FRGY Frontier Energy Corp (CE)

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 10-Q

(Mark One)

[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934

For the quarterly period ended June 30, 2008

[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT

For the transition period from __________ to _________

Commission File Number 033-058844

 NEVADA 87-0443026
------------------------------- -------------------
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. [X] Yes [ ] No

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

Large accelerated filer [ ] Accelerated filer [ ] Non-accelerated filer [ ] Smaller reporting company [X]

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

[ ] Yes [X] No

APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS

Check whether the registrant filed all documents and reports required to be filed by Section 12, 13 or 15(d) of the Exchange Act after the distribution of securities under a plan confirmed by a court. Yes [ ] No [ ]

APPLICABLE ONLY TO CORPORATE ISSUERS

State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date:
85,513,737 as of July 21, 2008.

PART I - FINANCIAL INFORMATION

Item 1. Financial Statements.

TABLE OF CONTENTS

Page No.

Financial Statements

 Balance Sheets 3

 Statements of Operations 4

 Statements of Cash Flows 5

 Notes to Financial Statements 6-11

 FRONTIER ENERGY CORP.
 (AN EXPLORATION STAGE ENTERPRISE)
 BALANCE SHEETS


 June 30, December 31,
 2008 2007
 (UNAUDITED) (AUDITED)
 -------------- ---------------
 ASSETS

Current assets:
 Cash $ 463 $ 131
 Receivables, net of allowance for doubtful accounts of $76,696 - -
 -------------- ---------------
 Total current assets 463 131
 -------------- ---------------
 Fixed assets, net of $328 accumulated depreciation 766 875
 Mineral leases, net of $1,636 accumulated amortization 9,269 9,814
 -------------- ---------------
Total assets $ 10,498 $ 10,820
 ============== ===============

 LIABILITIES AND STOCKHOLDERS' DEFICIT

Current liabilities:
 Accounts payable and accrued liabilities $ 302,697 $ 300,197
 Accrued interest - related parties 10,849 4,694
 Due to related parties 91,935 27,567
 Loans payable - related parties 128,385 47,000
 Loans payable 100,322 145,322
 -------------- ---------------
 Total current liabilities 634,188 524,780
 -------------- ---------------
 Total liabilities 634,188 524,780

Stockholders' deficit:
 Series A preferred stock, $0.001 par value; 1 share
 authorized, issued and outstanding - -
 Series B preferred stock, $0.001 par value; 10,000,000 shares
 authorized; and 80,000 shares issued and outstanding 80 80
 Common stock, $0.001 par value; 500,000,000 shares
 authorized; and 85,513,737 shares issued and outstanding 85,513 41,256
 Additional paid-in capital 7,275,537 6,631,034
 Common stock subscribed 38,485 38,485
 Common stock issued for future services on employment agreement - (29,750)
 Accumulated deficit prior to reentering exploration stage (3,042,536) (3,042,536)
 Accumulated deficit after reentering exploration stage (4,980,769) (4,152,529)
 -------------- ---------------
 Total stockholders' deficit (623,690) (513,960)
 -------------- ---------------
Total liabilities and stockholders' deficit $ 10,498 $ 10,820
 ============== ===============

 See Accompanying Notes to Financial Statements.

 FRONTIER ENERGY CORP.
 (AN EXPLORATION STAGE ENTERPRISE)
 STATEMENTS OF OPERATIONS
 (UNAUDITED)

 Cumulative
 After
 Reentering
 For the Three Months For the Six Months Ended Exploration
 Ended Stage
 June 30, June 30, through
 2008 2007 2008 2007 June 30, 2008
 ----------- ---------- ----------- ----------- -------------

Revenue $ - $ - $ - $ - $ -

Operating expenses:
 Officer compensation 15,000 101,250 59,750 202,500 1,012,900
 General and administrative 45,970 448,932 115,230 1,476,549 3,160,063
 Exploration and development 12,485 - 43,022 - 112,501
 Loss on impairment of mineral claims - - - - 80,000
 ----------- ---------- ----------- ----------- -------------
 Total operating expenses 73,455 550,182 218,002 1,679,049 4,365,464
 ----------- ---------- ----------- ----------- -------------
 Net operating loss (73,455) (550,182) (218,002) (1,679,049) (4,365,464)

Other expenses:
 Litigation settlement (411,575) - (411,575) - (411,575)
 Interest expense (180,994) - (198,663) - (203,730)
 ----------- ---------- ----------- ----------- -------------
 Total other expenses (592,569) - (610,238) - (615,305)
 ----------- ---------- ----------- ----------- -------------
Net loss $ (666,024) $ (550,182) $ (828,240) $(1,679,049) $ (4,980,769)
 =========== ========== =========== =========== =============
Earnings (loss) per common share - basic and diluted:

 Net loss $ (0.01) $ (0.06) $ (0.01) $ (0.23)
 =========== ========== =========== ===========
Weighted average common shares outstanding -
basic and diluted 66,969,241 9,078,552 58,772,193 7,263,978
 =========== ========== =========== ===========


 See Accompanying Notes to Financial Statements.

 FRONTIER ENERGY CORP.
 (AN EXPLORATION STAGE ENTERPRISE)
 STATEMENTS OF CASH FLOWS
 (UNAUDITED)
 Cumulative After
 Reentering
 For the Six Months Ended Exploration Stage
 June 30, through
 2008 2007 June 30, 2008
 ----------- ------------ -------------

CASH FLOWS FROM OPERATING ACTIVITIES
 Net loss $ (828,240) $ (1,679,049) $ (4,980,769)
 Adjustments to reconcile loss
 to net cash used in operating activities:
 Depreciation and amortization expense 654 109 1,964
 Stock issued as finders fee for farmin agreement - - 800,000
 Loss on impairment of mineral claims - - 80,000
 Current period expense for services paid with stock 29,750 - 357,000
 Consulting service expense 8,000 1,563,254 2,366,834
 Financing cost 188,200 - 188,200
 Gain on legal settlement 411,575 - 411,575
 Changes in operating assets and liabilities:
 Accounts payable and accrued liabilities 43,885 23,757 147,973
 Accrued interest payable 6,155 - 6,155
 Due to related parties 64,368 - 64,368
 ----------- ------------ -------------
 Net cash used in operating activities (75,653) (91,929) (556,700)
 ----------- ------------ -------------
CASH FLOWS FROM INVESTING ACTIVITIES
 Purchase of fixed assets - - (1,094)
 Acquisition of mineral leases - - (10,905)
 ----------- ------------ -------------
 Net cash used in investing activities - - (11,999)
 ----------- ------------ -------------
CASH FLOWS FROM FINANCING ACTIVITIES
 Proceeds from issuance of common stock 19,500 64,920 275,007
 Proceeds from subscriptions for common stock - 12,485 38,485
 Proceeds from borrowings from notes payable 101,485 - 294,012
 Payments on borrowings from notes payable (45,000) - (45,000)
 Proceeds from borrowings from related parties - (2,791) 2,295
 ----------- ------------ -------------
 Net cash provided by financing activities 75,985 74,614 564,799
 ----------- ------------ -------------
NET CHANGE IN CASH 332 (17,315) (3,900)

CASH AT BEGINNING OF YEAR 131 23,390 4,363
 ----------- ------------ -------------
CASH AT END OF YEAR $ 463 $ 6,075 $ 463
 =========== ============ =============
SUPPLEMENTAL INFORMATION:
 Interest paid $ - $ - $ -
 =========== ============ =============
 Income taxes paid $ - $ - $ -
 =========== ============ =============

Non-cash activities:
 Shares issued pursuant to farm-in agreement $ - $ - $ 800,000
 =========== ============ =============
 Shares issued in settlement of accounts payable $ 33,786 $ - $ 188,096
 =========== ============ =============
 Shares issued for mineral claims $ - $ - $ 80,000
 =========== ============ =============
 Shares issued for settlement of lawsuit $ 411,575 $ - $ 6,000
 =========== ============ =============
 Shares issued for notes payable $ 14,600 $ - $ 14,600
 =========== ============ =============
 Shares issued for debts to related parties $ 13,100 $ - $ 476,061
 =========== ============ =============
 Shares issued for financing expense $ 188,200 $ - $ 188,200
 =========== ============ =============
 Shares issued for services $ 8,000 $ - $ 8,000
 =========== ============ =============

 See Accompanying Notes to Financial Statements.

FRONTIER ENERGY CORP.
(AN EXPLORATION STAGE ENTERPRISE)

NOTES TO FINANCIAL STATEMENTS
(UNAUDITED)

1. BASIS OF PRESENTATION

The accompanying unaudited financial statements have been prepared in accordance with Securities and Exchange Commission requirements for interim financial statements. Therefore, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States for complete financial statements. These financial statements should be read in conjunction with the Form 10-KSB for the year ended December 31, 2007 of Frontier Energy Corp, (the "Company").

The interim financial statements present the balance sheet, statements of operations and cash flows of the Company. The financial statements have been prepared in accordance with accounting principles generally accepted in the United States.

The interim financial information is unaudited. In the opinion of management, all adjustments necessary to present fairly the financial position as of June 30, 2008 and the results of operations, stockholders' equity and cash flows presented herein have been included in the financial statements. Interim results are not necessarily indicative of results of operations for the full year.

The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Re-entering Exploration Stage
As described in the Form 10-KSB, the Company distributed the assets and liabilities of the operating segment of the Company on November 26, 2003. Subsequent to that date, the Company changed from a computer services company to an exploration company pursuing interests in the oil and gas industry. The Company has devoted most of its efforts to establish the new business with raising capital and acquiring mineral leases.

Going concern
The Company incurred a net loss of approximately $828,000 and $1,679,000 for the six months ended June 30, 2008 and 2007, respectively, and $4,981,000 from November 26, 2003 re-entry into exploration stage to June 30, 2008. The Company's current liabilities exceed its current assets by approximately $634,000 as of June 30, 2008. The Company's sole operations have been discontinued with no other source of operating revenues. These factors create substantial doubt about the Company's ability to continue as a going concern. The Company's management plan to continue as a going concern revolves around its ability to develop and/or acquire new business operations, as well as, raise necessary capital to maintain the corporate affairs of the Company.

The ability of the Company to continue as a going concern is dependent on securing additional sources of capital and the success of the Company's plan. The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

Reclassification
The financial statements for 2007 reflect certain reclassifications, which have nominal effect on net income, to conform to classifications in the current year.

FRONTIER ENERGY CORP.
(AN EXPLORATION STAGE ENTERPRISE)

NOTES TO FINANCIAL STATEMENTS
(UNAUDITED)

Use of estimates
The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the periods presented. Actual results could differ from those estimates.

Fair Value of Financial Instruments
The Company has financial instruments whereby the fair value of the financial instruments could be different than that recorded on a historical basis in the accompanying balance sheets. The Company's financial instruments consist of cash and payables. The carrying amounts of the Company's financial instruments approximate their fair values as of June 30, 2008 due to their short-term nature.

Stock-based compensation
The Company applies SFAS No. 123R, "Accounting for Stock-Based Compensation," which requires the recognition of compensation cost based upon the fair value of stock options at the grant date using the Black-Scholes option pricing model.

3. NEW ACCOUNTING PROUNCEMENTS

FAS 161
In March 2008, the FASB issued SFAS No. 161, "Disclosures about Derivative Instruments and Hedging Activities", an amendment of SFAS No. 133. SFAS 161 applies to all derivative instruments and non-derivative instruments that are designated and qualify as hedging instruments pursuant to paragraphs 37 and 42 of SFAS 133 and related hedged items accounted for under SFAS 133. SFAS 161 requires entities to provide greater transparency through additional disclosures about how and why an entity uses derivative instruments, how derivative instruments and related hedged items are accounted for under SFAS 133 and its related interpretations, and how derivative instruments and related hedged items affect an entity's financial position, results of operations, and cash flows. SFAS 161 is effective as of the beginning of an entity's first fiscal year that begins after November 15, 2008. The Company does not expect that the adoption of SFAS 161 will have a material impact on its financial condition or results of operation.

FAS 162
In May 2008, the FASB issued SFAS No. 162, "The Hierarchy of Generally Accepted Accounting Principles." SFAS 162 will provide framework for selecting accounting principles to be used in preparing financial statements that are presented in conformity with U.S. generally accepted accounting principles (GAAP) for nongovernmental entities. SFAS 162 will be effective 60 days following the Securities and Exchange Commission's approval of the Public Company Accounting Oversight Board (PCAOB) amendments to AU Section 411. The Company does not expect the adoption of SFAS 162 will have a material impact on its financial condition or results of operation.

FRONTIER ENERGY CORP.
(AN EXPLORATION STAGE ENTERPRISE)

NOTES TO FINANCIAL STATEMENTS
(UNAUDITED)

FAS 163
In May 2008, the FASB issued SFAS No. 163, "Accounting for Financial Guarantee Insurance Contracts - an interpretation of FASB Statement No. 60." SFAS 163 requires that an insurance enterprise recognize a claim liability prior to an event of default (insured event) when there is evidence that credit deterioration has occurred in an insured financial obligation. This Statement also clarifies how Statement 60 applies to financial guarantee insurance contracts, including the recognition and measurement to be used to account for premium revenue and claim liabilities. Those clarifications will increase comparability in financial reporting of financial guarantee insurance contracts by insurance enterprises. This Statement requires expanded disclosures about financial guarantee insurance contracts. The accounting and disclosure requirements of the Statement will improve the quality of information provided to users of financial statements. SFAS 163 will be effective for financial statements issued for fiscal years beginning after December 15, 2008. The Company does not expect the adoption of SFAS 163 will have a material impact on its financial condition or results of operation.

4. RELATED PARTY TRANSACTIONS

Due to related parties
An officer of the Company loaned the Company $146,820 during the six month
period ended June 30, 2008 and withdrew $136,968 in funds for personal

expenses. Additionally, the officer converted $7,600 of debt into 3,800,000 shares of common stock at a conversion rate of $0.002 per share. The fair value of the common stock was $0.004 as of the grant date and the difference between the fair value and the conversion rate was $7,600 and recorded as a financing expense which is included with interest expense. The balance at June 30, 2008 was a payable of $1,189. The payable was included with the accrued salary owed to the officer of $90,746.

Loans payable - related parties
During the three months ended March 31, 2008, a family member of an officer and director of the Company loaned the Company $100,000. The unsecured loans bear an interest rate of 12% per annum and are due in April and September 2009. On February 11, 2008, the individual converted $10,000 of debt into 5,000,000 shares of common stock at a rate of $0.002 per share. On April 15, 2008, the individual converted $500 of debt into 500,000 shares of common stock at a rate of $0.001 per share. The fair value of the common stock was $0.033 as of the grant date and the difference between the fair value and the conversion rate was $16,000 and recorded as a financing expense which is included with interest expense. The balance at June 30, 2008 was $89,500 of principal and $3,527 of accrued interest. Interest expense for the six month period ended June 30, 2008 was $3,527.

As of January 1, 2008, a director of the Company had an outstanding loan to the Company totaling $47,000. The unsecured loans bear an interest rate of 12% per annum and are due upon demand. During the three months ended March 31, 2008, the director advanced an additional $1,485 in cash and converted $4,600 of debt into 2,300,000 shares of common stock at a rate of $0.002 per share. The fair value of the common stock was $0.004 as of the grant date and the difference between the fair value and the conversion rate was $4,600 and recorded as a financing expense which is included with interest expense. During the three months ended June 30, 2008, the director converted $5,000 of debt into 5,000,000 shares of common stock at a rate of $0.001 per share. The fair value of the common stock was $0.033 as of the grant date and the difference between the fair value and the conversion rate was $160,000 and recorded as a financing expense which is included with interest expense. The balance at June 30, 2008 was $38,885 of principal and $7,322 of accrued interest. Interest expense for the six month period ended June 30, 2008 was $2,627.

FRONTIER ENERGY CORP.
(AN EXPLORATION STAGE ENTERPRISE)

NOTES TO FINANCIAL STATEMENTS
(UNAUDITED)

5. NOTES PAYABLE

Loans payable consists of the following at June 30, 2008:

Note payable to individual, unsecured, interest at 10% per annum, maturity date of May 2008, balloon payment of principal 10,000 and interest due upon maturity, note is in default

Note payable to individual, unsecured, interest at 10% per

annum, maturity date of December 2008, monthly principal 60,322
payments of $8,777 with the balance of principal and accrued ---------
interest due upon maturity
 $ 100,322
 =========

Interest expense for the six month period ended June 30, 2008 was $4,309.

6. STOCKHOLDERS' EQUITY

Common Stock

On April, 29, 2008, the Company amended its articles of incorporation and increased its authorized capital to 500,000,000 shares of common stock with a par value of $0.001.

On January 2, 2008, the Company issued a total of 6,100,000 shares of common stock to one individual who is an officer and director of the Company and to another individual who is a director of the Company in exchange for the conversion of debt totaling $12,200. The shares were converted at a rate of $0.002 per share. The fair value of the common stock was $0.004 as of the grant date and the difference between the fair value and the conversion rate was $12,200 and recorded as a financing expense which is included with interest expense. The fair value of the shares issued was $24,400.

On February 11, 2008, the Company issued 5,000,000 shares of common stock to a family member of an officer and director of the Company in exchange for the conversion of debt totaling $10,000. The shares were converted at a rate of $0.002 per share.

On February 12, 2008, the Company issued 1,000,000 shares of common stock to an entity in exchange for services rendered totaling $8,000. The shares were valued at the fair value of the shares of common stock on the grant date.

On March 18, 2008, the Company received $10,000 from an investor which was recorded as common stock subscribed. The shares were issued on June 3, 2008 and the common stock subscribed was reduced by $10,000.

On April 15, 2008, the Company issued 9,500,000 shares of common stock to a family member of an officer and director of the Company in exchange for cash totaling $9,500.

FRONTIER ENERGY CORP.
(AN EXPLORATION STAGE ENTERPRISE)

NOTES TO FINANCIAL STATEMENTS
(UNAUDITED)

On April 15, 2008, the Company issued 500,000 shares of common stock to a family member of an officer and director of the Company in exchange for the conversion of debt totaling $500. The shares were converted at a rate of $0.001 per share. The fair value of the common stock was $0.033 as of the grant date and the difference between the fair value and the conversion rate was $16,000 and recorded as a financing expense which is included with interest expense. The fair value of the shares issued was $16,500.

On April 15, 2008, the Company issued 5,000,000 shares of common stock to a director of the Company in exchange for the conversion of debt totaling $5,000. The shares were converted at a rate of $0.001 per share. The fair value of the common stock was $0.033 as of the grant date and the difference between the fair value and the conversion rate was $160,000 and recorded as a financing expense which is included with interest expense. The fair value of the shares issued was $165,000.

On May 2, 2008, the Company settled a lawsuit with a creditor and agreed to issue a total of 15,357,273 shares of common stock to extinguish the debt. On May 7, 2008, the Company issued a total of 9,000,000 shares and on May 19, 2008, the Company issued the remaining balance of 6,357,273 shares of common stock.

On June 3, 2008, the Company issued 1,800,000 shares for cash of $10,000 from an investor. The cash was received from the investor on March 18, 2008 and originally recorded as common stock subscribed. Upon issuance of the shares the common stock subscribed was reduced by $10,000.

7. LITIGATION

On May 1, 2008, the Company was served with a summons and complaint in an action for the repayment of a debt owed to its former legal counsel in the amount of $33,786 which the Company has carried as a payable on its financial statements. Also on May 1, 2008, the Company and the Creditor entered into a settlement agreement in which the creditor agreed to dismiss the Action, release the Company from any further obligations to the Creditor, plus all accrued interest, through the issuance of 15,357,273 shares of the Company's common stock to the Creditor at a price of $0.0022 per share, pursuant to a court order. On May 2, 2008, the court approved the settlement. On May 7, 2008 and May 19, 2008, in accordance with the Settlement Agreement and the Order, the Company instructed its transfer agent to issue 9,000,000 and 6,357,273 shares of unrestricted common stock according to the instructions of the Creditor.

The fair value of the common stock was $0.029 as of the grant date and the difference between the fair value and the conversion rate was $411,575 and recorded as a litigation expense which is included as other expense.

8. SUBSEQUENT EVENTS

On June 27, 2008, the Company signed a letter of intent to purchase the assets and business of Cancen Oil Processors, Inc. ("Cancen"), an Alberta corporation (the "Proposed Acquisition"). The Proposed Acquisition is subject to Cancen's rights to a due diligence investigation and the execution of a definitive agreement for the Proposed Acquisition. On August 7, 2008, the proposed acquisition was cancelled by Cancen.

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

The following discussion of our financial condition and results of operations should be read in conjunction with the Company's unaudited financial statements, and notes thereto, included elsewhere in this quarterly report. This discussion contains forward-looking statements that involve risks and uncertainties. Our actual results may differ materially from those anticipated in these forward-looking statements as a result of various factors including, but not limited to, those discussed in the Company's filings under the Securities Exchange Act of 1934, as amended.

IN GENERAL

Frontier Energy Corp., through subsidiaries and agreements in which we intend to participate, is engaged in the acquisition, exploration, development and operation of oil and gas reserves. We have cancelled the contracts on certain prospects in 2006 and acquired a working interest in another prospect during the second quarter of 2007. We have been unable to fund the exploitation of this prospect, but are seeking to partner with another party. Our ability to emerge from the exploration stage with respect to any planned principal business activity is dependent upon our successful efforts to raise additional equity financing and generate significant revenue. In the three- month period ended March 31, 2008, the Company had no revenues from operations or other sources.

We intend to acquire prospects and raise the funds necessary to extract oil and/or natural gas from such prospects. To date, we have acquired a working interest in one prospect and are seeking a partner to exploit this prospect. We intend to seek out other prospects, with the intention of raising funds to exploit such prospects.

In the alternative, if we are unable to acquire oil or gas properties, the Company may seek to enter into a merger with an operating company, if the Board deems it in the best interests of the Company's stockholders. We have not identified any potential merger target as of the date of this report.

Material Changes in Financial Condition

The Company's financial condition has changed since the end of the year ended December 31, 2007. On June 30, 2008, the Company had approximately $463 in cash, compared with $131 at the end of the last year and $7,657 at March 31, 2008. The fluxuations in the Company's cash position are due to the Company's attempts at raising additional capital for operations, either through borrowings or through the sales of its securities privately.

Material Changes in Results of Operations

Because of the Company's poor financial condition, the Company has cut operating expenses as much as we deem possible. Our total operating expenses for the six months ended June 30, 2008 were $218,002, compared with operating expenses of $1,679,049 for the six months ended June 30, 2007. The comparison with June 30, 2007 may not be informative, since these expenses included $1,563,254 in stock-based expenses for common stock issued as compensation to officers, directors, employees and consultants, while the stock-based expenses for the six months ended June 30, 2008 was $37,750. The Company's operating expenses for the three months ended June 30, 2008 were $73,455, as compared to $550,182 for the three months ended June 30, 2007. In the three and six month periods ended June 30, 2008, the Company has substantially reduced its officer compensation and general and administrative expenses, compared to the same periods in 2007.

Three Months Ended June 30, 2008 Compared with Three Months ended June 30, 2007

Liquidity and Capital Resources

The Company did not generate any revenue in the quarter ended June 30, 2008, the quarter ended June 30, 2007 or the year ended December 31, 2007; nor has the Company had access to sufficient capital to implement our business plan. Since our future revenues from operations (if any) will not provide sufficient capital to allow us to implement our acquisition and merger plans in the near future, we must secure a source of additional capital.

We currently have very limited operating funds ($463 as of June 30, 2008), and we will require additional cash to maintain our operations for the next twelve months. Our operating expenses for the three-month period ending June 30, 2008 were $73,455, as compared to $550,182 for the same period in 2007. Of the $666,024 in total expenses during the three months ended June 30, 2008, $29,750 was stock-based compensation expenses, $8,000 stock-based service expense, $411,575 was stock-based litigation settlement expenses, $176,000 was stock-based financing expenses and $327 was depreciation and amortization, which are non-cash items. Based on the cash we currently have, we will likely need additional financing to continue operations beyond August 31, 2008. We have been dependent on loans and private sales of our common stock to continue operations. Thus, our success is entirely dependent upon our ability to raise additional capital. If the Company cannot raise additional capital in the very near term, the Company may be forced to discontinue operations.

We believe that we will require an additional $3,000,000 to fund our currently anticipated requirements for our proposed operations to implement our business plan over the next twelve-month period, most of which the Company must raise through loans or the sale of equity. In the longer term, we hope to satisfy our liquidity requirements from cash flow from operations and to the extent such funds are insufficient, we must raise additional funds to sustain operations. We can give no assurances that we will be able to obtain the required capital from any source or that we will be able to commence operations.

Six Months Ended June 30, 2008 Compared with Six Months Ended June 30, 2007

Liquidity and Capital Resources

The Company did not generate any revenue in the Six Months ended June 30, 2008, the Six Months ended June 30, 2007.

We currently have very limited operating funds ($463 as of June 30, 2008), and we will require additional cash to maintain our operations for the next twelve months. Our operating expenses for the six-month period ending June 30, 2008 were $218,002, as compared to $1,678,049 for the same period in 2007. Of the $828,240 in total expenses during the six months ended June 30, 2008, $8,000 was stock-based consulting expenses, $188,200 was stock-based financing expenses, $411,575 was stock-based litigation settlement expenses and $654 was depreciation and amortization, which are non-cash items. If the Company cannot raise additional capital in the very near term, the Company may be forced to discontinue operations.

We believe that we will require an additional $3,000,000 to fund our currently anticipated requirements for our proposed operations to implement our business plan over the next twelve-month period, most of which the Company must raise through loans or the sale of equity. In the longer term, we hope to satisfy our liquidity requirements from cash flow from operations and to the extent such funds are insufficient, we must raise additional funds to sustain operations. We can give no assurances that we will be able to obtain the required capital from any source or that we will be able to commence operations.

Variables and Trends

We have no operating history with respect to oil and natural gas exploration. In the event we are able to obtain the necessary financing to move forward with our business plan, we expect our expenses to increase significantly as we grow our business with the acquisition of property or through acquisitions. Accordingly, the comparison of the financial data for the periods presented may not be a meaningful indicator of our future performance and must be considered in light of our operating history.

Recent Accounting Pronouncements

In March 2008, the FASB issued SFAS No. 161, "Disclosures about Derivative Instruments and Hedging Activities", an amendment of SFAS No. 133. SFAS 161 applies to all derivative instruments and non-derivative instruments that are designated and qualify as hedging instruments pursuant to paragraphs 37 and 42 of SFAS 133 and related hedged items accounted for under SFAS 133. SFAS 161 requires entities to provide greater transparency through additional disclosures about how and why an entity uses derivative instruments, how derivative instruments and related hedged items are accounted for under SFAS 133 and its related interpretations, and how derivative instruments and related hedged items affect an entity's financial position, results of operations, and cash flows. SFAS 161 is effective as of the beginning of an entity's first fiscal year that begins after November 15, 2008. The Company does not expect that the adoption of SFAS 161 will have a material impact on its financial condition or results of operation.

In May 2008, the FASB issued SFAS No. 162, "The Hierarchy of Generally Accepted Accounting Principles." SFAS 162 will provide framework for selecting accounting principles to be used in preparing financial statements that are presented in conformity with U.S. generally accepted accounting principles (GAAP) for nongovernmental entities. SFAS 162 will be effective 60 days following the Securities and Exchange Commission's approval of the Public Company Accounting Oversight Board (PCAOB) amendments to AU Section 411. The Company does not expect the adoption of SFAS 162 will have a material impact on its financial condition or results of operation.

In May 2008, the FASB issued SFAS No. 163, "Accounting for Financial Guarantee Insurance Contracts - an interpretation of FASB Statement No. 60." SFAS 163 requires that an insurance enterprise recognize a claim liability prior to an event of default (insured event) when there is evidence that credit deterioration has occurred in an insured financial obligation. This Statement also clarifies how Statement 60 applies to financial guarantee insurance contracts, including the recognition and measurement to be used to account for premium revenue and claim liabilities. Those clarifications will increase comparability in financial reporting of financial guarantee insurance contracts by insurance enterprises. This Statement requires expanded disclosures about financial guarantee insurance contracts. The accounting and disclosure requirements of the Statement will improve the quality of information provided to users of financial statements. SFAS 163 will be effective for financial statements issued for fiscal years beginning after December 15, 2008. The Company does not expect the adoption of SFAS 163 will have a material impact on its financial condition or results of operation.

Off Balance Sheet Arrangements

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

ITEM 3. QUANTATATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

The Company has not engaged in any transactions, issued or bought any financial instruments or entered into any contracts that are required to be disclosed in response to this item.

ITEM 4. CONTROLS AND PROCEDURES

See Item 4T, below.

ITEM 4T. CONTROLS AND PROCEDURES

(a) Evaluation of disclosure controls and procedures

Our management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Rule 13a- 15(f) of the Exchange Act. Under the supervision and with the participation of our management, including our Chief Executive Officer, we conducted an evaluation of the effectiveness of our internal control over financial reporting based upon the framework in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). Based on that evaluation, our management concluded that our internal control over financial reporting is not effective, as of June 30, 2008. In that regard, we identified the following material weaknesses in our internal control over financial reporting as of June 30, 2008.

1. Lack of Effective Control in Certain Accounting Areas. There were not effective financial reporting controls in certain areas that could lead to inaccurate financial reporting, including: (i) financial personnel have the ability to change account structures without approval (ii) general ledger journal entries are not always approved or reviewed prior to entry, and (iii) accounting staff employees with payable responsibilities also have access to vendor maintenance controls.

2. Lack of Sufficient Segregation of Authority and Duties. We have not maintained sufficient segregation of duties or responsibilities, as evidenced by executive officers (i) having the ability to purchase and receive goods,
(ii) assuming payables activities without verification or maintenance of vendor controls by others, (iii) holding multiple executive positions simultaneously, and (iv) having the ability to negotiate contracts with third parties in which they have an interest, without conflict of interest or oversight control by the Board of Directors. In addition, the Company lacked a Board of Directors with a majority of independent directors.

Remediation of Material Weaknesses

1. At this time, management has evaluated the need for additional accounting personnel to implement segregation of duties but found that this solution would be expensive and inefficient since the Company has so few transactions that two accounting personnel would be excessive.

2. Segregation of Authority and Duties. Management has evaluated the requirement for increased segregation of authority and duties and has made the conclusion that implementing such changes would not be reasonably feasible, given the status of the Company at this time.

Management is committed to continuing efforts aimed at improving the design adequacy and operational effectiveness of its system of internal controls. The remediation efforts noted above will be subject to our continuing internal control assessment, testing and evaluation process.

(b) Changes in internal control over financial reporting.

There have been no changes in our internal control over financial reporting that occurred during the quarter ended June 30, 2008 that have materially affected or are reasonably likely to materially affect our internal control over financial reporting.

PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS.

We are not a party to any pending legal proceeding or litigation, except as described in the following paragraph. In addition, none of our property is the subject of a pending legal proceeding. We are not aware of any legal proceedings against the Company or our property contemplated by any governmental authority.

In 2006, the Company was sued by a former consultant for fees allegedly owed and repayment of funds purported lent to the Company. The Company and the consultant have agreed to a settlement of this dispute.

On May 1, 2008, the Company was served with a summons and complaint in an action for the repayment of a debt owed to its former legal counsel in the amount of $33,786 (the "Debt") which the Company has carried as a payable on its financial statements. This obligation was transferred to Corporate Debt Solutions, Inc. (the "Creditor"). This action was brought by the Creditor against the Company in the Circuit Court of the Twelfth Judicial Circuit, Sarasota County, Florida (the "Court"), Case Number 2008-CA-006952-NC, and asserted failure to pay the Debt, plus sums due for interest (the "Action"). Also on May 1, 2008, the Company and the Creditor entered into a settlement agreement (the "Settlement Agreement") in which the creditor agreed to dismiss the Action, release the company from any further obligations to the Creditor, plus all accrued interest, through the issuance of 15,357,273 shares of the Company's common stock to the Creditor at a price of $0.0013 per share, pursuant to a court order (the "Order"), in a manner intended to be exempt from the registration provisions of the Securities Act of 1933, as amended (the "Act"), pursuant to Section 3(a)(10) of the Act. On May 2, 2008, the Court held a "fairness" hearing with respect to the Settlement Agreement, pursuant to
Section 3(a)(10) of the Act. On May 2, 2008, the Court issued the Order, approving the Settlement Agreement and determining that the Settlement Agreement was "fair" within the meaning of section 3(a)(10) of the Act. The Court further ordered that the issuance of the Company's common stock to the Creditor pursuant to the Settlement Agreement and the resale of such shares by the Creditor, "assuming satisfaction of all other securities laws and regulations," will be exempt from registration under the Act pursuant to
Section 3(a)(10).

On May 7, 2008, in accordance with the Settlement Agreement and the Order, the Company instructed its transfer agent to issue 9,000,000 shares of unrestricted common stock according to the instructions of the Creditor. On May 19, 2008, the Company issued the remaining 6,357,273 shares of common stock to the Creditor.

ITEM 1A. RISK FACTORS.

Not applicable.

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

On April 15, 2008, the Company issued 9,500,000 shares of common stock to a family member of an officer and director of the Company in exchange for cash totaling $9,500.

On April 15, 2008, the Company issued 500,000 shares of common stock to a family member of an officer and director of the Company in exchange for the conversion of debt totaling $500. The shares were converted at a rate of $0.001 per share. The fair value of the common stock was $0.033 as of the grant date and the difference between the fair value and the conversion rate was $16,000 and recorded as a financing expense which is included with interest expense. The fair value of the shares issued was $16,500.

On April 15, 2008, the Company issued 5,000,000 shares of common stock to a director of the Company in exchange for the conversion of debt totaling $5,000. The shares were converted at a rate of $0.001 per share. The fair value of the common stock was $0.033 as of the grant date and the difference between the fair value and the conversion rate was $160,000 and recorded as a financing expense which is included with interest expense. The fair value of the shares issued was $165,000.

On May 7, 2008, the Company issued 9,000,000 shares of its common stock in partial payment of the Settlement Agreement with the Creditor, as described in Item 1, above. As these shares were issued in partial settlement of a debt, the issuance of these shares reduced the debt of the Company as shown on the Company's financial statements. The Company is obligated, under the Settlement Agreement and the Order, to issue an additional 6,357,273 shares of unrestricted common stock to the Creditor at its demand. Any such additional issuance will further reduce the Company's outstanding debt.

On May 19, 2008, the Company issued the remaining balance of 6,357,273 shares of unrestricted common stock to the Creditor as described in Item 1, above.

On June 3, 2008, the Company issued 1,800,000 shares for cash of $10,000 from an investor. The cash was received from the investor on March 18, 2008 and originally recorded as common stock subscribed. Upon issuance of the shares the common stock subscribed was reduced by $10,000.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES.

Not Applicable.

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

None.

ITEM 5. OTHER INFORMATION.

On May 1, 2008, the Company was served with a summons and complaint in an action for the repayment of a debt owed to its former legal counsel in the amount of $33,786 (the "Debt") which the Company has carried as a payable on its financial statements. This obligation was transferred to Corporate Debt Solutions, Inc. (the "Creditor"). This action was brought by the Creditor against the Company in the Circuit Court of the Twelfth Judicial Circuit, Sarasota County, Florida (the "Court"), Case Number 2008-CA-006952-NC, and asserted failure to pay the Debt, plus sums due for interest (the "Action"). Also on May 1, 2008, the Company and the Creditor entered into a settlement agreement (the "Settlement Agreement") in which the creditor agreed to dismiss the Action, release the company from any further obligations to the Creditor, plus all accrued interest, through the issuance of 15,357,273 shares of the Company's common stock to the Creditor at a price of $0.0013 per share, pursuant to a court order (the "Order"), in a manner intended to be exempt from the registration provisions of the Securities Act of 1933, as amended (the "Act"), pursuant to Section 3(a)(10) of the Act. On May 2, 2008, the Court held a "fairness" hearing with respect to the Settlement Agreement, pursuant to
Section 3(a)(10) of the Act. On May 2, 2008, the Court issued the Order, approving the Settlement Agreement and determining that the Settlement Agreement was "fair" within the meaning of section 3(a)(10) of the Act. The Court further ordered that the issuance of the Company's common stock to the Creditor pursuant to the Settlement Agreement and the resale of such shares by the Creditor, "assuming satisfaction of all other securities laws and regulations," will be exempt from registration under the Act pursuant to
Section 3(a)(10).

On May 7, 2008, in accordance with the Settlement Agreement and the Order, the Company instructed its transfer agent to issue 9,000,000 shares of unrestricted common stock according to the instructions of the Creditor. The Company has the obligation to issue an additional 6,357,273 shares of common stock on the demand of the Creditor. On May 19, 2008, the Company issued the remaining balance of 6,357,273 shares of unrestricted common stock to the Creditor.

ITEM 6. EXHIBITS

EXHIBIT NUMBER. DESCRIPTION

31.1 Certification of Principal Executive Officer and Principal Financial Officer pursuant to Rule 13a-14(a) and Rule 15d-14(a), promulgated under the Securities Exchange Act of 1934, as amended

32.1 Certification of Principal Executive Officer and Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
Section 906 of The Sarbanes-Oxley Act of 2002.

SIGNATURES

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

Date: August 19, 2008

FRONTIER ENERGY CORP.

By: /s/ Robert Genesi
---------------------
Name: Robert Genesi
Title: President and Acting Chief Financial Officer
Principal Financial Officer

Frontier Energy (CE) (USOTC:FRGY)
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Frontier Energy (CE) (USOTC:FRGY)
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