom: 1.5pt;"> </td> <td style="text-align: center; border-bottom-color: black; border-bottom-width: 1.5pt; border-bottom-style: solid;" colspan="2">Total owed</td> <td style="padding-bottom: 1.5pt;"> </td> <td style="padding-bottom: 1.5pt;"> </td> <td style="text-align: center; border-bottom-color: black; border-bottom-width: 1.5pt; border-bottom-style: solid;" colspan="2">Interest rate</td> <td style="padding-bottom: 1.5pt;"> </td> <td style="padding-bottom: 1.5pt;"> </td> <td style="text-align: center; border-bottom-color: black; border-bottom-width: 1.5pt; border-bottom-style: solid;">Convertible into Shares of Stock</td> </tr> <tr style="vertical-align: bottom; background-color: #cceeff;"> <td style="width: 283px; text-align: left;">Mr. Michael Mayell</td> <td style="width: 16px;"> </td> <td style="width: 16px; text-align: left;"> </td> <td style="width: 142px; text-align: right;">686,630</td> <td style="width: 16px; text-align: left;"> </td> <td style="width: 16px;"> </td> <td style="width: 16px; text-align: left;"> </td> <td style="width: 142px; text-align: right;">(197,630</td> <td style="width: 16px; text-align: left;">)</td> <td style="width: 16px;"> </td> <td style="width: 16px; text-align: left;"> </td> <td style="width: 142px; text-align: right;">489,000</td> <td style="width: 16px; text-align: left;"> </td> <td style="width: 15px;"> </td> <td style="width: 15px; text-align: left;"> </td> <td style="width: 141px; text-align: right;">60,373</td> <td style="width: 15px; text-align: left;"> </td> <td style="width: 15px;"> </td> <td style="width: 15px; text-align: left;"> </td> <td style="width: 141px; text-align: right;">549,373</td> <td style="width: 15px; text-align: left;"> </td> <td style="width: 15px;"> </td> <td style="width: 15px; text-align: left;"> </td> <td style="width: 141px; text-align: right;">10</td> <td style="width: 15px; text-align: left;">%</td> <td style="width: 15px;"> </td> <td style="width: 139px; padding-left: 1.5pt;">Yes</td> </tr> <tr style="vertical-align: bottom; background-color: white;"> <td style="text-align: left;">Sydson Energy, Inc.</td> <td> </td> <td style="text-align: left;"> </td> <td style="text-align: right;">325,354</td> <td style="text-align: left;"> </td> <td> </td> <td style="text-align: left;"> </td> <td style="text-align: right;">(240,748</td> <td style="text-align: left;">)</td> <td> </td> <td style="text-align: left;"> </td> <td style="text-align: right;">84,606</td> <td style="text-align: left;"> </td> <td> </td> <td style="text-align: left;"> </td> <td style="text-align: right;">7,978</td> <td style="text-align: left;"> </td> <td> </td> <td style="text-align: left;"> </td> <td style="text-align: right;">92,584</td> <td style="text-align: left;"> </td> <td> </td> <td style="text-align: left;"> </td> <td style="text-align: right;">10</td> <td style="text-align: left;">%</td> <td> </td> <td style="padding-left: 1.5pt;">Partial</td> </tr> <tr style="vertical-align: bottom; background-color: #cceeff;"> <td style="text-align: left;">Sydson Resources, LP</td> <td> </td> <td style="text-align: left;"> </td> <td style="text-align: right;">380,000</td> <td style="text-align: left;"> </td> <td> </td> <td style="text-align: left;"> </td> <td style="text-align: right;">(77,796</td> <td style="text-align: left;">)</td> <td> </td> <td style="text-align: left;"> </td> <td style="text-align: right;">302,204</td> <td style="text-align: left;"> </td> <td> </td> <td style="text-align: left;"> </td> <td style="text-align: right;">47,596</td> <td style="text-align: left;"> </td> <td> </td> <td style="text-align: left;"> </td> <td style="text-align: right;">349,800</td> <td style="text-align: left;"> </td> <td> </td> <td style="text-align: left;"> </td> <td style="text-align: right;">10</td> <td style="text-align: left;">%</td> <td> </td> <td style="padding-left: 1.5pt;">No</td> </tr> <tr style="vertical-align: bottom; background-color: white;"> <td style="text-align: left; padding-bottom: 1.5pt;">JTB Energy, LLC</td> <td style="padding-bottom: 1.5pt;"> </td> <td style="text-align: left; border-bottom-color: black; border-bottom-width: 1.5pt; border-bottom-style: solid;"> </td> <td style="text-align: right; border-bottom-color: black; border-bottom-width: 1.5pt; border-bottom-style: solid;">250,000</td> <td style="text-align: left; padding-bottom: 1.5pt;"> </td> <td style="padding-bottom: 1.5pt;"> </td> <td style="text-align: left; border-bottom-color: black; border-bottom-width: 1.5pt; border-bottom-style: solid;"> </td> <td style="text-align: right; border-bottom-color: black; border-bottom-width: 1.5pt; border-bottom-style: solid;">0</td> <td style="text-align: left; padding-bottom: 1.5pt;"> </td> <td style="padding-bottom: 1.5pt;"> </td> <td style="text-align: left; border-bottom-color: black; border-bottom-width: 1.5pt; border-bottom-style: solid;"> </td> <td style="text-align: right; border-bottom-color: black; border-bottom-width: 1.5pt; border-bottom-style: solid;">250,000</td> <td style="text-align: left; padding-bottom: 1.5pt;"> </td> <td style="padding-bottom: 1.5pt;"> </td> <td style="text-align: left; border-bottom-color: black; border-bottom-width: 1.5pt; border-bottom-style: solid;"> </td> <td style="text-align: right; border-bottom-color: black; border-bottom-width: 1.5pt; border-bottom-style: solid;">34,306</td> <td style="text-align: left; padding-bottom: 1.5pt;"> </td> <td style="padding-bottom: 1.5pt;"> </td> <td style="text-align: left; border-bottom-color: black; border-bottom-width: 1.5pt; border-bottom-style: solid;"> </td> <td style="text-align: right; border-bottom-color: black; border-bottom-width: 1.5pt; border-bottom-style: solid;">284,306</td> <td style="text-align: left; padding-bottom: 1.5pt;"> </td> <td style="padding-bottom: 1.5pt;"> </td> <td style="text-align: left; padding-bottom: 1.5pt;"> </td> <td style="text-align: right; padding-bottom: 1.5pt;">10</td> <td style="text-align: left; padding-bottom: 1.5pt;">%</td> <td style="padding-bottom: 1.5pt;"> </td> <td style="padding-bottom: 1.5pt; padding-left: 1.5pt;">Yes</td> </tr> <tr style="vertical-align: bottom; background-color: #cceeff;"> <td style="padding-bottom: 4pt; font-weight: bold;">Total</td> <td style="padding-bottom: 4pt;"> </td> <td style="text-align: left; border-bottom-color: black; border-bottom-width: 4pt; border-bottom-style: double;">$</td> <td style="text-align: right; border-bottom-color: black; border-bottom-width: 4pt; border-bottom-style: double;">1,641,984</td> <td style="text-align: left; padding-bottom: 4pt;"> </td> <td style="padding-bottom: 4pt;"> </td> <td style="text-align: left; border-bottom-color: black; border-bottom-width: 4pt; border-bottom-style: double;">($</td> <td style="text-align: right; border-bottom-color: black; border-bottom-width: 4pt; border-bottom-style: double;">516,174</td> <td style="text-align: left; padding-bottom: 4pt;">)</td> <td style="padding-bottom: 4pt;"> </td> <td style="text-align: left; border-bottom-color: black; border-bottom-width: 4pt; border-bottom-style: double;">$</td> <td style="text-align: right; border-bottom-color: black; border-bottom-width: 4pt; border-bottom-style: double;">1,125,810</td> <td style="text-align: left; padding-bottom: 4pt;"> </td> <td style="padding-bottom: 4pt;"> </td> <td style="text-align: left; border-bottom-color: black; border-bottom-width: 4pt; border-bottom-style: double;">$</td> <td style="text-align: right; border-bottom-color: black; border-bottom-width: 4pt; border-bottom-style: double;">150,253</td> <td style="text-align: left; padding-bottom: 4pt;"> </td> <td style="padding-bottom: 4pt;"> </td> <td style="text-align: left; border-bottom-color: black; border-bottom-width: 4pt; border-bottom-style: double;">$</td> <td style="text-align: right; border-bottom-color: black; border-bottom-width: 4pt; border-bottom-style: double;">1,276,063</td> <td style="text-align: left; padding-bottom: 4pt;"> </td> <td style="padding-bottom: 4pt;"> </td> <td style="text-align: left; padding-bottom: 4pt;"> </td> <td style="text-align: right; padding-bottom: 4pt;"> </td> <td style="text-align: left; padding-bottom: 4pt;"> </td> <td style="padding-bottom: 4pt;"> </td> <td style="text-align: right; padding-bottom: 4pt; padding-left: 1.5pt;"> </td> </tr> </table> <p style="font: 10pt/normal 'times new roman', times, serif; margin: 0pt 0px; color: #000000; text-transform: none; text-indent: 0px; letter-spacing: normal; word-spacing: 0px; white-space: normal; orphans: 2; widows: 2; font-size-adjust: none; font-stretch: normal; -webkit-text-stroke-width: 0px; text-decoration-style: initial; text-decoration-color: initial;">  <p style="font: 10pt/normal 'times new roman', times, serif; margin: 0pt 0px; color: #000000; text-transform: none; text-indent: 0px; letter-spacing: normal; word-spacing: 0px; white-space: normal; orphans: 2; widows: 2; font-size-adjust: none; font-stretch: normal; -webkit-text-stroke-width: 0px; text-decoration-style: initial; text-decoration-color: initial;">Note: No interest expense has been paid to date on the above balances. </div>

<div> <p style="font: 10pt/normal 'times new roman', times, serif; margin: 0pt 0px; text-align: justify; color: #000000; text-transform: none; text-indent: 0px; letter-spacing: normal; word-spacing: 0px; white-space: normal; widows: 1; font-stretch: normal; -webkit-text-stroke-width: 0px;">NOTE 8 - CONVERTIBLE NOTES PAYABLE <p style="font: 10pt/normal 'times new roman', times, serif; margin: 0pt 0px; text-align: justify; color: #000000; text-transform: none; text-indent: 0px; letter-spacing: normal; word-spacing: 0px; white-space: normal; widows: 1; font-stretch: normal; -webkit-text-stroke-width: 0px;">  <p style="font: 10pt/normal 'times new roman', times, serif; margin: 0pt 0px; text-align: justify; color: #000000; text-transform: none; text-indent: 0px; letter-spacing: normal; word-spacing: 0px; white-space: normal; widows: 1; font-stretch: normal; -webkit-text-stroke-width: 0px;">Effective March 23, 2017 the Company extended an unsecured promissory note with an accredited investor in the amount of $1,700,000 to a payment date of January 1, 2019. The note was reduced by the assignment of a $131,645 note receivable from EnerGulf Resources to the investor. On September 18, 2017 the Company converted $450,000 of the principal amount of the note into 22,500,000 shares of the Company’s common stock at a conversion price of $0.02 per share. As of December 31, 2017 the outstanding principal balance was $1,118,355 and was reported as “Convertible Notes Payable” under long term liabilities on the balance sheet. During the quarter ending March 31, 2018, the Company converted an additional $400,000 of the principal balance into 15,000,000 shares of the Company’s common stock. The transaction was broken down as follows, the principal balance of $200,000 was converted at a conversion price of $0.02 and the principal balance of $200,000 was converted at a conversion price of $0.04. During the second quarter of 2018 another $200,000 of the principal balance was converted into 10,000,000 share of common stock at a conversion price of $0.02. The amended note agreement now states that the note is convertible into common shares at an average calculated price not to be below $0.02 or to exceed $0.04 per share. The conversion is at the option of the investor up to the balance of the outstanding principal and accrued interest.  Effective July 20, 2018, the remaining principal balance of $518,355 plus the accrued interest of $436,599 was converted into 38,198,147 shares of the Company’s common stock at a conversion rate of $0.025 per share. <p style="font: 10pt/normal 'times new roman', times, serif; margin: 0pt 0px; text-align: justify; color: #000000; text-transform: none; text-indent: 0px; letter-spacing: normal; word-spacing: 0px; white-space: normal; widows: 1; font-stretch: normal; -webkit-text-stroke-width: 0px;">  <p style="font: 10pt/normal 'times new roman', times, serif; margin: 0pt 0px; text-align: justify; color: #000000; text-transform: none; text-indent: 0px; letter-spacing: normal; word-spacing: 0px; white-space: normal; widows: 1; font-stretch: normal; -webkit-text-stroke-width: 0px;">During April 2017, the Company received a loan of $125,000 from Mr. Mayell and a loan of $125,000 from JTB Energy, LLC. Both loans are secured by a 5% interest in the majority of the offshore leases, payable upon demand with interest rates of 10% per annum. During the outstanding period, the notes are convertible at the option of the investor up to the outstanding principal and accrued interest into common shares at $0.02 per share. These loans are both considered related party transactions. The notes are reported as “Convertible notes payable – related party” under current liabilities. The notes are convertible up to the outstanding principal and accrued interest into common shares at $0.02 per share. During June 2018 the Company paid $18,000 on one of Mr. Mayell’s notes payable, leaving a balance of $107,000 as of June 30, 2018. During July 2018 the Company paid an additional $10,000 on this note payable leaving a balance of $97,000 as of September 30, 2018. <p style="font: 10pt/normal 'times new roman', times, serif; margin: 0pt 0px; text-align: justify; color: #000000; text-transform: none; text-indent: 0px; letter-spacing: normal; word-spacing: 0px; white-space: normal; widows: 1; font-stretch: normal; -webkit-text-stroke-width: 0px;">  <p style="font: 10pt/normal 'times new roman', times, serif; margin: 0pt 0px; text-align: justify; color: #000000; text-transform: none; text-indent: 0px; letter-spacing: normal; word-spacing: 0px; white-space: normal; widows: 1; font-stretch: normal; -webkit-text-stroke-width: 0px;">During June 2017, the Company received an additional loan of $125,000 from Mr. Mayell and an additional loan of $125,000 from JTB Energy, LLC. Both loans are secured by a 5% interest in the majority of the offshore leases, all payable upon demand with interest rates of 10% per annum. During the outstanding period, the notes are convertible at the option of the investor up to the outstanding principal and accrued interest into common shares at $0.02 per share. These loans are both considered related party transactions. The notes are reported as “Secured convertible notes payable – related party” under current liabilities. The notes are convertible up to the outstanding principal and accrued interest into common shares at $0.02 per share. <p style="font: 10pt/normal 'times new roman', times, serif; margin: 0pt 0px; text-align: justify; color: #000000; text-transform: none; text-indent: 0px; letter-spacing: normal; word-spacing: 0px; white-space: normal; widows: 1; font-stretch: normal; -webkit-text-stroke-width: 0px;">  <p style="font: 10pt/normal 'times new roman', times, serif; margin: 0pt 0px; text-align: justify; color: #000000; text-transform: none; text-indent: 0px; letter-spacing: normal; word-spacing: 0px; white-space: normal; widows: 1; font-stretch: normal; -webkit-text-stroke-width: 0px;">During August 2017, the Company converted a portion of the accounts payable balances owed to Sydson and Mr. Mayell to note payable agreements, charging interest at 10% per annum. Both Sydson and Mr. Mayell had advanced money to the Company and paid invoices on behalf of the Company, which had previously been reported as “Accounts payable – related party”. The Company converted $70,000 into a note payable to Sydson and $47,000 into a note payable to Mr. Mayell. The remaining balances owed to them will continue to be reported as “Accounts payable – related party”. The notes are reported as “Convertible notes payable – related party” under current liabilities. The notes are convertible up to the outstanding principal and accrued interest into common shares at $0.02 per share. <p style="font: 10pt/normal 'times new roman', times, serif; margin: 0pt 0px; text-align: justify; color: #000000; text-transform: none; text-indent: 0px; letter-spacing: normal; word-spacing: 0px; white-space: normal; widows: 1; font-stretch: normal; -webkit-text-stroke-width: 0px;">  <p style="font: 10pt/normal 'times new roman', times, serif; margin: 0pt 0px; text-align: justify; color: #000000; text-transform: none; text-indent: 0px; letter-spacing: normal; word-spacing: 0px; white-space: normal; widows: 1; font-stretch: normal; -webkit-text-stroke-width: 0px;">During October 2017, the Company received loans of $170,000 and $50,000 from Mr. Mayell. Both loans are secured by a 5% interest in the majority of the offshore leases, payable upon demand with interest rates of 10% per annum. During the outstanding period, the notes are convertible at the option of the investor up to the outstanding principal and accrued interest into common shares at $0.02 per share. These loans are both considered related party transactions and are reported as “Secured convertible notes payable – related party” under current liabilities. <p style="font: 10pt/normal 'times new roman', times, serif; margin: 0pt 0px; text-align: justify; color: #000000; text-transform: none; text-indent: 0px; letter-spacing: normal; word-spacing: 0px; white-space: normal; widows: 1; font-stretch: normal; -webkit-text-stroke-width: 0px;">  <p style="font: 10pt/normal 'times new roman', times, serif; margin: 0pt 0px; text-align: justify; color: #000000; text-transform: none; text-indent: 0px; letter-spacing: normal; word-spacing: 0px; white-space: normal; widows: 1; font-stretch: normal; -webkit-text-stroke-width: 0px;">During December 2017, the Company received a loan of $50,000 from a shareholder. The note and interest is due January 1, 2019 with an interest rate of 10% per annum. During the outstanding period, the note is convertible at the option of the investor up to the outstanding principal and unpaid interest into common shares at $0.02 per share. The note is reported as “Convertible Notes Payable – related party” under short term liabilities on the balance sheet. </div>

<div> <p style="font: 10pt/normal 'times new roman', times, serif; margin: 0pt 0px; color: #000000; text-transform: none; text-indent: 0px; letter-spacing: normal; word-spacing: 0px; white-space: normal; widows: 1; font-stretch: normal; -webkit-text-stroke-width: 0px;">NOTE 10 - COMMITMENTS AND CONTINGENCIES <p style="font: 10pt/normal 'times new roman', times, serif; margin: 0pt 0px; color: #000000; text-transform: none; text-indent: 27.5pt; letter-spacing: normal; word-spacing: 0px; white-space: normal; widows: 1; font-stretch: normal; -webkit-text-stroke-width: 0px;">  <p style="font: 10pt/normal 'times new roman', times, serif; margin: 0pt 0px; text-align: justify; color: #000000; text-transform: none; text-indent: 0px; letter-spacing: normal; word-spacing: 0px; white-space: normal; widows: 1; font-stretch: normal; -webkit-text-stroke-width: 0px;">See Note 6 for a discussion of Mr. Askew’s employment agreement and the Company’s financial obligations with respect thereto. Mr. Askew resigned as an executive officer and director of Texas South in January 2017 and entered into a consulting agreement with the Company that began on January 5, 2017 and terminates on December 31, 2020, and such term shall be extended for an additional one-year period upon December 31 of each calendar year provided that neither the Company nor consultant notify the other on or prior to 90 days before the applicable December 31st that either party does not intend to extend this agreement. The Company shall pay to Mr. Askew $35,000 net per month and issued Mr. Askew 27 million shares of Company common stock. Upon termination of Mr. Askew by the Company other than for cause, Mr. Askew is entitled to receive three years of his then consulting compensation as severance. <p style="font: 10pt/normal 'times new roman', times, serif; margin: 0pt 0px; color: #000000; text-transform: none; text-indent: 27.5pt; letter-spacing: normal; word-spacing: 0px; white-space: normal; widows: 1; font-stretch: normal; -webkit-text-stroke-width: 0px;">  <p style="font: 10pt/normal 'times new roman', times, serif; margin: 0pt 0px; text-align: justify; color: #000000; text-transform: none; text-indent: 0px; letter-spacing: normal; word-spacing: 0px; white-space: normal; widows: 1; font-stretch: normal; -webkit-text-stroke-width: 0px;">The Company entered into an employment agreement with John B. Connally III to serve as chairman of the board that began on January 5, 2017 and terminates on December 31, 2020. Upon December 31 of each calendar year, the term shall be extended for one additional year, provided that neither the Company nor Mr. Connally notify the other on or prior to 90 days before the applicable December 31st date that either party does not intend to extend this agreement. The Company shall pay to Mr. Connally a base salary of $420,000 per annum, issued him 65.1 million shares, and Mr. Connally shall be entitled to standard and customary benefits. Mr. Connally has agreed to standard non-disclosure provisions. Upon termination of Mr. Connally by the Company other than for cause, Mr. Connally is entitled to receive three years of his then compensation as severance. <p style="font: 10pt/normal 'times new roman', times, serif; margin: 0pt 0px; text-align: justify; color: #000000; text-transform: none; text-indent: 0px; letter-spacing: normal; word-spacing: 0px; white-space: normal; widows: 1; font-stretch: normal; -webkit-text-stroke-width: 0px;">  <p style="font: 10pt/normal 'times new roman', times, serif; margin: 0pt 0px; text-align: justify; color: #000000; text-transform: none; text-indent: 0px; letter-spacing: normal; word-spacing: 0px; white-space: normal; widows: 1; font-stretch: normal; -webkit-text-stroke-width: 0px;">The Company entered into an employment agreement with Mr. Mayell on January 4, 2017 that terminates on December 31, 2020. Upon December 31 of each calendar year, the term shall be extended for one additional year, provided that neither the Company nor Mr. Mayell notify the other on or prior to 90 days before the applicable December 31st date that either party does not intend to extend this agreement. The Company shall pay to Mr. Mayell a base salary of $420,000 per annum and Mr. Mayell shall be entitled to standard and customary benefits. Mr. Mayell has agreed to standard non-disclosure and non-competition provisions. Upon termination of Mr. Mayell by the Company other than for cause, Mr. Mayell is entitled to receive three years of his then compensation as severance. <p style="font: 10pt/normal 'times new roman', times, serif; margin: 0pt 0px; color: #000000; text-transform: none; text-indent: 0px; letter-spacing: normal; word-spacing: 0px; white-space: normal; widows: 1; font-stretch: normal; -webkit-text-stroke-width: 0px;">  <p style="font: 10pt/normal 'times new roman', times, serif; margin: 0pt 0px; text-align: justify; color: #000000; text-transform: none; text-indent: 0px; letter-spacing: normal; word-spacing: 0px; white-space: normal; widows: 1; font-stretch: normal; -webkit-text-stroke-width: 0px;">During the first quarter of fiscal 2017, the above mentioned agreements with Mr. Connally and Mr. Mayell were amended to extend the due dates. The payments are now due at the end of the terms of the agreements, which is December 31, 2020. These liabilities are accrued in the financial statements and included in the caption “Accrued expenses” as long term liabilities on the balance sheet. <p style="font: 10pt/normal 'times new roman', times, serif; margin: 0px; text-align: justify; color: #000000; text-transform: none; text-indent: 0px; letter-spacing: normal; word-spacing: 0px; white-space: normal; widows: 1; font-stretch: normal; -webkit-text-stroke-width: 0px;">  <p style="font: 10pt/normal 'times new roman', times, serif; margin: 0pt 0px; text-align: justify; color: #000000; text-transform: none; text-indent: 0px; letter-spacing: normal; word-spacing: 0px; white-space: normal; widows: 1; font-stretch: normal; -webkit-text-stroke-width: 0px;">In April 2018, the employment agreements for Mr. Mayell and Mr. Connally were amended, whereby all or a portion of the compensation owed to Mr. Mayell and Mr. Connally for the period from January 2017 through April 30, 2018 can be paid by the Company, at the option of the employee, in restricted shares of the Company’s common stock valued at $0.02 per share. As of the filing date of this report, neither has elected to convert the compensation owed into common stock. If all of the compensation owed was converted into shares of stock, Mr. Mayell would receive 28,000,000 shares and Mr. Connally would receive 27,500,000 shares. <p style="font: 10pt/normal 'times new roman', times, serif; margin: 0pt 0px; text-align: justify; color: #000000; text-transform: none; text-indent: 0px; letter-spacing: normal; word-spacing: 0px; white-space: normal; widows: 1; font-stretch: normal; -webkit-text-stroke-width: 0px;">  <p style="font: 10pt/normal 'times new roman', times, serif; margin: 0pt 0px; text-align: justify; color: #000000; text-transform: none; text-indent: 0px; letter-spacing: normal; word-spacing: 0px; white-space: normal; widows: 1; font-stretch: normal; -webkit-text-stroke-width: 0px;">In July 2018, the consulting agreement for Mr. Askew was amended, whereby all or a portion of the compensation owed to Mr. Askew for the period from February 2017 through April 30, 2018 can be paid by the Company, at the option of the consultant, in restricted shares of the Company’s common stock valued at $0.02 per share. The total owed to Mr. Askew for that period was $525,000. If all of the compensation owed was converted into shares of stock, Mr. Askew would receive 26,250,000 shares of common stock. Mr. Askew has not elected to convert the currently owed compensation. </div>

<div><table style="font: 10pt/normal 'times new roman', times, serif; width: 1567px; text-transform: none; text-indent: 0px; letter-spacing: normal; word-spacing: 0px; border-collapse: collapse; widows: 1; font-size-adjust: none; font-stretch: normal; -webkit-text-stroke-width: 0px;" cellspacing="0" cellpadding="0"><tr style="vertical-align: bottom;"><td style="border-bottom-color: black; border-bottom-width: 1.5pt; border-bottom-style: solid;">Name of Related Party</td><td style="padding-bottom: 1.5pt;"> </td><td style="text-align: center; border-bottom-color: black; border-bottom-width: 1.5pt; border-bottom-style: solid;" colspan="2">Original Amount</td><td style="padding-bottom: 1.5pt;"> </td><td style="padding-bottom: 1.5pt;"> </td><td style="text-align: center; border-bottom-color: black; border-bottom-width: 1.5pt; border-bottom-style: solid;" colspan="2">Amount repaid</td><td style="padding-bottom: 1.5pt;"> </td><td style="padding-bottom: 1.5pt;"> </td><td style="text-align: center; border-bottom-color: black; border-bottom-width: 1.5pt; border-bottom-style: solid;" colspan="2">Balance owed 9/30/18</td><td style="padding-bottom: 1.5pt;"> </td><td style="padding-bottom: 1.5pt;"> </td><td style="text-align: center; border-bottom-color: black; border-bottom-width: 1.5pt; border-bottom-style: solid;" colspan="2">Accrued Interest</td><td style="padding-bottom: 1.5pt;"> </td><td style="padding-bottom: 1.5pt;"> </td><td style="text-align: center; border-bottom-color: black; border-bottom-width: 1.5pt; border-bottom-style: solid;" colspan="2">Total owed</td><td style="padding-bottom: 1.5pt;"> </td><td style="padding-bottom: 1.5pt;"> </td><td style="text-align: center; border-bottom-color: black; border-bottom-width: 1.5pt; border-bottom-style: solid;" colspan="2">Interest rate</td><td style="padding-bottom: 1.5pt;"> </td><td style="padding-bottom: 1.5pt;"> </td><td style="text-align: center; border-bottom-color: black; border-bottom-width: 1.5pt; border-bottom-style: solid;">Convertible into Shares of Stock</td></tr><tr style="vertical-align: bottom; background-color: #cceeff;"><td style="width: 283px; text-align: left;">Mr. Michael Mayell</td><td style="width: 16px;"> </td><td style="width: 16px; text-align: left;"> </td><td style="width: 142px; text-align: right;">686,630</td><td style="width: 16px; text-align: left;"> </td><td style="width: 16px;"> </td><td style="width: 16px; text-align: left;"> </td><td style="width: 142px; text-align: right;">(197,630</td><td style="width: 16px; text-align: left;">)</td><td style="width: 16px;"> </td><td style="width: 16px; text-align: left;"> </td><td style="width: 142px; text-align: right;">489,000</td><td style="width: 16px; text-align: left;"> </td><td style="width: 15px;"> </td><td style="width: 15px; text-align: left;"> </td><td style="width: 141px; text-align: right;">60,373</td><td style="width: 15px; text-align: left;"> </td><td style="width: 15px;"> </td><td style="width: 15px; text-align: left;"> </td><td style="width: 141px; text-align: right;">549,373</td><td style="width: 15px; text-align: left;"> </td><td style="width: 15px;"> </td><td style="width: 15px; text-align: left;"> </td><td style="width: 141px; text-align: right;">10</td><td style="width: 15px; text-align: left;">%</td><td style="width: 15px;"> </td><td style="width: 139px; padding-left: 1.5pt;">Yes</td></tr><tr style="vertical-align: bottom; background-color: white;"><td style="text-align: left;">Sydson Energy, Inc.</td><td> </td><td style="text-align: left;"> </td><td style="text-align: right;">325,354</td><td style="text-align: left;"> </td><td> </td><td style="text-align: left;"> </td><td style="text-align: right;">(240,748</td><td style="text-align: left;">)</td><td> </td><td style="text-align: left;"> </td><td style="text-align: right;">84,606</td><td style="text-align: left;"> </td><td> </td><td style="text-align: left;"> </td><td style="text-align: right;">7,978</td><td style="text-align: left;"> </td><td> </td><td style="text-align: left;"> </td><td style="text-align: right;">92,584</td><td style="text-align: left;"> </td><td> </td><td style="text-align: left;"> </td><td style="text-align: right;">10</td><td style="text-align: left;">%</td><td> </td><td style="padding-left: 1.5pt;">Partial</td></tr><tr style="vertical-align: bottom; background-color: #cceeff;"><td style="text-align: left;">Sydson Resources, LP</td><td> </td><td style="text-align: left;"> </td><td style="text-align: right;">380,000</td><td style="text-align: left;"> </td><td> </td><td style="text-align: left;"> </td><td style="text-align: right;">(77,796</td><td style="text-align: left;">)</td><td> </td><td style="text-align: left;"> </td><td style="text-align: right;">302,204</td><td style="text-align: left;"> </td><td> </td><td style="text-align: left;"> </td><td style="text-align: right;">47,596</td><td style="text-align: left;"> </td><td> </td><td style="text-align: left;"> </td><td style="text-align: right;">349,800</td><td style="text-align: left;"> </td><td> </td><td style="text-align: left;"> </td><td style="text-align: right;">10</td><td style="text-align: left;">%</td><td> </td><td style="padding-left: 1.5pt;">No</td></tr><tr style="vertical-align: bottom; background-color: white;"><td style="text-align: left; padding-bottom: 1.5pt;">JTB Energy, LLC</td><td style="padding-bottom: 1.5pt;"> </td><td style="text-align: left; border-bottom-color: black; border-bottom-width: 1.5pt; border-bottom-style: solid;"> </td><td style="text-align: right; border-bottom-color: black; border-bottom-width: 1.5pt; border-bottom-style: solid;">250,000</td><td style="text-align: left; padding-bottom: 1.5pt;"> </td><td style="padding-bottom: 1.5pt;"> </td><td style="text-align: left; border-bottom-color: black; border-bottom-width: 1.5pt; border-bottom-style: solid;"> </td><td style="text-align: right; border-bottom-color: black; border-bottom-width: 1.5pt; border-bottom-style: solid;">0</td><td style="text-align: left; padding-bottom: 1.5pt;"> </td><td style="padding-bottom: 1.5pt;"> </td><td style="text-align: left; border-bottom-color: black; border-bottom-width: 1.5pt; border-bottom-style: solid;"> </td><td style="text-align: right; border-bottom-color: black; border-bottom-width: 1.5pt; border-bottom-style: solid;">250,000</td><td style="text-align: left; padding-bottom: 1.5pt;"> </td><td style="padding-bottom: 1.5pt;"> </td><td style="text-align: left; border-bottom-color: black; border-bottom-width: 1.5pt; border-bottom-style: solid;"> </td><td style="text-align: right; border-bottom-color: black; border-bottom-width: 1.5pt; border-bottom-style: solid;">34,306</td><td style="text-align: left; padding-bottom: 1.5pt;"> </td><td style="padding-bottom: 1.5pt;"> </td><td style="text-align: left; border-bottom-color: black; border-bottom-width: 1.5pt; border-bottom-style: solid;"> </td><td style="text-align: right; border-bottom-color: black; border-bottom-width: 1.5pt; border-bottom-style: solid;">284,306</td><td style="text-align: left; padding-bottom: 1.5pt;"> </td><td style="padding-bottom: 1.5pt;"> </td><td style="text-align: left; padding-bottom: 1.5pt;"> </td><td style="text-align: right; padding-bottom: 1.5pt;">10</td><td style="text-align: left; padding-bottom: 1.5pt;">%</td><td style="padding-bottom: 1.5pt;"> </td><td style="padding-bottom: 1.5pt; padding-left: 1.5pt;">Yes</td></tr><tr style="vertical-align: bottom; background-color: #cceeff;"><td style="padding-bottom: 4pt; font-weight: bold;">Total</td><td style="padding-bottom: 4pt;"> </td><td style="text-align: left; border-bottom-color: black; border-bottom-width: 4pt; border-bottom-style: double;">$</td><td style="text-align: right; border-bottom-color: black; border-bottom-width: 4pt; border-bottom-style: double;">1,641,984</td><td style="text-align: left; padding-bottom: 4pt;"> </td><td style="padding-bottom: 4pt;"> </td><td style="text-align: left; border-bottom-color: black; border-bottom-width: 4pt; border-bottom-style: double;">($</td><td style="text-align: right; border-bottom-color: black; border-bottom-width: 4pt; border-bottom-style: double;">516,174</td><td style="text-align: left; padding-bottom: 4pt;">)</td><td style="padding-bottom: 4pt;"> </td><td style="text-align: left; border-bottom-color: black; border-bottom-width: 4pt; border-bottom-style: double;">$</td><td style="text-align: right; border-bottom-color: black; border-bottom-width: 4pt; border-bottom-style: double;">1,125,810</td><td style="text-align: left; padding-bottom: 4pt;"> </td><td style="padding-bottom: 4pt;"> </td><td style="text-align: left; border-bottom-color: black; border-bottom-width: 4pt; border-bottom-style: double;">$</td><td style="text-align: right; border-bottom-color: black; border-bottom-width: 4pt; border-bottom-style: double;">150,253</td><td style="text-align: left; padding-bottom: 4pt;"> </td><td style="padding-bottom: 4pt;"> </td><td style="text-align: left; border-bottom-color: black; border-bottom-width: 4pt; border-bottom-style: double;">$</td><td style="text-align: right; border-bottom-color: black; border-bottom-width: 4pt; border-bottom-style: double;">1,276,063</td><td style="text-align: left; padding-bottom: 4pt;"> </td><td style="padding-bottom: 4pt;"> </td><td style="text-align: left; padding-bottom: 4pt;"> </td><td style="text-align: right; padding-bottom: 4pt;"> </td><td style="text-align: left; padding-bottom: 4pt;"> </td><td style="padding-bottom: 4pt;"> </td><td style="text-align: right; padding-bottom: 4pt; padding-left: 1.5pt;"> </td></tr></table></div>

2200000

0.20 0.50 0.50 0.20

405000

10720000

In each Phase, Delek will earn a 75% working interest upon paying 90% of the exploratory costs associated with drilling each exploratory well. The Company will thus retain a 5% working interest while paying 2% of the exploratory costs associated with drilling each well. In addition, Delek will pay the Company $405,000 upon the filing of each exploration plan with BOEM and/or BSEE on a Prospect in each Phase. In August 2017, the Company acquired a 20% working interest from GulfSlope in Ship Shoal Block 351 and in Ship Shoal Block 336, which are collectively referred to as the Tau Prospect. In October 2017, the Company acquired a 20% working interest from GulfSlope in Eugene Island Block 397 and Green Canyon Block 4, which are collectively referred to as the Quark Prospect. In January 2018, the Company acquired a 20% working interest in the Vermilion South Addition Block 378 ("Canoe Prospect") from GulfSlope.

GulfSlope has conducted extensive seismic work on all of the prospects focusing on the high potential subsalt play at depths of 15,000' to 25,000' and will be the operator of record for the initial well on each of the prospects.

Undrilled acreage above 4,500' in the West Tuleta Field, Bee County, Texas comprised of approximately 1,800 gross acres and 900 net acres with a net revenue interest of approximately 75%.

We are acquiring leases with working interest partners covering more than 4,400 acres for horizontal projects above 6,000’ in the Austin Chalk, Eagle Ford, and Buda Lime formation. These projects are adjacent to substantial prior production and contain both conventional and unconventional oil targets. We began drilling operations on the first well during the third quarter of 2018.

The option to purchase up to 5% of the Company's common stock upon fulfilling its obligation for each Phase (maximum of 20% in the aggregate) at a price per share equal to a 10% discount to the 30-day weighted average closing price for the Company's common stock preceding the acquisition. This option will expire on January 8, 2020.

20000000

0.75 0.75

3700

0.20 6000000

58683350

0.02

0.04

1173667

5000000

250000

2500000

22500000

15000000

38198147

63198147

10000000

20600000

5927602

450000

400000

1554954

200000

412000

1350000000 1500000000

400000

1641984

686630

325354

380000

250000

-516174 29963 -197630 -240748 -77796 0

1125810

489000

84606

302204

250000

150253

60373

7978

47596

34306

1276063

549373

92584

349800

284306

0.10

Yes

Partial

Yes

700000

14606

27000000

100000000

65100000

47000 70000 220000 250000 250000

5357

7978

67800

52152

2019-01-01

47000

70000

0.05

0.10

0.05

0.10

0.01

0.10

0.25

1700000

125000

170000

50000

70000

50000

0.02

0.04

0.02

164167

169630

66810

82000

169630

21522 52204 47596

250000

47000

70000

1118355

18000

10000

97000

131645

0.10

518355

400000

0.025

0.02

Average calculated price not to be below $0.02 or to exceed $0.04 per share.

35000 420000 420000

27000000

65100000

2020-12-31 2020-12-31 2020-12-31

0.02

525000

28000000

27500000

26250000

175000

8750000

100000

5000

50000

<div> <p style="font: 10pt/normal 'times new roman', times, serif; margin: 0px; text-align: justify; color: #000000; text-transform: none; text-indent: 0px; letter-spacing: normal; word-spacing: 0px; white-space: normal; widows: 1; font-stretch: normal; -webkit-text-stroke-width: 0px;">NOTE 11 – STOCK-BASED INCENTIVE PLAN <p style="font: 10pt/normal 'times new roman', times, serif; margin: 0px; text-align: justify; color: #000000; text-transform: none; text-indent: 0px; letter-spacing: normal; word-spacing: 0px; white-space: normal; widows: 1; font-stretch: normal; -webkit-text-stroke-width: 0px;">  <p style="font: 10pt/normal 'times new roman', times, serif; margin: 0px; text-align: justify; color: #000000; text-transform: none; text-indent: 0px; letter-spacing: normal; word-spacing: 0px; white-space: normal; widows: 1; font-stretch: normal; -webkit-text-stroke-width: 0px;">At the September 6, 2018 annual meeting, the stockholders approved the adoption of the Texas South Energy, Inc. 2018 Omnibus Incentive Plan (the “2018 Plan”), effectively July 28, 2018. The 2018 Plan authorizes the issuance of 100,000,000 share of common stock prior to its expiration on July 28, 2028. Incentives under the 2018 Plan may be granted to employees, directors, and consultants of the Company in any one or a combination of the following forms: incentive stock options, nonqualified stock options, stock appreciation rights, restricted stock awards or performance stock awards which are valued in whole or in part by reference to, or otherwise based on, our common stock, including its appreciation in value. As of September 30, 2018, no awards were granted. </div>

100000000

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Accrued Expenses Related Party Accrued expenses - related party Accrued expenses related party. Accrued Interest Related Party Current Accrued interest - related party Carrying value as of the balance sheet date of accrued interest or payable to related party (due within one year or within the normal operating cycle if longer). Notes Payable, Current Notes payable Notes payable Notes Payable, Related Parties, Current Notes payable - related party Convertible Notes Payable Related Party Current Secured convertible notes payable - related party Convertible notes payable related party current. Due to Related Parties, Current Due to related party Accrued expenses - related party Accrued interest on related party Liabilities, Current TOTAL CURRENT LIABILITIES Liabilities, Noncurrent [Abstract] LONG TERM LIABILITIES Convertible Notes Payable Related Party Convertible notes payable - related party Convertible notes payable related party. Notes Payable, Related Parties, Noncurrent Notes payable - related party Accrued Expenses Related Party Noncurrent Accrued expenses Carrying value as of the balance sheet date of accrued expenses related party. Accrued Interest Related Party Noncurrent Accrued interest - related party Accrued interest - short term Carrying value as of the balance sheet date of accrued interest related party. Accrued interest Liabilities, Noncurrent TOTAL LONG TERM LIABILITIES TOTAL LONG TERM LIABILITIES Liabilities TOTAL LIABILITIES STOCKHOLDERS' DEFICIT STOCKHOLDERS' EQUITY Preferred Stock, Value, Issued Preferred stock 50,000,000 shares preferred stock authorized, none issued and outstanding Preferred Stock, Value, Issued Common Stock, Value, Issued Common stock 1,500,000,000 shares common stock authorized, $0.001 par value, 990,199,769 and 821,790,670 shares of common stock issued and outstanding at September 30, 2018 and December 31, 2017, respectively. Common stock, value issued Additional Paid in Capital Additional paid-in capital Retained Earnings (Accumulated Deficit) Accumulated deficit Accumulated deficit Incurred losses Accumulated losses Stockholders' Equity Attributable to Parent Total stockholders' equity Liabilities and Equity TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY Preferred Stock, Shares Authorized Preferred stock, shares authorized Preferred Stock, Shares Issued Preferred stock, shares issued Preferred stock, shares issued Preferred Stock, Shares Outstanding Preferred stock, shares outstanding Common Stock, Par or Stated Value Per Share Common stock, par value per share Common stock, par value per share Common stock, par value per share Common Stock, Shares Authorized Common stock, shares authorized Common stock, shares authorized Common Stock, Shares, Issued Common stock, shares issued Common stock, shares issued Common stock, shares issued Common stock, shares outstanding Common stock, shares outstanding Balance, shares Balance, shares Common stock, shares outstanding Income Statement [Abstract] Revenues REVENUE Revenue Earned revenues Operating Expenses [Abstract] EXPENSES Other General Expense Workover expense Depreciation Depreciation Depreciation expense Depreciation expense Asset Impairment Charges Impairment expense Impairment expense General and Administrative Expense General and administrative expense General and administrative expense General and administrative expense Operating Income (Loss) LOSS FROM OPERATIONS Nonoperating Income (Expense) [Abstract] OTHER INCOME (EXPENSE) Other Nonoperating Income Other income Interest Expense Interest expense Interest expense Interest expense Nonoperating Income (Expense) TOTAL OTHER INCOME (EXPENSE) Net Income (Loss) Attributable to Parent Net loss Net loss for the period Accumulated losses NET LOSS Net loss Earnings Per Share [Abstract] NET LOSS PER COMMON SHARE LOSS PER COMMON SHARE - Basic and diluted Basic and diluted Weighted Average Number of Shares Outstanding, Diluted [Abstract] WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING Basic and diluted CASH FLOWS FROM OPERATING ACTIVITIES Net Cash Provided by (Used in) Operating Activities [Abstract] CASH FLOWS FROM OPERATING ACTIVITIES Adjustments to Reconcile Net Income (Loss) to Cash Provided by (Used in) Operating Activities [Abstract] Adjustments to reconcile net loss to net cash used in operating activities Adjustments to reconcile net loss to net cash used in operating activities Proceeds from Stock Options Exercised Common stock awarded to employees in lieu of cash compensation Gain (Loss) on Extinguishment of Debt Gain on disposal of debt Due to related party written off Gain on disposal of debt Share-based Compensation Stock compensation Increase (Decrease) in Operating Capital [Abstract] Changes in operating assets and liabilities: Changes in operating assets and liabilities Increase (Decrease) in Accounts Receivable Change in accounts receivable Increase (Decrease) in Prepaid Expense Increase in prepaid expenses Change in prepaid expenses Increase (decrease) in accounts payable and accrued expenses Change in accounts payable and accrued expenses Increase (Decrease) in Accrued Liabilities Change in current accrued liabilities - related party Change in current accrued liabilities - related party Increase Decrease In Long Term Accrued Liabilities Related Party Change in long term accrued liabilities - related party Increase Decrease In Change In Long Term Accrued Liabilities - Related Party. Increase Decrease In Long Term Accrued Interest Relatedparty Change in long term accrued interest - related party Increase Decrease In Change In Accrued Interest Related Party. Net Cash Provided by (Used in) Operating Activities NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES Net Cash Provided by (Used in) Investing Activities [Abstract] CASH FLOWS FROM INVESTING ACTIVITIES Proceeds from Collection of Other Receivables Proceeds from participation agreements Proceeds from Sale of Productive Assets Proceeds from reimbursement of g&g costs Payments to Acquire Oil and Gas Property Cash paid for interest acquired Purchase of mineral interests Acquisition of oil and gas properties Net Cash Provided by (Used in) Investing Activities NET CASH USED IN INVESTING ACTIVITIES Net Cash Provided by (Used in) Financing Activities [Abstract] CASH FLOWS FROM FINANCING ACTIVITIES Repayments of Short-term Debt Payments on short term debt Proceeds from Notes Payable Proceeds from issuance of notes payable Proceeds from Sale of Interest in Corporate Unit Advances from joint interest owners Proceeds from Issuance of Common Stock Proceeds from sale of common stock Gross from sale of common stock Net Cash Provided by (Used in) Financing Activities NET CASH PROVIDED BY FINANCING ACTIVITIES Cash and Cash Equivalents, Period Increase (Decrease) NET INCREASE (DECREASE) IN CASH Supplemental Cash Flow Information [Abstract] Supplemental cash flow information and noncash financing activities: Cash Paid [Abstract] Cash paid for: Interest Paid, Net Interest Income Taxes Paid, Net Income taxes Noncash Investing and Financing Items [Abstract] Noncash activities: Assignment Of Note Receivable For Note Payable Assignment of note receivable for note payable Assignment of note receivable for note payable. Non Cash Issuance Of Common Stock For Assets Issuance of common stock for assets Non cash issuance of common stock for assets. Common Stock For Settlement Issuance of common stock for settlements Issuance of common stock for settlement. Non Cash Conversion Of Note Payable Common Stock Conversion of note payable into common stock and accrued interest Non cash conversion of note payable into common stock. Issuance Of Common Stock And Note Payable For Assets Issuance of common stock and note payable for assets Issuance Of Common Stock And Note Payable For Assets Nature of Operations and Basis of Presentation [Abstract] NATURE OF OPERATIONS AND BASIS OF PRESENTATION NATURE OF OPERATIONS AND BASIS OF PRESENTATION Summary of Significant Accounting Policies [Abstract] Organization, Consolidation, Basis of Presentation, Business Description and Accounting Policies [Text Block] SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Going Concern [Abstract] Going Concern [Text Block] GOING CONCERN The entire disclosure for the going concern. Oil & Gas Properties [Abstract] Oil and Gas Properties [Text Block] OIL & GAS PROPERTIES Common Stock [Abstract] Stockholders' Equity Note Disclosure [Text Block] COMMON STOCK Related Party Transactions [Abstract] Payment to related party RELATED PARTY TRANSACTIONS Notes Payable/Convertible Notes Payable [Abstract] Debt Disclosure [Text Block] Notes payable NOTES PAYABLE Convertible Notes Payable [Text Block] CONVERTIBLE NOTES PAYABLE The entire disclosure for information about convertible notes payable. Fair Value of Financial Instruments [Abstract] FAIR VALUE OF FINANCIAL INSTRUMENTS FAIR VALUE OF FINANCIAL INSTRUMENTS Commitments and Contingencies [Abstract] cash compensation Commitments and Contingencies Disclosure [Text Block] COMMITMENTS AND CONTINGENCIES Stock-based Incentive Plan [Abstract] Stock-based Incentive Plan [Abstract] Disclosure of Compensation Related Costs, Share-based Payments [Text Block] STOCK-BASED INCENTIVE PLAN Subsequent Events [Abstract] Subsequent Events [Text Block] SUBSEQUENT EVENTS Basis of Presentation Consolidation and Basis of Presentation Use of Estimates and Assumptions Basic and Diluted Net Loss per Share Recent Accounting Pronouncements Cost Incurred in Oil and Gas Property Acquisition, Exploration, and Development Activities Disclosure [Table Text Block] Summary of purchase price of asset acquisition Schedule of Related Party Transactions [Table Text Block] Summary the amounts owed to related parties Going Concern Textual [Abstract] Going Concern (Textual) Oil And Gas Properties [Table] Consolidated Entities [Axis] Consolidated Entities [Domain] Sugarberry South [Member] Sugarberry South [Member] West Tuleta Field [Member] West Tuleta Field [Member] Walton Campbell And Ray [Member] Walton Campbell and Ray [Member] Related Party [Axis] Related Party [Domain] Gulfslope Energy [Member] GulfSlope Energy, Inc. [Member] GulfSlope Energy Member. Sydson Energy [Member] Sydson Energy, Inc. [Member] Sydson [Member] Delek Gom Investments Llc [Member] Delek Gom Investments LLC [Member] Hi View Investment Partners Llc [Member] Hi-View [Member] Subsequent Event Type [Axis] Subsequent Event Type [Domain] Subsequent Event [Member] Subsequent Event [Member] Oil And Gas Properties [Line Items] Oil And Gas Properties Textual [Abstract] Oil & Gas Properties (Textual) Noncash or Part Noncash Acquisition, Noncash Financial or Equity Instrument Consideration, Shares Issued Number of shares issued to interest acquired Non Cash Or Part Non Cash Acquisition Non Cash Financial Or Equity Instrument Consideration Issued Value Share Number of shares issued to interest acquired, value Noncash or part noncash acquisition, noncash financial or equity instrument consideration share issued value. Origination of Notes Receivable from Related Parties Promissory note originally due Costs Incurred, Development Costs Future development costs attributable to retained working interests Area of Land Acres in Acreage's mineral Working Interest Acquired Working interest acquired Working interest acquired percentage. Payments to Explore and Develop Oil and Gas Properties Payments to acquire contractual rights Significant Economic Interest in Standardized Measure of Discounted Future Net Cash Flows Attributable to Consolidated Subsidiary(ies) with Significant Noncontrolling Interests Working interest for oil and gas prospects, description Alternative Disclosure on Productive Wells Description of potential subsalt play Option To Purchase Common Stock Description Option to purchase common stock, description Option to purchase common stock description. Stock Issued During Period, Shares, Issued for Services Issuance of common stock for cash and services, shares Aggregate shares of common stock for services rendered Shares of common stock for consulting services Shares of common stock for consulting services Gas and Oil Area, Developed, Gross Project area in acres Revenue Interest Rate Net revenue interest Net revenue interest percentage. Production, Barrels of Oil Equivalents Production from sands totaling Percentage Of Potential Value Issuing Outstanding Stock Percentage of potential value issuing outstanding stock Percentage of potential value of issuing outstanding stock. Potential Value Issuing Outstanding Stock Potential value of issuing of outstanding stock Its represented potential value of issuing of outstanding stock. Schedule of Stock by Class [Table] Equity Components [Axis] Equity Component [Domain] Common Stock [Member] Title of Individual [Axis] Relationship to Entity [Domain] Two Employees And Consultant [Member] Two employees and consultant [Member] Three Employees And Consultant Member [Member] Three employees and consultant [Member] Three Employees And Consultant One [Member] Three employees and consultant one [Member] Class of Stock [Line Items] Common Stock Textuals [Abstract] Common Stock (Textual) Sale of Stock, Number of Shares Issued in Transaction Shares sold Sold of stock, shares EX-101.PRE 9 txso-20180930_pre.xml XBRL PRESENTATION FILE XML 10 R1.htm IDEA: XBRL DOCUMENT

Document and Entity Information - shares	9 Months Ended
Document and Entity Information - shares	Sep. 30, 2018	Nov. 14, 2018
Document and Entity Information [Abstract]
Entity Registrant Name	Texas South Energy, Inc.
Entity Central Index Key	0001506742
Trading Symbol	TXSO
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Document Type	10-Q
Document Period End Date	Sep. 30, 2018
Document Fiscal Period Focus	Q3
Document Fiscal Year Focus	2018
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Ex Transition Period	false
Entity Common Stock, Shares Outstanding		997,949,769

XML 11 R2.htm IDEA: XBRL DOCUMENT

Consolidated Balance Sheets (Unaudited) - USD ($)	Sep. 30, 2018	Dec. 31, 2017
CURRENT ASSETS
Cash	$ 3,222,908	$ 455
Accounts receivable, net	34,852	3,261
Prepaid expenses	49,778	29,555
TOTAL CURRENT ASSETS	3,307,538	33,271
PROPERTY AND EQUIPMENT
Oil and gas properties	13,126,125	11,779,201
Furniture, fixtures and equipment	43,195	39,712
Less: Accumulated depreciation	(12,844)	(6,936)
TOTAL PROPERTY AND EQUIPMENT, NET	13,156,476	11,811,977
OTHER ASSETS	8,340	8,340
TOTAL ASSETS	16,472,354	11,853,588
CURRENT LIABILITIES
Accounts payable	1,239,189	159,512
Accounts payable - related party	66,810	201,812
Accrued expenses	12,407	77,279
Advances from joint interest owners	2,608,129
Accrued expenses - related party	700,000	385,000
Accrued interest - related party	159,680	40,693
Notes payable	15,484	9,620
Notes payable - related party	250,000
Secured convertible notes payable - related party	859,000	837,000
Due to related party		9,828
TOTAL CURRENT LIABILITIES	5,910,699	1,720,744
LONG TERM LIABILITIES
Convertible notes payable - related party		1,168,355
Notes payable - related party		250,000
Accrued expenses	1,572,476	894,272
Accrued interest - related party		429,814
TOTAL LONG TERM LIABILITIES	1,572,476	2,742,441
TOTAL LIABILITIES	7,483,175	4,463,185
STOCKHOLDERS' EQUITY
Preferred stock 50,000,000 shares preferred stock authorized, none issued and outstanding
Common stock 1,500,000,000 shares common stock authorized, $0.001 par value, 990,199,769 and 821,790,670 shares of common stock issued and outstanding at September 30, 2018 and December 31, 2017, respectively.	990,199	821,790
Additional paid-in capital	22,903,706	19,445,373
Accumulated deficit	(14,904,726)	(12,876,760)
Total stockholders' equity	8,989,179	7,390,403
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY	$ 16,472,354	$ 11,853,588

XML 12 R3.htm IDEA: XBRL DOCUMENT

Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares	Sep. 30, 2018	Dec. 31, 2017
Statement of Financial Position [Abstract]
Preferred stock, shares authorized	50,000,000	50,000,000
Preferred stock, shares issued
Preferred stock, shares outstanding
Common stock, par value per share	$ 0.001	$ 0.001
Common stock, shares authorized	1,500,000,000	1,500,000,000
Common stock, shares issued	990,199,769	821,790,670
Common stock, shares outstanding	990,199,769	821,790,670

XML 13 R4.htm IDEA: XBRL DOCUMENT

Consolidated Statements of Operations (Unaudited) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2018	Sep. 30, 2017	Sep. 30, 2018	Sep. 30, 2017
Income Statement [Abstract]
REVENUE
EXPENSES
Workover expense	15,835		15,835
Depreciation expense	2,020	1,700	5,907	5,099
Impairment expense			25,079
General and administrative expense	607,336	688,788	1,869,488	2,905,456
LOSS FROM OPERATIONS	(625,191)	(690,488)	(1,916,309)	(2,910,555)
OTHER INCOME (EXPENSE)
Other income	747	904	11,384	44,069
Interest expense	(31,875)	(58,601)	(123,041)	(154,809)
TOTAL OTHER INCOME (EXPENSE)	(31,128)	(57,697)	(111,657)	(110,740)
NET LOSS	$ (656,319)	$ (748,185)	$ (2,027,966)	$ (3,021,295)
NET LOSS PER COMMON SHARE
Basic and diluted	$ (0.00)	$ (0.00)	$ (0.00)	$ (0.00)
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING
Basic and diluted	959,747,887	789,839,583	905,039,867	777,409,351

XML 14 R5.htm IDEA: XBRL DOCUMENT

Consolidated Statements of Cash Flows (Unaudited) - USD ($)	9 Months Ended
	Sep. 30, 2018	Sep. 30, 2017
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss	$ (2,027,966)	$ (3,021,295)
Adjustments to reconcile net loss to net cash used in operating activities
Depreciation expense	5,907	5,099
Impairment expense	25,079
Common stock awarded to employees in lieu of cash compensation	86,121
Gain on disposal of debt	(9,828)	(42,324)
Stock compensation		884,635
Changes in operating assets and liabilities:
Change in accounts receivable	(31,591)	(3,260)
Change in prepaid expenses	(20,223)	30,543
Change in accounts payable and accrued expenses	1,014,805	(303,544)
Change in current accrued liabilities - related party	275,594	369,559
Change in long term accrued liabilities - related party	678,204	668,204
Change in long term accrued interest - related party	30,176	392,528
NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES	26,278	(1,019,855)
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds from participation agreements	810,000
Proceeds from reimbursement of g&g costs	80,000
Acquisition of oil and gas properties	(1,453,485)	(451,619)
NET CASH USED IN INVESTING ACTIVITIES	(563,485)	(451,619)
CASH FLOWS FROM FINANCING ACTIVITIES
Payments on short term debt	(43,217)	(5,526)
Proceeds from issuance of notes payable	21,081	637,777
Advances from joint interest owners	2,608,129
Proceeds from sale of common stock	1,173,667	520,000
NET CASH PROVIDED BY FINANCING ACTIVITIES	3,759,660	1,152,251
NET INCREASE (DECREASE) IN CASH	3,222,453	(319,223)
CASH, BEGINNING OF PERIOD	455	325,089
CASH, END OF PERIOD	3,222,908	5,866
Cash paid for:
Interest
Income taxes
Noncash activities:
Assignment of note receivable for note payable		131,645
Issuance of common stock for assets	400,000
Issuance of common stock for settlements	412,000
Conversion of note payable into common stock and accrued interest	1,554,954	450,000
Issuance of common stock and note payable for assets		$ 1,095,000

XML 15 R6.htm IDEA: XBRL DOCUMENT

Nature of Operations and Basis of Presentation	9 Months Ended
Nature of Operations and Basis of Presentation	Sep. 30, 2018
Nature of Operations and Basis of Presentation [Abstract]
NATURE OF OPERATIONS AND BASIS OF PRESENTATION	NOTE 1 - NATURE OF OPERATIONS AND BASIS OF PRESENTATION Texas South Energy, Inc. (the “Company”) was incorporated pursuant to the laws of the State of Nevada on March 15, 2010. The Company is engaged in the oil and gas business. In January 2017, The Company formed Texas South Operating Company, Inc as a wholly owned subsidiary of the Company. It was incorporated pursuant to the laws of the State of Texas on January 11, 2017. Texas South Energy, Inc. and Texas South Operating Company, Inc. (collectively, the “Company”) began filing consolidated financial statements effective with the March 31, 2017 filing. The consolidated financial statements reflect our accounts after elimination of all significant intercompany transactions and balances. The Company has limited operating history and has devoted its activities to the acquisition of oil and gas assets. The Company had established a fiscal year end of October 31; however, on March 3, 2017 the Company adopted a year end of December 31. A transition 10-K was filed for the period November 2016 through December 2016 to report the change in our year end.

XML 16 R7.htm IDEA: XBRL DOCUMENT

Summary of Significant Accounting Policies	9 Months Ended
Summary of Significant Accounting Policies	Sep. 30, 2018
Summary of Significant Accounting Policies [Abstract]
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Consolidation and Basis of Presentation The accompanying unaudited consolidated financial statements have been prepared in all material respects in accordance with United States generally accepted accounting principles (“U.S. GAAP”) for interim financial information. Intercompany accounts and transactions are eliminated. Pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”), certain information and footnote disclosures normally included in the annual financial statements prepared in accordance with U.S. GAAP have been condensed or omitted. The accompanying unaudited consolidated financial statements have been prepared on the same basis as the audited financial statements for the year ended December 31, 2017. Because certain information and footnote disclosures have been condensed or omitted, these unaudited consolidated financial statements should be read in conjunction with the audited financial statements and notes thereto as of and for the year ended December 31, 2017, which are included in the Company’s annual report for the year ended December 31, 2017 (the “2017 Annual Report”). In management’s opinion, all normal and recurring adjustments considered necessary for a fair presentation of the financial position, results of operations and cash flows for the periods presented have been included. Management believes that the disclosures made in these unaudited consolidated financial statements are adequate to make the information not misleading. Interim period operating results do not necessarily indicate the results that may be expected for any other interim period or for the full fiscal year. There have been no changes in the Company’s significant accounting policies from those that were disclosed in the Company’s 2017 Annual Report. Use of Estimates and Assumptions The preparation of financial statements in conformity with U.S. GAAP 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 of revenues and expenses during the reporting period. While management believes that such estimates are reasonable when considered in conjunction with the financial position and results of operations taken as a whole, actual results could differ from those estimates, and such differences may be material to the financial statements. Basic and Diluted Net Loss per Share Basic loss per share is computed by dividing net loss available to common shareholders by the weighted average number of outstanding common shares during the period. Diluted loss per share gives effect to all dilutive potential common shares outstanding during the period. Dilutive loss per share excludes all potential common shares if their effect is anti-dilutive. Because the Company is operating at a loss, it has no potential dilutive instruments and accordingly basic loss and diluted loss per share are the same. Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (“FASB”) issued its final standard on revenue from contracts with customers. The standard, issued as Accounting Standards Update (“ASU”) No. 2014-09: Revenue from Contracts with Customers (Topic 606), outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most current revenue recognition guidance, including industry-specific guidance. The core principle of the revenue model is that “an entity recognizes revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services.” ASU 2014-09 becomes effective for reporting periods (including interim periods) beginning after December 15, 2017. Early application is permitted for reporting periods (including interim periods) beginning after December 15, 2016. This new standard permits the use of either the retrospective or cumulative effect transition method. Because the Company has no revenue, the new guidance is not expected to have a material impact on its financial statements and related disclosures. In February 2016, the FASB issued ASU 2016-02, Leases (“ASU 2016-02”), which relates to the accounting for leasing transactions. This standard requires a lessee to record on the balance sheet the assets and liabilities for the rights and obligations created by leases with lease terms of more than twelve months. In addition, this standard requires both lessees and lessors to disclose certain key information about lease transactions. This standard will be effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. We are evaluating the impact the adoption of ASU 2016-02 will have on our consolidated financial statements. Other new pronouncements issued but not effective until after September 30, 2018 are not expected to have a material impact on the Company’s financial position, results of operations, or cash flows.

XML 17 R8.htm IDEA: XBRL DOCUMENT

Going Concern	9 Months Ended
Going Concern	Sep. 30, 2018
Going Concern [Abstract]
GOING CONCERN	NOTE 3 - GOING CONCERN The Company’s financial statements are prepared in accordance with generally accepted accounting principles applicable to a going concern. This contemplates the realization of assets and the liquidation of liabilities in the normal course of business. Currently, the Company does not have sufficient cash, nor does it have operations or a source of revenue sufficient to cover its operational costs in order to allow it to continue as a going concern. The Company has accumulated losses as of September 30, 2018, of $14,904,726. The Company will be dependent upon the raising of additional capital through the best-efforts placement of its equity and/or debt securities in order to implement its business plan. There can be no assurance that the Company will be successful in either situation in order to continue as a going concern. These factors raise substantial doubt regarding the Company’s ability to continue as a going concern. These financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts, or amounts and classification of liabilities that might result from this uncertainty.

XML 18 R9.htm IDEA: XBRL DOCUMENT

Oil & Gas Properties

9 Months Ended

Sep. 30, 2018

Oil & Gas Properties [Abstract]

OIL & GAS PROPERTIES

NOTE 4 - OIL & GAS PROPERTIES

●

XML 19 R10.htm IDEA: XBRL DOCUMENT

Common Stock	9 Months Ended
Common Stock	Sep. 30, 2018
Common Stock [Abstract]
COMMON STOCK	NOTE 5 - COMMON STOCK The Company had 950,000,000 shares of common stock authorized with a par value of $0.001, however during April 2018 the holders of a majority of the issued and outstanding shares of common stock consented to action via written consent to adopt an amendment to our amended and restated articles of incorporation to increase the number of authorized shares of common stock from 950,000,000 to 1,350,000,000. The Company filed a Schedule 14C information statement with the Securities and Exchange Commission and mailed a copy to each holder of common stock of record disclosing this consent to take action without a shareholders’ meeting. The amendment became effective after (i) 20 days from the mailing of the information statement to the common stock holders of record (May 15, 2018) and (ii) once it is filed with the Nevada Secretary of State (May 17, 2018). On August 1, 2018 the Company filed a preliminary proxy statement requesting shareholders to vote on increasing the authorized shares of common stock from 1,350,000,000 to 1,500,000,000. We filed a definitive proxy statement on August 14, 2018 and the proposal passed. As of September 30, 2018, the Company had 990,199,769 shares of common stock issued and outstanding. During the nine months ended September 30, 2018 the Company sold 58,683,350 shares of stock at a price of $.02 per share for a total of $1,173,667. During the nine months ended September 30, 2018 the Company issued 20,000,000 shares in exchange for lease brokerage fees valued at $400,000, issued 63,198,147 shares in exchange for the conversion of $1,554,954 of debt and accrued interest, issued 20,600,000 shares in exchange for settlements valued at $412,000 and issued 5,927,602 shares to three employees and a consultant for services rendered for $86,121.

XML 20 R11.htm IDEA: XBRL DOCUMENT

Related Party Transactions

9 Months Ended

Sep. 30, 2018

RELATED PARTY TRANSACTIONS

NOTE 6 - RELATED PARTY TRANSACTIONS

As discussed in Note 7, the Company owes Sydson $250,000 plus accrued interest – short term totaling $47,596 on a note related to the acquisition of Sydson assets.

During December 2017, the Company received a loan of $50,000 from a shareholder. The note and interest is due January 1, 2019 with an interest rate of 10% per annum. During the outstanding period, the note is convertible at the option of the investor up to the outstanding principal and unpaid interest into common shares at $0.02 per share. The note is reported as “Convertible Secured Convertible Notes Payable – related party” under short term liabilities on the balance sheet.

As discussed in Note 8, an accredited investor loaned the Company $1,700,000 which has been fully converted into shares of the Company’s common stock.

Listed below is a table summarizing the amounts owed to Mr. Mayell and his related parties.

Name of Related Party	Original Amount		Amount repaid			Balance owed 9/30/18		Accrued Interest		Total owed		Interest rate			Convertible into Shares of Stock
Mr. Michael Mayell		686,630		(197,630	)		489,000		60,373		549,373		10	%	Yes
Sydson Energy, Inc.		325,354		(240,748	)		84,606		7,978		92,584		10	%	Partial
Sydson Resources, LP		380,000		(77,796	)		302,204		47,596		349,800		10	%	No
JTB Energy, LLC		250,000		0			250,000		34,306		284,306		10	%	Yes
Total	$	1,641,984	($	516,174	)	$	1,125,810	$	150,253	$	1,276,063

Note: No interest expense has been paid to date on the above balances.

XML 21 R12.htm IDEA: XBRL DOCUMENT

Notes Payable	9 Months Ended
Notes Payable	Sep. 30, 2018
Notes Payable/Convertible Notes Payable [Abstract]
NOTES PAYABLE	NOTE 7 - NOTES PAYABLE The Company had received advances during 2014 and prior from a prior director in the amount of $52,152. The amount of $42,324 due to the related party was written off during the quarter ended March 31, 2017 and recorded as “Other income” as a result of the expiration of the applicable statute of limitations. During the quarter ended March 31, 2018, the remaining balance of $9,828 was written off and recorded as “Other income”. These advances were previously recorded within the “Due to related party” line on the balance sheet and now have a zero balance. In connection with the Sydson asset acquisition, part of the consideration was an unsecured $250,000 note payable to Sydson due March 1, 2017. The note has been amended effective March 23, 2017 to extend the due date to January 1, 2019 and to charge a fixed rate of 10% interest on the note. The balance of $250,000 is included in “Notes payable-related party” in the current liabilities section of the balance sheet. The company financed the current year insurance premiums and that note has a balance of $15,484 as of September 30, 2018. This note is reported as “Notes payable” under current liabilities on the balance sheet.

XML 22 R13.htm IDEA: XBRL DOCUMENT

Convertible Notes Payable	9 Months Ended
Convertible Notes Payable	Sep. 30, 2018
Notes Payable/Convertible Notes Payable [Abstract]
CONVERTIBLE NOTES PAYABLE	NOTE 8 - CONVERTIBLE NOTES PAYABLE Effective March 23, 2017 the Company extended an unsecured promissory note with an accredited investor in the amount of $1,700,000 to a payment date of January 1, 2019. The note was reduced by the assignment of a $131,645 note receivable from EnerGulf Resources to the investor. On September 18, 2017 the Company converted $450,000 of the principal amount of the note into 22,500,000 shares of the Company’s common stock at a conversion price of $0.02 per share. As of December 31, 2017 the outstanding principal balance was $1,118,355 and was reported as “Convertible Notes Payable” under long term liabilities on the balance sheet. During the quarter ending March 31, 2018, the Company converted an additional $400,000 of the principal balance into 15,000,000 shares of the Company’s common stock. The transaction was broken down as follows, the principal balance of $200,000 was converted at a conversion price of $0.02 and the principal balance of $200,000 was converted at a conversion price of $0.04. During the second quarter of 2018 another $200,000 of the principal balance was converted into 10,000,000 share of common stock at a conversion price of $0.02. The amended note agreement now states that the note is convertible into common shares at an average calculated price not to be below $0.02 or to exceed $0.04 per share. The conversion is at the option of the investor up to the balance of the outstanding principal and accrued interest. Effective July 20, 2018, the remaining principal balance of $518,355 plus the accrued interest of $436,599 was converted into 38,198,147 shares of the Company’s common stock at a conversion rate of $0.025 per share. During April 2017, the Company received a loan of $125,000 from Mr. Mayell and a loan of $125,000 from JTB Energy, LLC. Both loans are secured by a 5% interest in the majority of the offshore leases, payable upon demand with interest rates of 10% per annum. During the outstanding period, the notes are convertible at the option of the investor up to the outstanding principal and accrued interest into common shares at $0.02 per share. These loans are both considered related party transactions. The notes are reported as “Convertible notes payable – related party” under current liabilities. The notes are convertible up to the outstanding principal and accrued interest into common shares at $0.02 per share. During June 2018 the Company paid $18,000 on one of Mr. Mayell’s notes payable, leaving a balance of $107,000 as of June 30, 2018. During July 2018 the Company paid an additional $10,000 on this note payable leaving a balance of $97,000 as of September 30, 2018. During June 2017, the Company received an additional loan of $125,000 from Mr. Mayell and an additional loan of $125,000 from JTB Energy, LLC. Both loans are secured by a 5% interest in the majority of the offshore leases, all payable upon demand with interest rates of 10% per annum. During the outstanding period, the notes are convertible at the option of the investor up to the outstanding principal and accrued interest into common shares at $0.02 per share. These loans are both considered related party transactions. The notes are reported as “Secured convertible notes payable – related party” under current liabilities. The notes are convertible up to the outstanding principal and accrued interest into common shares at $0.02 per share. During August 2017, the Company converted a portion of the accounts payable balances owed to Sydson and Mr. Mayell to note payable agreements, charging interest at 10% per annum. Both Sydson and Mr. Mayell had advanced money to the Company and paid invoices on behalf of the Company, which had previously been reported as “Accounts payable – related party”. The Company converted $70,000 into a note payable to Sydson and $47,000 into a note payable to Mr. Mayell. The remaining balances owed to them will continue to be reported as “Accounts payable – related party”. The notes are reported as “Convertible notes payable – related party” under current liabilities. The notes are convertible up to the outstanding principal and accrued interest into common shares at $0.02 per share. During October 2017, the Company received loans of $170,000 and $50,000 from Mr. Mayell. Both loans are secured by a 5% interest in the majority of the offshore leases, payable upon demand with interest rates of 10% per annum. During the outstanding period, the notes are convertible at the option of the investor up to the outstanding principal and accrued interest into common shares at $0.02 per share. These loans are both considered related party transactions and are reported as “Secured convertible notes payable – related party” under current liabilities. During December 2017, the Company received a loan of $50,000 from a shareholder. The note and interest is due January 1, 2019 with an interest rate of 10% per annum. During the outstanding period, the note is convertible at the option of the investor up to the outstanding principal and unpaid interest into common shares at $0.02 per share. The note is reported as “Convertible Notes Payable – related party” under short term liabilities on the balance sheet.

XML 23 R14.htm IDEA: XBRL DOCUMENT

Fair Value of Financial Instruments	9 Months Ended
Fair Value of Financial Instruments	Sep. 30, 2018
Fair Value of Financial Instruments [Abstract]
FAIR VALUE OF FINANCIAL INSTRUMENTS	NOTE 9 - FAIR VALUE OF FINANCIAL INSTRUMENTS The Company’s financial instruments are cash and accounts payable. The recorded values of cash and accounts payable approximate their fair values based on their short-term nature.

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

XML 24 R15.htm IDEA: XBRL DOCUMENT

Commitments and Contingencies	9 Months Ended
Commitments and Contingencies	Sep. 30, 2018
Commitments and Contingencies [Abstract]
COMMITMENTS AND CONTINGENCIES	NOTE 10 - COMMITMENTS AND CONTINGENCIES See Note 6 for a discussion of Mr. Askew’s employment agreement and the Company’s financial obligations with respect thereto. Mr. Askew resigned as an executive officer and director of Texas South in January 2017 and entered into a consulting agreement with the Company that began on January 5, 2017 and terminates on December 31, 2020, and such term shall be extended for an additional one-year period upon December 31 of each calendar year provided that neither the Company nor consultant notify the other on or prior to 90 days before the applicable December 31^st that either party does not intend to extend this agreement. The Company shall pay to Mr. Askew $35,000 net per month and issued Mr. Askew 27 million shares of Company common stock. Upon termination of Mr. Askew by the Company other than for cause, Mr. Askew is entitled to receive three years of his then consulting compensation as severance. The Company entered into an employment agreement with John B. Connally III to serve as chairman of the board that began on January 5, 2017 and terminates on December 31, 2020. Upon December 31 of each calendar year, the term shall be extended for one additional year, provided that neither the Company nor Mr. Connally notify the other on or prior to 90 days before the applicable December 31^st date that either party does not intend to extend this agreement. The Company shall pay to Mr. Connally a base salary of $420,000 per annum, issued him 65.1 million shares, and Mr. Connally shall be entitled to standard and customary benefits. Mr. Connally has agreed to standard non-disclosure provisions. Upon termination of Mr. Connally by the Company other than for cause, Mr. Connally is entitled to receive three years of his then compensation as severance. The Company entered into an employment agreement with Mr. Mayell on January 4, 2017 that terminates on December 31, 2020. Upon December 31 of each calendar year, the term shall be extended for one additional year, provided that neither the Company nor Mr. Mayell notify the other on or prior to 90 days before the applicable December 31^st date that either party does not intend to extend this agreement. The Company shall pay to Mr. Mayell a base salary of $420,000 per annum and Mr. Mayell shall be entitled to standard and customary benefits. Mr. Mayell has agreed to standard non-disclosure and non-competition provisions. Upon termination of Mr. Mayell by the Company other than for cause, Mr. Mayell is entitled to receive three years of his then compensation as severance. During the first quarter of fiscal 2017, the above mentioned agreements with Mr. Connally and Mr. Mayell were amended to extend the due dates. The payments are now due at the end of the terms of the agreements, which is December 31, 2020. These liabilities are accrued in the financial statements and included in the caption “Accrued expenses” as long term liabilities on the balance sheet. In April 2018, the employment agreements for Mr. Mayell and Mr. Connally were amended, whereby all or a portion of the compensation owed to Mr. Mayell and Mr. Connally for the period from January 2017 through April 30, 2018 can be paid by the Company, at the option of the employee, in restricted shares of the Company’s common stock valued at $0.02 per share. As of the filing date of this report, neither has elected to convert the compensation owed into common stock. If all of the compensation owed was converted into shares of stock, Mr. Mayell would receive 28,000,000 shares and Mr. Connally would receive 27,500,000 shares. In July 2018, the consulting agreement for Mr. Askew was amended, whereby all or a portion of the compensation owed to Mr. Askew for the period from February 2017 through April 30, 2018 can be paid by the Company, at the option of the consultant, in restricted shares of the Company’s common stock valued at $0.02 per share. The total owed to Mr. Askew for that period was $525,000. If all of the compensation owed was converted into shares of stock, Mr. Askew would receive 26,250,000 shares of common stock. Mr. Askew has not elected to convert the currently owed compensation.

XML 25 R16.htm IDEA: XBRL DOCUMENT

Stock-based Incentive Plan	9 Months Ended
Stock-based Incentive Plan	Sep. 30, 2018
Stock-based Incentive Plan [Abstract]
STOCK-BASED INCENTIVE PLAN	NOTE 11 – STOCK-BASED INCENTIVE PLAN At the September 6, 2018 annual meeting, the stockholders approved the adoption of the Texas South Energy, Inc. 2018 Omnibus Incentive Plan (the “2018 Plan”), effectively July 28, 2018. The 2018 Plan authorizes the issuance of 100,000,000 share of common stock prior to its expiration on July 28, 2028. Incentives under the 2018 Plan may be granted to employees, directors, and consultants of the Company in any one or a combination of the following forms: incentive stock options, nonqualified stock options, stock appreciation rights, restricted stock awards or performance stock awards which are valued in whole or in part by reference to, or otherwise based on, our common stock, including its appreciation in value. As of September 30, 2018, no awards were granted.

XML 26 R17.htm IDEA: XBRL DOCUMENT

Subsequent Events	9 Months Ended
Subsequent Events	Sep. 30, 2018
Subsequent Events [Abstract]
SUBSEQUENT EVENTS	NOTE 12 - SUBSEQUENT EVENTS The employment agreements between the Company and Mr. Michael Mayell and Mr. John Connally III were amended effective October 16, 2018. Supplement number three to the employment agreements added the following sentence: Employee has the right, at his option, to receive restricted shares of Company common stock valued at a price per share equal to the greater of (i) $0.02 and (ii) the average closing price of Company common stock during the calendar month in which the accrued salary being converted was earned, in lieu of cash, for all or a portion of the compensation owed to Employee for the period between May 1, 2018 and ended September 30, 2018. The total owed to Mr. Mayell during this period was $175,000 and the total owed to Mr. Connally III was $175,000. If these totals were converted into shares of stock, each would receive 8,750,000 shares of common stock. During October 2018, the Company sold 5,000,000 shares of common stock at a price per share of $0.02 for a total of $100,000 and issued 250,000 shares to a consultant for services provided at a price per share of $0.02 for a total of $5,000 for services. During November 2018, through our Form 10Q filing date, the Company sold 2,500,000 shares of common stock at a price per share of $0.02 for a total of $50,000.

XML 27 R18.htm IDEA: XBRL DOCUMENT

Summary of Significant Accounting Policies (Policies)	9 Months Ended
Summary of Significant Accounting Policies (Policies)	Sep. 30, 2018
Summary of Significant Accounting Policies [Abstract]
Consolidation and Basis of Presentation	Consolidation and Basis of Presentation The accompanying unaudited consolidated financial statements have been prepared in all material respects in accordance with United States generally accepted accounting principles (“U.S. GAAP”) for interim financial information. Intercompany accounts and transactions are eliminated. Pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”), certain information and footnote disclosures normally included in the annual financial statements prepared in accordance with U.S. GAAP have been condensed or omitted. The accompanying unaudited consolidated financial statements have been prepared on the same basis as the audited financial statements for the year ended December 31, 2017. Because certain information and footnote disclosures have been condensed or omitted, these unaudited consolidated financial statements should be read in conjunction with the audited financial statements and notes thereto as of and for the year ended December 31, 2017, which are included in the Company’s annual report for the year ended December 31, 2017 (the “2017 Annual Report”). In management’s opinion, all normal and recurring adjustments considered necessary for a fair presentation of the financial position, results of operations and cash flows for the periods presented have been included. Management believes that the disclosures made in these unaudited consolidated financial statements are adequate to make the information not misleading. Interim period operating results do not necessarily indicate the results that may be expected for any other interim period or for the full fiscal year. There have been no changes in the Company’s significant accounting policies from those that were disclosed in the Company’s 2017 Annual Report.
Use of Estimates and Assumptions	Use of Estimates and Assumptions The preparation of financial statements in conformity with U.S. GAAP 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 of revenues and expenses during the reporting period. While management believes that such estimates are reasonable when considered in conjunction with the financial position and results of operations taken as a whole, actual results could differ from those estimates, and such differences may be material to the financial statements.
Basic and Diluted Net Loss per Share	Basic and Diluted Net Loss per Share Basic loss per share is computed by dividing net loss available to common shareholders by the weighted average number of outstanding common shares during the period. Diluted loss per share gives effect to all dilutive potential common shares outstanding during the period. Dilutive loss per share excludes all potential common shares if their effect is anti-dilutive. Because the Company is operating at a loss, it has no potential dilutive instruments and accordingly basic loss and diluted loss per share are the same.
Recent Accounting Pronouncements	Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (“FASB”) issued its final standard on revenue from contracts with customers. The standard, issued as Accounting Standards Update (“ASU”) No. 2014-09: Revenue from Contracts with Customers (Topic 606), outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most current revenue recognition guidance, including industry-specific guidance. The core principle of the revenue model is that “an entity recognizes revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services.” ASU 2014-09 becomes effective for reporting periods (including interim periods) beginning after December 15, 2017. Early application is permitted for reporting periods (including interim periods) beginning after December 15, 2016. This new standard permits the use of either the retrospective or cumulative effect transition method. Because the Company has no revenue, the new guidance is not expected to have a material impact on its financial statements and related disclosures. In February 2016, the FASB issued ASU 2016-02, Leases (“ASU 2016-02”), which relates to the accounting for leasing transactions. This standard requires a lessee to record on the balance sheet the assets and liabilities for the rights and obligations created by leases with lease terms of more than twelve months. In addition, this standard requires both lessees and lessors to disclose certain key information about lease transactions. This standard will be effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. We are evaluating the impact the adoption of ASU 2016-02 will have on our consolidated financial statements. Other new pronouncements issued but not effective until after September 30, 2018 are not expected to have a material impact on the Company’s financial position, results of operations, or cash flows.

XML 28 R19.htm IDEA: XBRL DOCUMENT

Related Party Transactions (Tables)

9 Months Ended

Sep. 30, 2018

Summary the amounts owed to related parties

Name of Related Party	Original Amount		Amount repaid			Balance owed 9/30/18		Accrued Interest		Total owed		Interest rate			Convertible into Shares of Stock
Mr. Michael Mayell		686,630		(197,630	)		489,000		60,373		549,373		10	%	Yes
Sydson Energy, Inc.		325,354		(240,748	)		84,606		7,978		92,584		10	%	Partial
Sydson Resources, LP		380,000		(77,796	)		302,204		47,596		349,800		10	%	No
JTB Energy, LLC		250,000		0			250,000		34,306		284,306		10	%	Yes
Total	$	1,641,984	($	516,174	)	$	1,125,810	$	150,253	$	1,276,063

XML 29 R20.htm IDEA: XBRL DOCUMENT

Going Concern (Details) - USD ($)	Sep. 30, 2018	Dec. 31, 2017
Going Concern (Textual)
Accumulated losses	$ (14,904,726)	$ (12,876,760)

XML 30 R21.htm IDEA: XBRL DOCUMENT

Oil & Gas Properties (Details)		1 Months Ended				9 Months Ended
Oil & Gas Properties (Details)	Jan. 08, 2018	May 31, 2018 USD ($)	Mar. 31, 2018 USD ($)	Jan. 31, 2017 a Boe	Mar. 31, 2014 a	Sep. 30, 2018 USD ($) shares	Dec. 31, 2017 USD ($)
Oil & Gas Properties (Textual)
Oil and gas properties, undeveloped						$ 13,126,125	$ 11,779,201
Payments to acquire contractual rights		$ 405,000
Shares of common stock for consulting services \| shares						20,000,000
Percentage of potential value issuing outstanding stock						20.00%
Potential value of issuing of outstanding stock						$ 6,000,000
GulfSlope Energy, Inc. [Member]
Oil & Gas Properties (Textual)
Acres in Acreage's mineral \| a					2,200,000
Working interest acquired					20.00%
Payments to acquire contractual rights						$ 10,720,000
Working interest for oil and gas prospects, description						In August 2017, the Company acquired a 20% working interest from GulfSlope in Ship Shoal Block 351 and in Ship Shoal Block 336, which are collectively referred to as the Tau Prospect. In October 2017, the Company acquired a 20% working interest from GulfSlope in Eugene Island Block 397 and Green Canyon Block 4, which are collectively referred to as the Quark Prospect. In January 2018, the Company acquired a 20% working interest in the Vermilion South Addition Block 378 ("Canoe Prospect") from GulfSlope.
Description of potential subsalt play					GulfSlope has conducted extensive seismic work on all of the prospects focusing on the high potential subsalt play at depths of 15,000' to 25,000' and will be the operator of record for the initial well on each of the prospects.
Sydson Energy, Inc. [Member]
Oil & Gas Properties (Textual)
Description of potential subsalt play				We are acquiring leases with working interest partners covering more than 4,400 acres for horizontal projects above 6,000’ in the Austin Chalk, Eagle Ford, and Buda Lime formation. These projects are adjacent to substantial prior production and contain both conventional and unconventional oil targets. We began drilling operations on the first well during the third quarter of 2018.
Delek Gom Investments LLC [Member]
Oil & Gas Properties (Textual)
Working interest acquired	20.00%
Payments to acquire contractual rights			$ 405,000
Working interest for oil and gas prospects, description	In each Phase, Delek will earn a 75% working interest upon paying 90% of the exploratory costs associated with drilling each exploratory well. The Company will thus retain a 5% working interest while paying 2% of the exploratory costs associated with drilling each well. In addition, Delek will pay the Company $405,000 upon the filing of each exploration plan with BOEM and/or BSEE on a Prospect in each Phase.
Option to purchase common stock, description	The option to purchase up to 5% of the Company's common stock upon fulfilling its obligation for each Phase (maximum of 20% in the aggregate) at a price per share equal to a 10% discount to the 30-day weighted average closing price for the Company's common stock preceding the acquisition. This option will expire on January 8, 2020.
West Tuleta Field [Member] \| Sydson Energy, Inc. [Member]
Oil & Gas Properties (Textual)
Working interest acquired				50.00%
Description of potential subsalt play				Undrilled acreage above 4,500' in the West Tuleta Field, Bee County, Texas comprised of approximately 1,800 gross acres and 900 net acres with a net revenue interest of approximately 75%.
Net revenue interest				75.00%
Walton Campbell and Ray [Member] \| Sydson Energy, Inc. [Member]
Oil & Gas Properties (Textual)
Working interest acquired				50.00%
Project area in acres \| a				75
Net revenue interest				75.00%
Production from sands totaling \| Boe				3,700

XML 31 R22.htm IDEA: XBRL DOCUMENT

Common Stock (Details) - USD ($)	1 Months Ended		3 Months Ended	9 Months Ended
Common Stock (Details) - USD ($)	Jul. 20, 2018	Sep. 18, 2017	Mar. 31, 2018	Sep. 30, 2018	Sep. 30, 2017	Aug. 01, 2018	Dec. 31, 2017
Common Stock (Textual)
Common stock, par value per share				$ 0.001			$ 0.001
Common stock, shares issued				990,199,769			821,790,670
Common stock, shares outstanding				990,199,769			821,790,670
Sold of stock, shares				58,683,350
Sold of stock price per share				$ 0.02
Sold of stock value total				$ 1,173,667
Debt conversion shares issued	38,198,147	22,500,000	15,000,000	63,198,147
Conversion of debt amount		$ 450,000	$ 400,000	$ 1,554,954
Conversion of common stock, description				The Company had 950,000,000 shares of common stock authorized with a par value of $0.001, however during April 2018 the holders of a majority of the issued and outstanding shares of common stock consented to action via written consent to adopt an amendment to our amended and restated articles of incorporation to increase the number of authorized shares of common stock from 950,000,000 to 1,350,000,000.
Common stock shares authorized prior to amendment						1,350,000,000
Common stock shares authorized after amendment						1,500,000,000
Brokerage fees valued				$ 400,000
Common stock awarded to employees in lieu of cash compensation				86,121
Consulting fees				$ 400,000
Shares of common stock for consulting services				20,000,000
Three employees and consultant [Member]
Common Stock (Textual)
Debt conversion shares issued				20,600,000
Conversion of debt amount				$ 412,000
Three employees and consultant one [Member]
Common Stock (Textual)
Debt conversion shares issued				5,927,602

XML 32 R23.htm IDEA: XBRL DOCUMENT

Related Party Transactions (Details)	9 Months Ended
Related Party Transactions (Details)	Sep. 30, 2018 USD ($)
Related Party Transaction [Line Items]
Original Amount	$ 1,641,984
Amount repaid	(516,174)
Balance owed 9/30/18	1,125,810
Accrued Interest	150,253
Total owed	1,276,063
Mr. Michael Mayell [Member]
Related Party Transaction [Line Items]
Original Amount	686,630
Amount repaid	(197,630)
Balance owed 9/30/18	489,000
Accrued Interest	60,373
Total owed	$ 549,373
Interest rate	10.00%
Convertible into Shares of Stock	Yes
Sydson Energy, Inc. [Member]
Related Party Transaction [Line Items]
Original Amount	$ 325,354
Amount repaid	(240,748)
Balance owed 9/30/18	84,606
Accrued Interest	7,978
Total owed	$ 92,584
Interest rate	10.00%
Convertible into Shares of Stock	Partial
Sydson Resources, LP [Member]
Related Party Transaction [Line Items]
Original Amount	$ 380,000
Amount repaid	(77,796)
Balance owed 9/30/18	302,204
Accrued Interest	47,596
Total owed	$ 349,800
Interest rate	10.00%
Convertible into Shares of Stock	No
JTB Energy, LLC [Member]
Related Party Transaction [Line Items]
Original Amount	$ 250,000
Amount repaid	0
Balance owed 9/30/18	250,000
Accrued Interest	34,306
Total owed	$ 284,306
Interest rate	10.00%
Convertible into Shares of Stock	Yes

XML 33 R24.htm IDEA: XBRL DOCUMENT

Related Party Transactions (Details Textual) - USD ($)	1 Months Ended	3 Months Ended		9 Months Ended		12 Months Ended
Related Party Transactions (Details Textual) - USD ($)	Jan. 31, 2017	Mar. 31, 2018	Mar. 31, 2017	Sep. 30, 2018	Sep. 30, 2017	Dec. 31, 2014	Jul. 20, 2018	Dec. 31, 2017	Oct. 31, 2017	Sep. 18, 2017	Aug. 31, 2017	Aug. 11, 2017	Jun. 30, 2017	Apr. 30, 2017
Related Party Transactions (Textual)
Gain on disposal of debt		$ 9,828	$ 42,324	$ 9,828	$ 42,324
Common stock, shares issued				990,199,769				821,790,670
Realized loss on sale of investment securities
Advance received						$ 52,152
Accrued interest - short term							$ 436,599	$ 429,814
Interest rate									5.00%				5.00%	5.00%
Accredited investor loaned amount				$ 1,700,000
Loan received from related parties								50,000	$ 170,000
Common shares price				$ 0.04					$ 0.02	$ 0.02
Secured convertible notes payable - related party				$ 859,000				$ 837,000
Payments on accounts payable balance				82,000
Payment to related party				(516,174)
Shareholder [Member]
Related Party Transactions (Textual)
Interest rate								10.00%
Loan received from related parties								$ 50,000
Common shares price								$ 0.02
Sydson [Member]
Related Party Transactions (Textual)
Accounts payable - related party				14,606
Related party - note payable				250,000								$ 70,000
Accrued interest - related party				7,978
Related party notes payable				$ 70,000
Interest rate				1.00%
Share of proceeds				25.00%
Secured convertible notes payable - related party				$ 70,000
Proceeds from sale of interests				164,167
Accounts payable-related party				66,810
Payment to related party				29,963
Accounts payable - related party				52,204
Accrued interest -short term - related party				47,596
JTB Energy, LLC [Member]
Related Party Transactions (Textual)
Accrued interest - related party				67,800
Mr. Askew [Member]
Related Party Transactions (Textual)
Accrued consulting expenses				700,000
Common stock shares issued	27,000,000
Mr. Mayell [Member]
Related Party Transactions (Textual)
Common stock shares issued	100,000,000
Related party - note payable				250,000					$ 220,000			$ 47,000
Accrued interest - related party				5,357
Related party notes payable				$ 47,000
Interest rate											10.00%
Loan received from related parties									$ 50,000
Common shares price				$ 0.02
Secured convertible notes payable - related party				$ 47,000
Accounts payable-related party				169,630
Payments on accounts payable balance				169,630
Accrued interest on related party				$ 21,522
Mr. Connally [Member]
Related Party Transactions (Textual)
Common stock shares issued	65,100,000

XML 34 R25.htm IDEA: XBRL DOCUMENT

Notes Payable (Details) - USD ($)	3 Months Ended		9 Months Ended		12 Months Ended
Notes Payable (Details) - USD ($)	Mar. 31, 2018	Mar. 31, 2017	Sep. 30, 2018	Sep. 30, 2017	Dec. 31, 2014	Dec. 31, 2017	Oct. 31, 2017	Jun. 30, 2017	Apr. 30, 2017
Notes Payable (Textual)
Due to related party written off	$ 9,828	$ 42,324	$ 9,828	$ 42,324
Interest rate							5.00%	5.00%	5.00%
Notes payable			$ 15,484			$ 9,620
Advance received					$ 52,152
Sydson Asset Acquisition Agreement [Member]
Notes Payable (Textual)
Interest rate			10.00%
Maturity date			Jan. 01, 2019
Consideration from acquisition			$ 250,000
Notes payable			$ 250,000

XML 35 R26.htm IDEA: XBRL DOCUMENT

Convertible Notes Payable (Details) - USD ($)	1 Months Ended		3 Months Ended	9 Months Ended
Convertible Notes Payable (Details) - USD ($)	Jul. 20, 2018	Sep. 18, 2017	Mar. 31, 2018	Sep. 30, 2018	Nov. 30, 2018	Oct. 31, 2018	Jul. 31, 2018	Jun. 30, 2018	Dec. 31, 2017	Oct. 31, 2017	Sep. 30, 2017	Aug. 31, 2017	Aug. 11, 2017	Jun. 30, 2017	Apr. 30, 2017	Mar. 23, 2017
Convertible Notes Payable (Textual)
Common stock, shares issued				990,199,769					821,790,670
Notes payable				$ 97,000			$ 10,000		$ 1,118,355
Notes receivable from related party																$ 131,645
Interest rate										5.00%				5.00%	5.00%
Notes payable interest rate										10.00%
Common shares price		$ 0.02		$ 0.04						$ 0.02
Common stock price per share				$ 0.02
Notes payable				$ 15,484					9,620
Outstanding principal amount	$ 518,355
Loan received from related parties									50,000	$ 170,000
Converted principal amount		$ 450,000	$ 400,000	$ 1,554,954
Principal balance conversion, shares issued	38,198,147	22,500,000	15,000,000	63,198,147
Conversion price	$ 0.025
Average calculated price, description				Average calculated price not to be below $0.02 or to exceed $0.04 per share.
Accrued interest	$ 436,599								$ 429,814
During the second quarter of 2018 [Member]
Convertible Notes Payable (Textual)
Converted principal amount				$ 200,000
Principal balance conversion, shares issued				10,000,000
Conversion price				$ 0.02
Subsequent Event [Member]
Convertible Notes Payable (Textual)
Common shares price					$ 0.02	$ 0.02
Unsecured promissory note [Member]
Convertible Notes Payable (Textual)
Common stock price per share				$ 0.04
Notes payable																$ 1,700,000
Converted additional of principal amount				$ 400,000
Converted principal amount				$ 200,000
Convertible Notes Payable - related party [Member]
Convertible Notes Payable (Textual)
Maturity date				Jan. 01, 2019
Notes payable interest rate				10.00%
Common shares price				$ 0.02
Loan received from related parties				$ 50,000
Mr. Mayell [Member]
Convertible Notes Payable (Textual)
Notes payable								$ 18,000				$ 47,000
Interest rate												10.00%
Notes payable interest rate											10.00%				10.00%
Common shares price				$ 0.02
Notes payable				$ 47,000
Loan received from related parties										50,000
Related party - note payable				$ 250,000						$ 220,000			$ 47,000
JTB Energy, LLC [Member]
Convertible Notes Payable (Textual)
Notes payable interest rate				10.00%							10.00%				10.00%
Common shares price				$ 0.02							$ 0.02				$ 0.02
Loan received from related parties											$ 125,000				$ 125,000
Sydson [Member]
Convertible Notes Payable (Textual)
Notes payable												$ 70,000
Interest rate												10.00%
Common shares price				$ 0.02								$ 0.02
Loan received from related parties				$ 70,000

XML 36 R27.htm IDEA: XBRL DOCUMENT

Commitments and Contingencies (Details) - USD ($)		1 Months Ended	9 Months Ended
Commitments and Contingencies (Details) - USD ($)	Jul. 31, 2018	Apr. 30, 2018	Sep. 30, 2018
Commitments and Contingencies (Textual)
Conversion of compensation, shares available to convert	26,250,000
Mr. Askew [Member]
Commitments and Contingencies (Textual)
Consulting fees net per month			$ 35,000
Issuance of common stock, shares			27,000,000
Compensation agreement expiration date			Dec. 31, 2020
Mr. Askew [Member] \| Restricted shares [Member]
Commitments and Contingencies (Textual)
Common stock, par value per share		$ 0.02
Consulting fees available to convert		$ 525,000
Mr. Mayell [Member]
Commitments and Contingencies (Textual)
Base salary per annum			$ 420,000
Compensation agreement expiration date			Dec. 31, 2020
Conversion of compensation, shares available to convert		28,000,000
Mr. Mayell [Member] \| Restricted shares [Member]
Commitments and Contingencies (Textual)
Common stock, par value per share		$ 0.02
John B. Connally III [Member]
Commitments and Contingencies (Textual)
Base salary per annum			$ 420,000
Issuance of common stock, shares			65,100,000
Compensation agreement expiration date			Dec. 31, 2020
Conversion of compensation, shares available to convert		27,500,000
John B. Connally III [Member] \| Restricted shares [Member]
Commitments and Contingencies (Textual)
Common stock, par value per share		$ 0.02

XML 37 R28.htm IDEA: XBRL DOCUMENT

Stock-based Incentive Plan (Details)	Sep. 06, 2018 shares
2018 Omnibus Incentive Plan [Member]
Stock-based Incentive Plan (Textual)
Authorized to issuance of common stock	100,000,000

XML 38 R29.htm IDEA: XBRL DOCUMENT

Subsequent Events (Details) - USD ($)	1 Months Ended
Subsequent Events (Details) - USD ($)	Nov. 30, 2018	Oct. 31, 2018	Oct. 16, 2018	Sep. 30, 2018	Oct. 31, 2017	Sep. 18, 2017
Subsequent Events (Textual)
Common stock price per share				$ 0.04	$ 0.02	$ 0.02
Subsequent Event [Member]
Subsequent Events (Textual)
Agreement, description			The employment agreements between the Company and Mr. Michael Mayell and Mr. John Connally III were amended effective October 16, 2018. Supplement number three to the employment agreements added the following sentence: Employee has the right, at his option, to receive restricted shares of Company common stock valued at a price per share equal to the greater of (i) $0.02 and (ii) the average closing price of Company common stock during the calendar month in which the accrued salary being converted was earned, in lieu of cash, for all or a portion of the compensation owed to Employee for the period between May 1, 2018 and ended September 30, 2018.
Common stock issued during the period value of shares	$ 50,000	$ 100,000
Common stock issued during the period	2,500,000	5,000,000
Common stock price per share	$ 0.02	$ 0.02
Subsequent Event [Member] \| Mr. Mayell [Member]
Subsequent Events (Textual)
Employee owed shares value			$ 175,000
Employee owed shares			8,750,000
Subsequent Event [Member] \| Mr. Connally [Member]
Subsequent Events (Textual)
Employee owed shares value			$ 175,000
Employee owed shares			8,750,000
Subsequent Event [Member] \| Consultant [Member]
Subsequent Events (Textual)
Common stock issued during the period value of shares		$ 5,000
Common stock issued during the period		250,000
Common stock price per share		$ 0.02

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