apll_10q.htm

NOTE 1 – BASIS OF PRESENTATION

These financial statements have been prepared in accordance with generally accepted accounting principles for the interim financial information with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of the Company’s management, all adjustments (consisting of only normal accruals) considered necessary for a fair presentation have been included.

For further information, refer to the financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended June 30, 2009.

The Company’s fiscal year-end is June 30.

NOTE 2 – ACCOUNTING POLICIES

This summary of significant accounting policies of Apolo Gold & Energy Inc. is presented to assist in understanding the Company’s financial statements. The financial statements and notes are representations of the Company’s management, which is responsible for their integrity and objectivity. These accounting policies conform to accounting principles generally accepted in the United States of America and have been consistently applied in the preparation of the financial statements.

Basic and Diluted Loss Per Share

Loss per share was computed by dividing the net loss by the weighted average number of shares outstanding during the period. The weighted average number of shares was calculated by taking the number of shares outstanding and weighting them by the amount of time that they were outstanding. Basic and diluted loss per share are the same, as inclusion of common stock equivalents would be antidilutive.

Going Concern

The accompanying financial statements have been prepared on a going concern basis, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. The Company has suffered material recurring losses from operations since inception. At March 31, 2010, the Company had a negative working capital of $135,863 from operations. These factors raise substantial doubt about the Company’s ability to continue as a going concern.

Continuation of the Company is dependent on achieving sufficiently profitable operations and possibly obtaining additional financing. Management has and is continuing to raise additional capital from various sources. There can be no assurance that the Company will be successful in raising additional capital should it decide additional capital is required.

APOLO GOLD & ENERGY INC.

CONDENSED NOTES TO THE FINANCIAL STATEMENTS

(An Exploration Stage Company)

March 31, 2010

(Unaudited)

The financial statements do not include any adjustment relating to the recoverability and classification of assets and liabilities that might be necessary should the Company be unable to continue as a going concern.

Use of Estimates

The process of preparing financial statements in conformity with accounting principles generally accepted in the United States of America requires the use of estimates and assumptions regarding certain types of assets, liabilities, revenues, and expenses. Such estimates primarily relate to unsettled transactions and events as of the date of the financial statements. Accordingly, upon settlement, actual results may differ from estimated amounts.

Fair Value of Financial Instruments

The carrying amounts for cash, accounts payable and accrued liabilities and loans payable to related parties approximate their fair value due to their short term nature.

Recent Accounting Pronouncements

In August 2009, the FASB issued ASU 2009-05 which includes amendments to Subtopic 820-10, “Fair Value Measurements and Disclosures—Overall”. The update provides clarification that in circumstances, in which a quoted price in an active market for the identical liability is not available, a reporting entity is required to measure fair value using one or more of the techniques provided for in this update. The amendments in this ASU clarify that a reporting entity is not required to include a separate input or adjustment to other inputs relating to the existence of a restriction that prevents the transfer of the liability and also clarifies that both a quoted price in an active market for the identical liability at the measurement date and the quoted price for the identical liability when traded as an asset in an active market when no adjustments to the quoted price of the asset are required are Level 1 fair value measurements. The guidance provided in this ASU is effective for the first reporting period, including interim periods, beginning after issuance. The adoption of this standard did not have a material impact on the Company’s financial position and results of operations

In September 2009, the FASB issued ASU 2009-06, Income Taxes (Topic 740), ”Implementation Guidance on Accounting for Uncertainty in Income Taxes and Disclosure Amendments for Nonpublic Entities”, which provides implementation guidance on accounting for uncertainty in income taxes, as well as eliminates certain disclosure requirements for nonpublic entities. For entities that are currently applying the standards for accounting for uncertainty in income taxes, this update shall be effective for interim and annual periods ending after September 15, 2009. For those entities that have deferred the application of accounting for uncertainty in income taxes in accordance with paragraph 740-10-65-1(e), this update shall be effective upon adoption of those standards. The adoption of this standard did not have an impact on the Company’s financial position and results of operations since this accounting standard update provides only implementation and disclosure amendments.

APOLO GOLD & ENERGY INC.

CONDENSED NOTES TO THE FINANCIAL STATEMENTS

(An Exploration Stage Company)

March 31, 2010

(Unaudited)

In September 2009, the FASB has published ASU 2009-12, “Fair Value Measurements and Disclosures (Topic 820) - Investments in Certain Entities That Calculate Net Asset Value per Share (or Its Equivalent)”. This ASU amends Subtopic 820-10, “Fair Value Measurements and Disclosures – Overall”, to permit a reporting entity to measure the fair value of certain investments on the basis of the net asset value per share of the investment (or its equivalent). This ASU also requires new disclosures, by major category of investments including the attributes of investments within the scope of this amendment to the Codification. The guidance in this update is effective for interim and annual periods ending after December 15, 2009. Early application is permitted. The adoption of this standard did not have an impact on the Company’s financial position and results of operations

In October 2009, the FASB has published ASU 2009-13, “Revenue Recognition (Topic 605)-Multiple Deliverable Revenue Arrangements”, which addresses the accounting for multiple-deliverable arrangements to enable vendors to account for products or services (deliverables) separately rather than as a combined unit. Specifically, this guidance amends the criteria in Subtopic 605-25, “Revenue Recognition-Multiple-Element Arrangements”, for separating consideration in multiple-deliverable arrangements. This guidance establishes a selling price hierarchy for determining the selling price of a deliverable, which is based on: (a) vendor-specific objective evidence; (b) third-party evidence; or (c) estimates. This guidance also eliminates the residual method of allocation and requires that arrangement consideration be allocated at the inception of the arrangement to all deliverables using the relative selling price method and also requires expanded disclosures. The guidance in this update is effective prospectively for revenue arrangements entered into or materially modified in fiscal years beginning on or after June 15, 2010. Early adoption is permitted. The adoption of this standard is not expected to have a material impact on the Company’s financial position and results of operations.

Other recent accounting pronouncements issued by the FASB (including its Emerging Issues Task Force), the AICPA, and the SEC did not, or are not believed by management to, have a material impact on our present or future financial statements.

APOLO GOLD & ENERGY INC.

CONDENSED NOTES TO THE FINANCIAL STATEMENTS

(An Exploration Stage Company)

March 31, 2010

(Unaudited)

NOTE 3 – COMMON STOCK

During the nine months ending March 31, 2010, the Company did not issue any common stock. There are currently 97,653,729 shares outstanding at March 31, 2010.

NOTE 4 – STOCK OPTIONS

The Company has seven common stock option plans: the Apolo Gold, Inc. 2000 Stock Option Plan; Apolo Gold, Inc. 2002 Stock Option Plan; Apolo Gold, Inc. 2003 Stock Option Plan; Apolo Gold, Inc. 2004 Stock Option Plan; the 2004 Stock Option Plan #A; and 2005 Stock Option Plan (hereinafter “the Plans”) adopted in July 2000, May 2002, November 2002, September 2003, March 2004, February 2005, and May 2006 respectively. Their purpose is to advance the business and development of the Company and its shareholders by enabling employees, officers, directors and independent contractors or consultants of the Company the opportunity to acquire a proprietary interest in the Company from the grant of options to such persons under the Plans' terms. The Plans provide that the Company’s board of directors may exercise its discretion in awarding options under the Plans, not to exceed 5,000,000 for the 2000 Plan, 5,000,000 for the 2002 Plan, 7,500,000 for the 2003 Plan, 15,000,000 for the 2004 and the 2004A Plans and 8,000,000 for the 2006 Plan. The Board determines the per share option price for the stock subject to each option. All options authorized by each plan must be granted within ten years from the effective date of the Plan.

There is no express termination date for the options, although the Board may vote to terminate the Plan. The exercise price of the options will be determined at the date of grant.

The following is a summary of the Company's stock option plans:

	Number of Shares			Weighted Average Exercise Price
Options exercisable at June 30, 2008	$	8,950,000		$	0.12
Granted		-			-
Exercised		-			-
Forfeited / cancelled		(8,950,000	)		(0.12	)
Outstanding at June 30, 2009 and March 31, 2010		-			-

APOLO GOLD & ENERGY INC.

CONDENSED NOTES TO THE FINANCIAL STATEMENTS

(An Exploration Stage Company)

March 31, 2010

(Unaudited)

NOTE 5 – COMMITMENTS AND CONTINGENCIES

Foreign Operations

The accompanying balance sheet at March 31, 2010 includes $1,481 of cash in Canada. Although Canada is considered economically stable, it is always possible that unanticipated events in foreign countries could disrupt the Company's operations.

Compliance with Environmental Regulations

The Company's mining activities are subject to laws and regulations controlling not only the exploration and mining of mineral properties, but also the effect of such activities on the environment. Compliance with such laws and regulations may necessitate additional capital outlays, affect the economics of a project, and cause changes or delays in the Company's activities.

ITEM 2 - Management's Discussion and Analysis of Financial Condition and Results of Operations

General Overview

Apolo Gold & Energy Inc. ("Company") was incorporated in March 1997 under the laws of the State of Nevada. Its objective was to pursue mineral properties in South America, Central America, North America and Asia. The Company incorporated a subsidiary - Compania Minera Apologold, C.A in Venezuela to develop a gold/diamond mining concession in Southeastern Venezuela. Project was terminated in August 2001, due to poor testing results and the property abandoned. This subsidiary company has been inactive since 2001 and will not be reactivated.

On April 16, 2002, the Company announced the acquisition of the mining rights to a property known as the Napal Gold Property, ("NUP"). This property is located 48 km south-west of Bandar Lampung, Sumatra, Indonesia. The property consists of 733.9 hectares and possesses a Production Permit (a KP) # KW. 098PP325.

The terms of the Napal Gold Property called for a total payment of $375,000 US over a six-year period of which a total of $250,000 had been made. Subsequent to the year ending June 30, 2008 the Company terminated its agreement on the NUP property and returned all exploration rights to the owner.

The Company continues to pursue opportunities in the natural resource industry and will consider an investment in any other energy related business in order to create value.

At March 31, 2010, the Company had funds on hand of $ 1,481.

The Company recognizes that it does not have sufficient funds on hand to finance its operations on an ongoing basis. The Company further recognizes that it is dependent on the ability of its management team to obtain the necessary working capital in order to complete projects started and operate successfully. There is no assurance that the Company will be able to obtain additional capital as required, or if the capital is available, to obtain it on terms favorable to the Company. The Company may suffer from a lack of liquidity in the future that could impair its exploration efforts and adversely affect its results of operations.

Results of Operations

In the nine months ended March 31, 2010, the Company incurred a loss of $22,052 vs. a loss of $ 9,737 for the nine months ended March 31, 2009. For the three months ending March 31, 2010, the Company incurred a loss of $4,294 vs. a profit of $100,389 for the three months ended March 31, 2009. The profit in the three month period endin g March 31, 2009 was assisted by the gain of $136,020 on settlement of debt outstanding.

Company operations are limited at the present time to seeking out and acquiring a desirable project that will be beneficial to shareholders. Expenses during the nine months ending March 31, 2010 were professional fees of $10,195 vs. $135,074 in the nine months ending March 31, 2009. There are no consulting fees in the $10,195 of expenses to March 31, 2010. For the three months ending March 31, 2010, professional fees amounted to $1,510 vs. $31,697 in the three months ended March 31, 2009 and general and administrative expenses in the three months ending March 31, 2010 amounted to $2,784 vs. $3,934for the three months ended March 31, 2009.

The Company incurred no consulting fees in the nine months ending March 31, 2010. The Company continues to investigate and evaluate business opportunities in the energy field.

The Company recognizes that it will require additional capital in order to continue its search for a mineral property or other projects that will be beneficial to the shareholders of the company. There is no assurance at this time that said capital can be raised on terms and conditions acceptable to management.

At March 31, 2010 there were 97,653,729 shares outstanding which is unchanged from June 30, 2009.

The Company at March 31, 2010 has current trade accounts payable of $ 28,047 and loans owing to related parties of $109,297 compared to payables of $34,237 and loans owing to related parties of $395,304 at March 31, 2009.

Included in accounts payable is an amount owing to a former director of $8,821. These loans owing to related parties represent cash advances made to the company to retire existing debt including professional fees incurred.

Cash on hand at March 31, 2010 amounted to $1,481. The Company is aware that additional financing will be required in order to continue its pursuit of a mineral property opportunity or a comparable opportunity in a related field. There is no assurance that additional funding will be successfully completed.

The Company has no employees other than officers and uses consultants as and when necessary.

LIQUIDITY AND CAPITAL RESOURCES

The Company has limited financial resources at March 31, 2010 with funds on hand of $1,481 vs. $42 at June 30, 2009.

During the nine months ending March 31, 2010, the Company has pursued opportunities in the energy sector but to date negotiations have not advanced to the point of a Definitive Agreement. The Company continues to pursue opportunities and is in active negotiations at the present time.

The Company has current accounts payable of $28,047, (which includes an amount owing to a former director of $8,821, compared to $30,616 at June 30, 2009 and compared to $34,237 at March 31, 2009.

Amounts due to related parties at March 31, 2010 amount to $109,297 compared to $395,304 at March 31, 2009, and $83,238 at June 30, 2009. These loans are due to directors/officers of the Company for cash advances to the company to retire current debt. While the Company continues to seek out additional capital, there is no assurance that they will be successful in completing this necessary financing. The Company recognizes that it is dependent on the ability of its management team to obtain the necessary working capital required.

While in the pursuit of additional working capital, the Company is also very active in reviewing other resource development opportunities and will continue with these endeavors.

Inflation has not been a factor during the nine months ending March 31, 2010.

Item 3. Quantitative and Qualitative Disclosures About Market Risk.

We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.

Item 4. Controls and procedures

The Company maintains disclosure controls and procedures that are designed to ensure that information required to be disclosed in the Company's Exchange Act reports is recorded, processed, summarized and reported within the time periods specified in the SEC's rules and forms, and that such information is accumulated and communicated to the Company's management, including its Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure based closely on the definition of "disclosure controls and procedures" in Rule 13a-15(e). The Company's disclosure controls and procedures are designed to provide a reasonable level of assurance of reaching the Company's desired disclosure control objectives. In designing and evaluating the disclosure controls and procedures, management recognized that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives, and management necessarily was required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures. The Company's certifying officer has concluded that the Company's disclosure controls and procedures are effective in reaching that level of assurance.

As of the end of the period being reported upon, the Company carried out an evaluation, under the supervision and with the participation of the Company's management, including the Company's Chief Executive Officer and the Company's Chief Financial Officer, of the effectiveness of the design and operation of the Company's disclosure controls and procedures. Based on the foregoing, the Company's Chief Executive Officer and Chief Financial Officer concluded that the Company's disclosure controls and procedures were effective.

There have been no changes in the Company's internal controls or in other factors that have affected or are reasonably likely to affect the internal controls subsequent to the date the Company completed its evaluation.

Part II - Other Information

Item 1 .- Legal Proceedings: There are no proceedings to report.

Item 2. - Unregistered Sales of Equity Securities and Use of Proceeds. None

Item 3. - Default Upon Senior Securities: There are no defaults to report.

Item 4. - (Removed and Reserved)

Item 5. - Other Information: None

Item 6. - Exhibits

31.1	Sarbanes Oxley Section 302 Certification from C.E.O.

31.2	Sarbanes Oxley Section 302 Certification from C.F.O.

32.1	Sarbanes Oxley Section 906 Certification from C.E.O.

32.2	Sarbanes Oxley Section 906 Certification from C.F.O.

SIGNATURES

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

APOLO GOLD & ENERGY, INC.

Dated: May 12 , 2010

/s/ Robert G. Dinning

Robert G. Dinning, CFO and Secretary

Nevada	98-0412805
(State of Other Jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)


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


	March 31,			June 30,
	2010			2009
CURRENT ASSETS
Cash	$	1,481		$	42
Total Current Assets		1,481			42

TOTAL ASSETS	$	1,481		$	42


CURRENT LIABILITIES
Accounts payable and accrued expenses	$	28,047		$	30,615
Loans payable, related parties		109,297			83,238
Total Current Liabilities		137,344			113,853

COMMITMENTS AND CONTINGENCIES		-			-

STOCKHOLDERS' DEFICIT
Common stock, 200,000,000 shares authorized, $0.001
par value; 97,653,729 and 97,653,729 shares		97,654			97,654
issued and outstanding
Additional paid-in capital		7,305,674			7,305,674
Accumulated deficit prior to exploration stage		(1,862,852	)		(1,862,852	)
Deficit accumulated during exploration stage		(5,676,339	)		(5,654,287	)

TOTAL STOCKHOLDERS' DEFICIT		(135,863	)		(113,811	)

TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT	$	1,481		$	42


													Period from
													April 16, 2002
													(Inception of
	Three Months Ended			Three Months Ended			Nine Months Ended			Nine Months Ended			Exploration Stage)
	March 31,			March 31,			March 31,			March 31,			Through
	2010			2009			2010			2009			March 31, 2010

REVENUES	$	-		$	-		$	-		$	-		$	-


EXPENSES
Consulting and professional fees		1,510			31,697			10,195			135,075			1,818,839
Exploration costs		-			-			-			-			2,449,248
Stock compensation expense		-			-			-			-			381,340
General and administrative expenses		2,784			3,934			11,857			10,682			993,347
TOTAL EXPENSES		4,294			35,631			22,052			145,757			5,642,774

LOSS FROM OPERATIONS		(4,294	)		(35,631	)		(22,052	)		(145,757	)		(5,642,774	)

OTHER INCOME (EXPENSE)
Loss on sale of mining equipment		-			-			-			-			(177,193	)
Gain on settlement of debt		-			136,020			-			136,020			142,442
Other income		-			-			-			-			1,186
		-			136,020			-			136,020			(33,565	)


LOSS BEFORE INCOME TAXES		(4,294	)		100,389			(22,052	)		(9,737	)		(5,676,339	)

INCOME TAXES		-			-			-			-			-

NET LOSS	$	(4,294	)	$	100,389		$	(22,052	)	$	(9,737	)	$	(5,676,339	)


NET LOSS PER SHARE, BASIC AND DILUTED:	$	(0.00	)	$	0.00		$	(0.00	)	$	(0.00	)

WEIGHTED AVERAGE NUMBER OF
COMMON STOCK SHARES OUTSTANDING,
BASIC AND DILUTED:		97,653,729			82,953,729			97,653,729			82,004,824






							Period from
							April 16, 2002
	Nine Months			Nine Months			(Inception of
	Ended			Ended			Exploration Stage)
	March 31,			March 31,			Through
	2010			2009			March 31, 2010
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$	(22,052	)	$	(9,737	)	$	(5,676,339	)
Adjustments to reconcile net loss
to net cash used by operating activities:
Depreciation		-			-			95,176
Loss on sale of mining equipment		-			-			177,193
Options exercised for services		-			-			276,691
Gain on settlement of debt		-			-			(142,442	)
Stock issued for current debt		-			-			470,041
Stock issued for officer's wages and services		-			-			252,700
Stock issued for professional services		-			25,000			272,060
Stock issued for exploration costs		-			-			711,000
Stock options granted		-			-			381,340
Expenses paid on behalf of Company		-			-			42,610
Increase (decrease) in:
Accounts payable		(2,568	)		(145,774	)		261,709
Accrued expenses		-			-			(5,807	)
Accrued payables, related parties		-			125,685			387,663
Net cash (used) by operating activities		(24,620	)		(4,827	)		(2,496,405	)

CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of fixed assets		-			-			(95,174	)

CASH FLOWS FROM FINANCING ACTIVITIES:
Net proceeds from related party loans		26,059			-			83,792
Proceeds from borrowings		-			-			84,937
Proceed from subscription receivable		-			-			25,000
Proceeds from sale of common stock		-			-			2,397,835
Net cash provided by financing activities		26,059			-			2,591,564

NET INCREASE (DECREASE) IN CASH		1,439			(4,827	)		(15	)

Cash, beginning of year		42			5,803			1,496

Cash, end of year	$	1,481		$	976		$	1,481

SUPPLEMENTAL CASH FLOWS INFORMATION
Income taxes paid	$	-		$	-		$	-
Interest paid	$	-		$	-		$	-

NON-CASH INVESTING AND FINANCING ACTIVITIES:
Note receivable from sale of mining equipment	$	-		$	-		$	45,000
Shares issued on settlement of debt	$	-		$	136,020		$	367,500