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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549

FORM 10Q
(Mark One)

[ X ] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2014

[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE
ACT
For the transition period from __________ to ___________

Commission file number: 000-26317

HINTO ENERGY, INC.
(Exact name of registrant as specified in its charter)

         Wyoming                                       84-1384961
         -------                                       ----------
(State of Incorporation)                          (IRS Employer ID Number)


5350 South Roslyn Road, Suite 400, Greenwood Village, CO 80111
(Address of principal executive offices)

303-647-4850
(Registrant's Telephone number)

7609 Ralston Road, Arvada, CO 80002
(Former Address and phone of principal executive offices)

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 past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to the filing requirements for the past 90 days. Yes [X] 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 for Regulation S-T (ss.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 [X ] No [ ]


Indicate by check mark whether the registrant is a large accelerated file, 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] (Do not check if a smaller reporting company)

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

Indicate the number of share outstanding of each of the issuer's classes of common stock, as of the latest practicable date.

As of May 9, 2014, there were 21, 059,893shares of the registrant's common stock issued and outstanding.


PART I - FINANCIAL INFORMATION

Item 1.  Financial Statements       (Unaudited)                             Page
--------------------------------------------------------------------------------


                  Balance Sheets - March 31, 2014 and December 31, 2013         2

                  Statements of Operations  -
                           For Three Months Ended March 31, 2014 and 2013       3

                  Statements of Changes in Shareholders' Equity -
                            For the Three Months Ended March 31, 2014           4-5

                  Statements of Cash Flows -
                           For the Three Months Ended March 31, 2014 and 2013   6

                  Notes to the Financial Statements                             7

Item 2.  Management's Discussion and Analysis of Financial Condition
                  and Results of Operations                                    19

Item 3.  Quantitative and Qualitative Disclosures About Market Risk
                           - Not Applicable                                    24

Item 4.  Controls and Procedures                                               24

PART II - OTHER INFORMATION

Item 1.  Legal Proceedings - Not Applicable                                    25

Item 1A.  Risk Factors -  Not Applicable                                       25

Item 2.  Unregistered Sales of Equity Securities and Use of Proceeds           26

Item 3.  Defaults Upon Senior Securities - Not Applicable                      26

Item 4.  Mine Safety Disclosure - Not Applicable                               26

Item 5.  Other Information - Not Applicable                                    26

Item 6.  Exhibits                                                              27
SIGNATURES                                                                     28



PART I

ITEM 1. FINANCIAL STATEMENTS


                               HINTO ENERGY, INC.
                           CONSOLIDATED BALANCE SHEETS


                                                                          December 31,     December 31,
                                                                            2013              2013
                                                                        --------------   ---------------
                                                                         (Unaudited)       (Audited)
Assets
        Current Assets:
               Cash                                                       $ 1,627,286          $ 97,716
               Accounts Receivable                                             21,326            29,886
               Deposits                                                         8,765             2,013
                                                                        --------------   ---------------
        Total Current Assets                                                1,657,377           129,615
                                                                        --------------   ---------------
        Property and Equipment:
               Machinery, net of accumulated depreciation
                     of $10,734 and $7,754, respectively                       67,833            51,313
               Development of Technological Process                            77,599            74,445
                                                                        --------------   ---------------
        Total Property and Equipment                                          145,432           125,758

        Oil and Natural Gas Properties:
               Proved Properties                                            1,008,300         1,004,300
               Unproved Properties                                                  -                 -
               Other Property and Equipment                                   490,085           437,109
               Less Accumulated Depreciation and Depletion                    (71,314)          (58,624)
                                                                        --------------   ---------------
        Total Oil and Natural Gas Properties                                1,427,071         1,382,785
                                                                        --------------   ---------------

        Other Assets:
               Deposits                                                       162,500           135,500
                                                                        --------------   ---------------
Total Assets                                                              $ 3,392,380       $ 1,773,658
                                                                        ==============   ===============
Liabilities and Stockholders' Equity
        Current liabilities
               Accounts payable                                              $ 92,528         $ 127,602
               Accrued liabilities                                             83,035            44,136
               Subscriptions received                                          30,000           425,000
               Notes payable, other                                             5,000           115,000
                                                                        --------------   ---------------
        Total Current Liabilities                                             210,563           711,738

        Asset recovery obligations                                            110,759           110,759
        Long term note payable                                              2,575,000           575,000
                                                                        --------------   ---------------
Total liabilities                                                         $ 2,896,322       $ 1,397,497
                                                                        --------------   ---------------
Stockholders'  Equity
        Preferred stock, $0.001 par value; 25,000,000 shares
          authorized, no shares issued and outstanding                              -                 -
        Common stock, $0.001 par value; 50,000,000 shares authorized,
         21,059,893 and 20,151,769 shares issued and outstanding
          at March 31, 2014 and December 31, 2013, respectively                21,060            20,152
        Additional paid-in capital                                          4,745,296         4,292,143
        Subscription receivable                                                     -           (30,000)
        Common stock, subscribed                                                    -            30,000
        Accumulated deficit                                                (4,270,298)       (3,936,134)
                                                                        --------------   ---------------
               Total Stockholders' Equity                                     496,058           376,161
                                                                        --------------   ---------------
Total liabilities and stockholders' equity                               $ 3,392,380        $ 1,773,658
                                                                        ==============   ===============

See the notes to these consolidated financial statements.


                                       2



                               HINTO ENERGY, INC.
                      CONSOLIDATED STATEMENTS OF OPERATIONS
               FOR THE THREE MONTHS ENDED MARCH 31, 2014 AND 2013
                                   (UNAUDITED)

                                                                  Three Months Ended
                                                                      March 31,
                                                              2014                 2013
                                                         ----------------    -----------------
Revenue:                                                        $ 28,000             $ 11,631

Direct Cost of Revenue                                           124,231               39,112
Accretion of asset recovery obligation                                 -                    -
Depreciation and depletion                                        12,690                8,416
                                                         ----------------    -----------------
                                                                (108,921)             (35,897)

Operational expenses:
      Operating Lease expense                                     15,816                3,293
      General and Administrative expense                         108,937               59,606
      Consulting fees                                            101,279               65,500
                                                         ----------------    -----------------
          Total operational expenses                             226,032              128,399
                                                         ----------------    -----------------
Other Income (Expenses)
      Gain on write off of accrued debt                           50,000                    -
      Litigation Settlement Expense                                    -                 (570)
      Finance Expense                                                  -                    -
      Interest expense                                           (49,211)             (15,298)
                                                         ----------------    -----------------
          Total other income (expense)                               789              (15,868)
                                                         ----------------    -----------------
Net loss                                                      $ (334,164)          $ (180,164)
                                                         ================    =================
Per share information

Net loss per common share
      Basic                                                      $ (0.02)             $ (0.02)
      Fully diluted                                                    *                    *
                                                         ================    =================
Weighted average number of common
      stock outstanding                                       20,627,629           16,513,305
                                                         ================    =================
      * Not provided as it is anti-dilutive


See the notes to these consolidated financial statements.

                                       3



                               HINTO ENERGY, INC.
                 CONSOLIDATED STATEMENT OF STOCKHOLDER'S EQUITY
                    FOR THE THREE MONTHS ENDED MARCH 31, 2014
                                   (UNAUDITED)


                                                                                                        Common         Additional
                                                   Common Stock                    Subscription         Stock            paid-in
                                                  Number of Shares   Amount         Receivable       Subscribed For      Capital
                                              -------------------  ------------ ----------------  ---------------  ----------------

Balance - January 1, 2014                               20,151,769       $20,152        $ (30,000)        $ 30,000        $4,292,143

Issuance of Shares for cash                                850,000           850                -                -           424,150

Issuance of shares for services                              5,000             5                -                -             2,495

Issuance of shares for interest                             53,124            53                -                -            26,508

Common stock subscribed for                                      -             -           30,000          (30,000)                -

Net Loss                                                         -             -                -                -                 -
                                               -------------------  ------------ ----------------  ---------------  ----------------
Balance - March 31, 2014                                21,059,893       $21,060              $ -              $ -        $4,745,296
                                               ===================  ============ ================  ===============  ================

See the notes to these consolidated financial statements.


4

HINTO ENERGY, INC.
CONSOLIDATED STATEMENT OF STOCKHOLDER'S EQUITY
FOR THE THREE MONTHS ENDED MARCH 31, 2014
(UNAUDITED)

(continued)

                                                                Total
                                             Accumulated    Stockholders'
                                               Deficit          Equity
                                          --------------  ---------------

Balance - January 1, 2014                 $(3,936,134)       $ 376,161

Issuance of Shares for cash                         -          425,000

Issuance of shares for services                     -            2,500

Issuance of shares for interest                     -           26,561

Common stock subscribed for                         -                -

Net Loss                                     (334,164)        (334,164)
                                       --------------  ---------------
Balance - March 31, 2014                  $(4,270,298)       $ 496,058
                                       ==============  ===============


See the notes to these consolidated financial statements

5

                               HINTO ENERGY, INC.
                      CONSOLIDATED STATEMENT OF CASH FLOWS
               FOR THE THREE MONTHS ENDED MARCH 31, 2014 AND 2013
                                   (UNAUDITED)

                                                                                          Three Months Ended
                                                                                              March 31,
                                                                                   2013                    2013
                                                                           ------------------------------------------------

Cash Flows from Operating Activities:
         Net Loss                                                                     $ (334,164)           $ (180,164)
Adjustments to net loss for non-cash items:
         Accrued interest converted to stock                                              26,562                25,000
         Stock issued for services                                                         2,500                 5,000
         Amortization, Depreciation and Depletion                                         15,671                 9,242
         Gain on discount of promissory note                                             (50,000)                    -
Adjustments to reconcile net loss to net cash used in operating activities:
         Decrease in accounts receivable                                                   8,560                     -
         (Increase) decrease in deposits and advances                                    (33,752)                5,370
         Decrease in accounts payable                                                    (35,075)               (5,841)
         Increase in accrued liabilities                                                  38,898                41,745
                                                                           ----------------------   -------------------
Net Cash Used by Operating Activities                                                   (360,800)              (99,648)
                                                                           ----------------------   -------------------

Cash Flows from Investing Activities
         Purchase of leases                                                               (4,000)                    -
         Purchase of machinery and equipment                                             (19,500)                    -
         Development of technological process                                             (3,154)                    -
         Well rework                                                                     (52,976)              (50,000)
                                                                           ----------------------   -------------------
Net Cash Used in Investing Activities                                                    (79,630)              (50,000)
                                                                           ----------------------   -------------------
Cash Flows from Financing Activities:
         Proceeds from convertible promissory notes                                    2,000,000                     -
         Payments on other notes payable                                                 (60,000)              (52,500)
         Proceeds from sale of common stock                                                    -               175,000
         Increase in stock subscriptions payable                                          30,000                90,000
         stock to be issued for services                                                                         7,500
                                                                           ----------------------   -------------------
Net Cash Provided by Financing Activities                                              1,970,000               220,000
                                                                           ----------------------   -------------------

Net Increase  in Cash                                                                  1,529,570                70,352

Cash and Cash Equivalents - Beginning of Period                                           97,716                57,709
                                                                           ----------------------   -------------------

Cash and Cash Equivalents - End of Period                                            $ 1,627,286             $ 128,061
                                                                           ======================   ===================

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
         Cash paid for interest expense                                                      $ -                   $ -
                                                                           ======================   ===================
         Cash paid for income taxes                                                          $ -                   $ -
                                                                           ======================   ===================
SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING
         ACTIVITIES:
         Issuance of promissory note for services                                            $ -              $ 10,000
                                                                           ======================   ===================
         Issuance of common stock for deposits and
                accounts payable                                                             $ -             $ 199,309
                                                                           ======================   ===================
         Subscription Receivable                                                       $ (30,000)                  $ -
                                                                           ======================   ===================

See the notes to these consolidated financial statements.


6

HINTO ENERGY, INC.

Notes to the Consolidated Financial Statements For the Three Months Ended March 31, 2014 and 2013


(Unaudited)

NOTE 1 - BUSINESS, BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES

Business

Hinto Energy, Inc. ("the Company") was incorporated in February 13, 1997 in the state of Wyoming. The Company and its wholly-owned subsidiary, South Uintah Gas Properties, Inc. are involved in the acquisition and development of oil and gas prospects in the rocky mountain region. The Company has oil and gas leases, wells and new drilling prospects in both Utah and Montana.

The Company's fiscal year end is December 31st. The Company's financial statements are presented on the accrual basis of accounting under GAAP (Generally Accepted Accounting Principles).

Basis of Presentation

Consolidation

The accompanying audited consolidated financial statements include the accounts of Hinto Energy, Inc. and its wholly owned subsidiary, South Uintah Gas Properties, Inc. (collectively the "Company"). All intercompany balances and transactions have been eliminated in consolidation.

Interim Presentation

In the opinion of the management of the Company, the accompanying unaudited consolidated financial statements include all material adjustments, including all normal and recurring adjustments, considered necessary to present fairly the financial position and operating results of the Company for the periods presented. The financial statements and notes do not contain certain information included in the Company's financial statements for the year ended December 31, 2013. It is the Company's opinion that when the interim financial statements are read in conjunction with the December 31, 2013 Audited Financial Statements, the disclosures are adequate to make the information presented not misleading. Interim results are not necessarily indicative of results for a full year or any future period.

NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES

Use of Estimates

The preparation of the financial statements in conformity with accounting principles generally accepted in the United States of America 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 periods. Actual results could differ from those estimates.

7

Cash and Cash Equivalents

The Company considers all highly liquid investments with an original maturity of three months or less and money market instruments to be cash equivalents.

Property and Equipment

Property and equipment are stated at cost less accumulated depreciation and amortization. Depreciation is computed principally on the straight-line method over the estimated useful life of each type of asset which ranges from five to seven years. Maintenance and repairs are charged to expense as incurred; improvements and betterments are capitalized. Upon retirement or disposition, the related costs and accumulated depreciation are removed from the accounts, and any resulting gains or losses are credited or charged to income.

                                             Life in       March 31,        December 31,
               Asset Type                     Years          2014               2013
------------------------------------------ ------------ ---------------- -------------------
Machinery                                     5 - 7             $78,567         $    59,067
                                           ------------ ---------------- -------------------
Subtotal                                                         78,567              59,067
Less Accumulated Depreciation                                   (10,734)             (7,754)
                                           ------------ ---------------- -------------------
Net Book Value                                                 $ 67,833         $    51,313
                                           ============ ================ ===================


Oil and Gas Properties, Full Cost Method

The Company uses the full cost method of accounting for oil and gas producing activities. Costs to acquire mineral interests in oil and gas properties, to drill and equip exploratory wells used to find proved reserves, and to drill and equip development wells including directly related overhead costs and related asset retirement costs are capitalized.

Under this method, all costs, including internal costs directly related to acquisition, exploration and development activities are capitalized as oil and gas property costs. Properties not subject to amortization consist of exploration and development costs which are evaluated on a property-by-property basis. Amortization of these unproved property costs begins when the properties become proved or their values become impaired. The Company assesses the realization of unproved properties, taken as a whole, if any, on at least an annual basis or when there has been an indication that impairment in value may have occurred. Impairment of unproved properties is assessed based on management's intention with regard to future exploration and development of individually significant properties and the ability of the Company to obtain funds to finance such exploration and development. If the results of an assessment indicate that the properties are impaired, the amount of the impairment is added to the capitalized costs to be amortized.

8

Costs of oil and gas properties will be amortized using the units of production method.

The Company performs a quarterly "ceiling test" calculation to test its oil and gas properties for possible impairment. The primary components impacting this calculation are commodity prices, reserve quantities added and produced, overall development costs, depletion expense, and tax effects. If the net capitalized cost of the Company's oil and gas properties subject to amortization (the carrying value) exceeds the ceiling limitation, the excess would be charged to expense. The ceiling limitation is equal to the sum of the present value discounted at 10% of estimated future net cash flows from proved reserves, the cost of properties not being amortized, the lower of cost or estimated fair value of unproved properties included in the costs being amortized, and all related tax effects. At March 31, 2014, the calculated value of the ceiling limitation exceeded the carrying value of the Company's oil and gas properties subject to the test, and no impairment was necessary.

Impairment

The Company reviews long-lived assets held for use, principally oil and gas leases, for impairment when events or circumstances indicate that their carrying value may not be recoverable. Impairment exists if the carrying amount of the long-lived asset is not recoverable from the undiscounted cash flows expected from its use and eventual disposition. We determine the amount of the impairment loss by comparing the carrying value of the long-lived asset to its estimated fair value. In the absence of quoted market prices, we determine estimated fair value generally based on the present value of future probability weighted cash flows expected from the continued use and value at sale of the long-lived asset.

Revenue and Accounts Receivable

The Company recognizes revenue for its production when the quantities are delivered to, or collected by, the purchaser. Prices for such production are generally defined in sales contracts and are readily determinable based on certain publicly available indices. All transportation costs are included in lease operating expenses.

Accounts receivable -- oil and natural gas sales consist of uncollateralized accrued revenues due under normal trade terms, generally requiring payment within 30 to 60 days of production. The Company reviews accounts receivable periodically and reduces the carrying amount by a valuation allowance that reflects its best estimate of the amount that may not be collectible. No valuation allowance was recognized as of March 31, 2014 and December 31, 2013.

Dependence on Major Customers

During the three months ended March 31, 2014, the Company's revenues were attributable to sales of oil to two customers. During the year ended December 31, 2013, the Company's revenues were attributable to sales of oil to one customer. The Company believes that there are potential alternative purchasers and that it may be necessary to establish relationships with new purchasers. However, there can be no assurance that the Company can establish such relationships and that those relationships will result in an increased number of purchasers. Although the Company is exposed to a concentration of credit risk, the Company believes that all of its purchasers are credit worthy. The Company had no bad debt at March 31, 2014 and December 31, 2013.

9

Asset Retirement Obligations

Asset retirement obligations ("AROs") associated with the retirement of tangible long-lived assets are recognized as liabilities with an increase to the carrying amounts of the related long-lived assets in the period incurred. The cost of the tangible asset, including the asset retirement cost, is depreciated over the useful life of the asset. AROs are recorded at estimated fair value, measured by reference to the expected future cash outflows required to satisfy the retirement obligations discounted at the Company's credit-adjusted risk-free interest rate. Accretion expense is recognized over time as the discounted liabilities are accreted to their expected settlement value. If estimated future costs of AROs change, an adjustment is recorded to both the ARO and the long-lived asset. Revisions to estimated AROs can result from changes in retirement cost estimates, revisions to estimated inflation rates and changes in the estimated timing of abandonment.

Net Loss per Share

Basic net loss per common share is calculated by dividing the net loss applicable to common shares by the weighted average number of common and common equivalent shares outstanding during the period. For the three months ended March 31, 2014 and 2013, there were no potential common equivalent shares used in the calculation of weighted average common shares outstanding as the effect would be anti-dilutive because of the net loss.

Stock-Based Compensation

The Company adopted the provisions of and accounts for stock-based compensation using an estimate of value in accordance with the fair value method. Under the fair value recognition provisions of this statement, stock-based compensation cost is measured at the grant date based on the fair value of the award and is recognized as expense on a straight-line basis over the requisite service period, which generally is the vesting period. The Company elected the modified-prospective method, under which prior periods are not revised for comparative purposes. The valuation method applies to new grants and to grants that were outstanding as of the effective date and are subsequently modified.

Fair Value of Financial Instruments

The Company's financial instruments, including cash and cash equivalents, accounts receivable, accounts payable, and notes payable are carried at cost, which approximates fair value due to the short-term maturity of these instruments.

Other Comprehensive Income

The Company has no material components of other comprehensive income (loss) and accordingly, net loss is equal to comprehensive loss in all periods.

10

Income Taxes

Provision for income taxes represents actual or estimated amounts payable on tax return filings each year. Deferred tax assets and liabilities are recorded for the estimated future tax effects of temporary differences between the tax basis of assets and liabilities and amounts reported in the accompanying balance sheets, and for operating loss and tax credit carry forwards. The change in deferred tax assets and liabilities for the period measures the deferred tax provision or benefit for the period. Effects of changes in enacted tax laws on deferred tax assets and liabilities are reflected as adjustment to the tax provision or benefit in the period of enactment.

Recent Accounting Pronouncements

There were accounting standards and interpretations issued during the nine months ended March 31, 2014, none of which are expected to have a material impact on the Company's financial position, operations or cash flows.

NOTE 3 - GOING CONCERN AND MANAGEMENTS' PLAN

The Company's unaudited consolidated financial statements for the three months ended March 31, 2014 and 2013 have been prepared on a going concern basis, which contemplates the realization of assets and the settlement of liabilities and commitments in the normal course of business. The Company reported a net loss of $344,164 for the three months ended March 31, 2014, and an accumulated deficit of $4,270,298 as of March 31, 2014.

The future success of the Company is dependent on its ability to attract additional capital, or to find an acquisition to add value to its present shareholders and ultimately, upon its ability to develop future profitable operations. There can be no assurance that the Company will be successful in obtaining such financing, or that it will attain positive cash flow from operations. Management believes that actions presently being taken to revise the Company's operating and financial requirements provide the opportunity for the Company to continue as a going concern.

NOTE 4 - OIL AND GAS LEASES

Oil and gas properties consisted of the following as of March 31, 2014:

                                                                      March 31,          December 31,
                                                                         2014               2013
                                                                  ------------------- ------------------
Proved   properties                                                    $ 1,008,300         $1,004,300
Unproved properties                                                              -                  -
                                                                  ------------------- ------------------
                                                                       $ 1,008,300         $1,004,300
      Accumulated depletion
                                                                            (5,942)            (5,942)
                                                                  ------------------- ------------------
                                                                        $1,002,358           $998,358
                                                                  =================== ==================


During the three months ended March 31, 2014 and 2013, the Company recognized a depletion expense of $-0- and $826, respectively.

11

Natural Buttes

The Company purchased a farmout of deep right interests in approximately 5,366 gross and 4,887 net acres in the central part of the Uintah Basin at Natural Buttes in Utah during July 2011 such purchase agreement was amended in December 2011. The final purchase price of the farmout interest was $478,200, made up of $303,000 in cash, $175,000 in notes payable and $200 in common stock (2,000,000 shares.) The upper zones above approximately 9,800 feet are precluded in the farmout and the overall targets will be zones from 9,800 feet to 16,000 feet.

During the three months ended March 31, 2014, the Company did not expend any development costs in connection with the re-working of this well. The Company has not abandoned the well, rather management refocused it re-work efforts on those properties that are oil producing and closer to revenue production. The well is connected to a pipeline and produces gas, thereby holding the lease by production. The Company intends to focus efforts on the well during 2014.

Cisco, Utah

On May 9, 2012, the Company and Pacific Energy and Mining Company ("Pacific") entered into an Asset Purchase and Sale Agreement ("The Pacific Agreement"). On May 30, 2012, the Company closed the transaction. As part of the Pacific Agreement, the Company acquired certain oil and gas wells and related assets in the Greater Cisco area of the Uintah Basin in Grand County, Utah.

The assets acquired include 4,783 gross acres in the Cisco Fields with an 80% Net Revenue Interest (NRI) and approximately 3,827 net acres. The property includes 27 wells that need to be re-worked, connected to a gas pipeline, or offset drilled.

In exchange for such oil and gas wells and related assets, the Company paid $325,000 in a combination of cash and a convertible promissory note, as follows:
$175,000 cash; and a $150,000 convertible promissory note. The convertible promissory note was paid in full on May 20, 2013.

On June 4, 2013, the Company and Pride Ventures, LLC and James Woolsey entered into a Purchase and Sale Agreement, whereby, the Company acquired all right and title to certain mineral estates in Grand County, Utah. The transaction had a closing date of June 17, 2013.

The mineral estates include 4,435 acres, 9 well bores and space to drill additional wells. In addition, the Company acquired Pride's natural gas gathering system, which interconnects with the Company's existing gathering system, thereby reducing new pipe gathering system construction by several miles. The Company has acquired 100% of the working interests in the estates.

In exchange for such mineral estates, the Company paid a total of $100,000 in a combination of cash and stock, $75,000 in cash; and $25,000 in the form of 50,000 shares of the Company's restricted common stock.

12

The properties are located in Grand County, Utah in the Greater Cisco area of the Uintah Basin and are located in the vicinity of the Company's existing properties in the Greater Cisco area.

During the three months ended March 31, 2014, the Company expended $12,600 in connection with the re-work on the wells of this property. During the year ended December 31, 2013, the Company expended $100,243 in connection with the re-work of the wells on this property.

Musselshell County, Montana

On June 14, 2013, the Company and Jake Oil, LLC ("Jake") entered into a Purchase and Sale Agreement, whereby, the Company acquired all right and title to oil and gas leases for a total of 559 gross acres in the Unit for the 1st Cat Creek formation in Musselshell County, Montana. In exchange for such oil and gas leases, the Company paid $25,000 in cash and a 5% carried working interest.

The property includes 6 wells in a field to be water flooded, with 2 wells placed on production. With an additional 2 wells that need to be re-worked. Additional drilling may be performed to maximize the oil recovery from the formation.

In addition, the Company and S&L Energy, Inc. ("S&L") entered into a Purchase and Sale Agreement, whereby the Company acquired all right and title to oil and gas leases for a total of 722 gross acres in the Musselshell County, Montana.

The property includes 120 acres for all zones other than the 1st Cat Creek. The 1st Cat Creek formation on the 120 acres was previously acquired from Jake Oil LLC.

In exchange for such oil and gas leases, the Company paid $101,100 in a combination of cash and stock, as follows: $65,000 in cash; and $36,100 payable in restricted common stock valued at $0.58 per share (2/3 of the June 4, 2013 closing price of $0.87) for a total of 62,242 shares.

The properties are located in the Mason Lake field in Central Montana in the Amsden (Alaska Bench) Formation which is late Mississippian to Early Pennsylvanian in age. The Amsden formation is a combination of sandstone, shale and limestone, which was deposited under marine conditions in the Paleozoic Era. The Amsden Formation overlays the Tensleep Formation and is above the Heath Formation, traditionally known as the Pennsylvanian Tyler Sand Play area. The 1st Cat Creek is at a depth of approximately 4,200 feet and is above the Amsden formation.

During the three months ended March 31, 2014, the Company spent $40,375 in connection with the re-working of this field. During the six months ended December 31, 2013, the Company spent $116,447 for development costs in connection with the re-working of this field.

NOTE 5 - SUBSCRIPTIONS RECEIVED

During the three months ended March 31, 2014, the Company had outstanding subscriptions receivable of $30,000 to purchase 60,000 shares of the Company's restricted common stock at $0.50 per share.

During the year ended December 31, 2013, the Company had outstanding subscriptions receivable of $425,000 to purchase 850,000 shares of the Company's restricted common stock at $0.50 per share. The Company issued the 850,000 shares in February 2014.

13

NOTE 6 - NOTES PAYABLES, OTHER

On July 15, 2011, as part of the purchase of the Natural Buttes properties, South Uintah entered into two promissory notes. The first was for $100,000 had a term of the earlier of July 5, 2013 or the completion of a $2 Million stock offering. The second note was for $250,000, had a due date of July 5, 2013 and a conversion rate of $5 per share. Both notes were non-interesting bearing.

In December 2011, as part of the amendment of the purchase agreement for the Natural Buttes, the terms and the amounts of the notes were modified. The amount of the $100,000 note was reduced to $75,000 and the due date changed to July 5, 2013. The $250,000 note was reduced to $100,000, the conversion rate of $5 removed and the due date of the note remained at July 5, 2013. At December 31, 2013, the Company owed $100,000 under the note. In January 2014, the Company negotiated a discharge of the $100,000 note for $50,000 and paid the note in full.

In July 2012, the Company re-negotiated the terms of the original $75,000 note in exchange for $5,000 principal payment on the note. As a result, the Company re-issued the note for a principal of $70,000, a new due date of July 5, 2013 and for payments of $5,000 to be made on a monthly basis. As of December 31, 2013, the Company had made total principal payments of $55,000 leaving a principal balance of $15,000 on the note. The Holder of the note has verbally agreed to the extension of the term of the note and final payment was made in April 2014.

NOTE 7 - LONG TERM NOTE PAYABLES, CONVERTIBLE

$2 Million Convertible Promissory Note

On January 22, 2014, the Company issued a Secured Convertible Promissory Note in exchange for cash of $2,000,000 in order to support continuing operations and the Company's re-completion and drilling plans in its oil and gas fields in Utah and Montana.

The Secured Convertible Promissory Note has a term of 3 years and accrues interest at a rate of 10% per annum with quarterly interest payments starting in July 2014. The Note is convertible into shares of the Company's common stock at a rate of $1.25 per share. Since the stock price was below this at the time of signing the note was issued at a premium so no value is apportioned to the conversion feature when recording the issuance per ASC 470-20-05. The debt and its interest are reported as if it were a nonconvertible debt. Upon Conversion, the stock may be valued at either the book value or the market value. The Note has provisions for issuance of up to 480,000 warrants exercisable for shares of the Company's common stock, such warrants to be issued to the Note holder based on the amount of note principal converted into common stock, if any. The warrants, if issued, would have a term of 3 years from the issuance of the promissory note and an exercise price of $2.00 per share.

The Note is secured by the assets consisting of the Company's leases and wells in Musselshell County, Montana.

During the three months ended March 31, 2014, the Company accrued interest of $32,328 in connection with the note.

14

Class A Convertible Promissory Notes

During the year ended December 31, 2013, the Company issued its Class A Secured Convertible Promissory Notes ("Class A Promissory Notes") in exchange for $75,000, used to support ongoing operations. The Class A Promissory Notes have a term of 3 years an accrue interest at a rate of 12% per annum. The Class A Promissory Notes are convertible into shares of the Company's common stock at a rate of $1.00 per share. In addition, for every $5.00 in principal converted, the note holder will receive a warrant to purchase one (1) common share with a purchase price of $2.00 per share. The Warrant would have a term of 3 years from the issuance date of the Class A Promissory Note.

In December 2011, the Company, in exchange for cash, issued a $500,000, secured three-year note payable, convertible at a $1 per share and bearing interest at 10% per annum, with interest payable quarterly. The note is secured by a well bore held by South Uintah in the Natural Buttes area. During the quarter ended June 30, 2013, the Company issued the holder a Class A Promissory Note, as a replacement of the original note, with the terms described above, plus 100,000 warrants to purchase common shares with a purchase price of $2.00 per share. The Warrant would have a term of 3 years from the issuance date of the Class A Promissory Note.

At December 31, 2013, the Company had $575,000 in outstanding Class A Promissory Notes and has accrued $17,013 in interest in connection with the Class A Promissory Notes.

NOTE 8 - COMMITMENTS & CONTINGENCIES

Leases

The Company sub-lets furnished office space from a third party on a month to month basis. The Company has approximately 400 square feet and pays $1,000 per month for the space.

General

There have been significant changes in the U.S. economy, oil and gas prices and the finance industry which have adversely affected and may continue to adversely affect the Company in its attempt to obtain financing or in its process to produce commercially feasible oil and gas production.

Federal, state and local authorities regulate the oil and gas industry. In particular, gas and oil production operations and economics are affected by environmental protection statutes, tax statutes and other laws and regulations relating to the petroleum industry, as well as changes in such laws, changing administrative regulations and the interpretations and application of such laws, rules and regulations. The Company believes it is in compliance with all federal, state and local laws, regulations, and orders applicable to the Company and its properties and operations, the violation of which would have a material adverse effect on the Company or its financial condition.

Operating Hazards and Insurance

The gas and oil business involves a variety of operating risks, including the risk of fire, explosions, blow-outs, pipe failure, abnormally pressured formation, and environmental hazards such as oil spills, gas leaks, ruptures or discharges of toxic gases, the occurrence of any of which could result in substantial losses to the Company due to injury or loss of life, severe damage to or destruction of property, natural resources and equipment, pollution or other environmental damage, cleanup responsibilities, regulatory investigation and penalties and suspension of operations.

15

The Company to date has not acquired its own insurance coverage over its interests in the properties, instead the Company has relied on the third party operators for its properties to maintain insurance to cover its operations; however, the Company may purchase additional insurance coverage when necessary.

There can be no assurance that insurance, if any, will be adequate to cover any losses or exposure to liability. Although the Company believes that the policies obtained by the third party operators provide coverage in scope and in amounts customary in the industry, they do not provide complete coverage against all operating risks. An uninsured or partially insured claim, if successful and of significant magnitude, could have a material adverse effect on the Company and its financial condition via its contractual liability to the prospect.

Title to Properties

The Company's practice has been to acquire ownership or leasehold rights to oil and natural gas properties from third parties. Most of the Company's current operations are conducted on properties acquired from third parties. Our existing rights are dependent on those previous third parties having obtained valid title to the properties. Prior to the commencement of gas drilling operations on those properties, the third parties customarily conduct a title examination. The Company generally does not conduct examinations of title prior to obtaining its interests in its operations, but rely on representations from the third parties that they have good, valid and enforceable title to the oil and gas properties. Based upon the foregoing, we believe that we have satisfactory title to our producing properties in accordance with customary practices in the gas industry. The Company is not aware of any title deficiencies as of the date of these financial statements.

NOTE 9 - STOCKHOLDERS' EQUITY

Common Stock

The authorized common stock of the Company is 50,000,000 shares of common stock with a $0.001 par value. At March 31, 2014, the Company had 21,059,893 shares of its common stock issued and outstanding.

During the three months ended, the Company issued 850,000 shares of its restricted common stock as payment for an outstanding subscription agreement of $425,000.

During the three months ended March 31, 2014, the Company issued 5,000 shares of its restricted common stock for investor relation services valued at $2,500.

During the three months ended March 31, 2013, the Company issued 53,124 shares of its restricted stock as a payment of $26,562 in interest on its outstanding long term $500,000 note payable.

Preferred Stock

On August 18, 2011, the Company filed an amendment to the Articles of Incorporation with the Secretary of State of Wyoming to authorize 25,000,000 shares of Preferred Shares to be designated in any series or classes and with those rights, privileges and preferences to be determined at the discretion of the Company's Board of Directors. At this time, the Company has not designated any series of preferred stock or issued any shares of preferred stock.

16

Stock Option Plan

On August 17, 2011, the Company's shareholders approved the 2011 Hinto Energy, Inc. Stock Option and Award Incentive Plan ("Plan"). The Plan provides for the grant of stock options to directors, officers, employees, consultants, and advisors of the Company. The Plan is administered by a committee consisting of members of the Board of Directors (the "Stock Option Committee"), or in its absence, the Board of Directors.

The Plan provides for a total of 2,000,000 shares of common stock to be reserved for issuance subject to options. During the three months ended March 31, 2014 and the year ended December 31, 2013, the Board did not approve the grant of any options to purchase shares of common stock, nor the conditions, performance or vesting requirements.

Warrants

A summary of warrant activity for the three months ended March 31, 2014 is presented below:

                                                                          Weighted Average
                                                                --------------------------------------
                                                                                        Remaining
                                               Shares Under                            Contractual
                                                  Warrant         Exercise Price          Life
                                             ------------------ ------------------- ------------------
Outstanding at December 31, 2013                     5,600,000               $1.54               2.29
   Granted                                                   -                   -                  -
   Exercised                                                 -                   -                  -
   Expired                                                   -                   -                  -
                                             ------------------ ------------------- ------------------
Outstanding at March 31, 2014                        5,600,000               $1.54               1.84
                                             ================== =================== ==================


NOTE 10 - INCOME TAXES

The Company is subject to domestic income taxes. The Company has recognized minimal income during the three months ended March 31, 2014, and therefore has paid no income tax.

Deferred income taxes arise from temporary timing differences in the recognition of income and expenses for financial reporting and tax purposes. The Company's deferred tax assets consist entirely of the benefit from net operating loss (NOL) carry-forwards. The NOL carry forwards expire in various years through 2031. The Company's deferred tax assets are offset by a valuation allowance due to the uncertainty of the realization of the NOL carry-forwards. NOL carry-forwards may be further limited by a change in company ownership and other provisions of the tax laws.

17

The Company's deferred tax assets, valuation allowance, and change in valuation allowance are as follows:

              Estimated NOL Valuation Net Tax
                            Carry-forward benefit         Allowance       Benefit
                            =========================================================

 March 31, 2014                       $852,713             $(852,713)          -
December 31, 2013                     $784,380             $(784,380)          -


NOTE 11 - SUBSEQUENT EVENTS

The Company has evaluated it activities subsequent to March 31, 2014 and through the issuance of the financial statements and found no other reportable subsequent events.

18

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

The following discussion should be read in conjunction with our unaudited financial statements and notes thereto included herein. In connection with, and because we desire to take advantage of, the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995, we caution readers regarding certain forward looking statements in the following discussion and elsewhere in this report and in any other statement made by, or on our behalf, whether or not in future filings with the Securities and Exchange Commission. Forward-looking statements are statements not based on historical information and which relate to future operations, strategies, financial results or other developments. Forward looking statements are necessarily based upon estimates and assumptions that are inherently subject to significant business, economic and competitive uncertainties and contingencies, many of which are beyond our control and many of which, with respect to future business decisions, are subject to change. These uncertainties and contingencies can affect actual results and could cause actual results to differ materially from those expressed in any forward looking statements made by, or on our behalf. We disclaim any obligation to update forward-looking statements.

The independent registered public accounting firm's report on the Company's financial statements as of December 31, 2013, and for each of the years in the two-year period then ended, includes a "going concern" explanatory paragraph, that describes substantial doubt about the Company's ability to continue as a going concern.

PLAN OF OPERATIONS

While we have generated revenues from our operational activities, these revenues have been minimal and are not sufficient to support our operational activities, which are focused on re-working our existing properties in order to reach production goals. We have minimal capital and moderate cash. We will continue to need cash infusions from investors or shareholders to provide capital, or loans from any sources, none of which have been arranged nor assured.

During the three months ended March 31, 2014, we continued our re-work efforts with our Mason Lakes, Montana property, suffering slight delays due to the severe winter conditions. In April 2014, we saw progress from our re-work and production enhancement efforts and are now producing between 20 to 25 barrels of oil per day from the field. We anticipate seeing an increase in field production levels during the second quarter.

We continued our re-work efforts on our Cisco Utah properties and have focused our efforts on specific wells in the property in order to increase production on existing producing wells.

Financing Efforts

On January 22, 2014, the Company issued a Secured Convertible Promissory Note in exchange for cash of $2,000,000 in order to support continuing operations and the Company's re-completion and drilling plans in its oil and gas fields in Utah and Montana.

19

The Secured Convertible Promissory Note has a term of 3 years and accrues interest at a rate of 10% per annum with quarterly interest payments starting in July 2014. The Note is convertible into shares of the Company's common stock at a rate of $1.25 per share. Since the stock price was below this at the time of signing the note was issued at a premium so no value is apportioned to the conversion feature when recording the issuance per ASC 470-20-05. The debt and its interest are reported as if it were a nonconvertible debt. Upon Conversion, the stock may be valued at either the book value or the market value. The Note has provisions for issuance of up to 480,000 warrants exercisable for shares of the Company's common stock, such warrants to be issued to the Note holder based on the amount of note principal converted into common stock, if any. The warrants, if issued, would have a term of 3 years from the issuance of the promissory note and an exercise price of $2.00 per share.

The require is secured by the assets consisting of the Company's leases and wells in Musselshell County, Montana.

We will need substantial additional capital to support our existing and proposed future energy operations. We have only recognized minimal and sporadic revenues. We have no committed source for any additional funds as of the date hereof. No representation is made that any funds will be available when needed. In the event funds cannot be raised when needed, we may not be able to carry out our business plan, may never achieve sales or royalty income, and could fail in business as a result of these uncertainties.

Decisions regarding future prospect acquisitions or other participation activities will be made on a case-by-case basis. We may, in any particular case, decide to participate or decline participation. If participating, we may pay our proportionate share of costs to maintain our proportionate interest through cash flow or debt or equity financing. If participation is declined, we may elect to farmout, non-consent, sell or otherwise negotiate a method of cost sharing in order to maintain some continuing interest in the prospect.

RESULTS OF OPERATIONS

For the Three Months Ended March 31, 2014 Compared to the Three Months Ended March 31, 2013

During the three months ended March 31, 2014, the Company recognized revenues of $28,000 from its operational activities compared to $11,631 during the three months ended March 31, 2013. Revenues increased by $16,369, as result of increased production at our Mason Lakes Field in Montana. Management expects that revenues will continue to increase in the next twelve months, as the field in Montana is brought into full production and re-work on properties in Utah, is continued. Management though does not expect revenue to be sufficient enough to cover the full costs of operations and administrative expenses in the near future.

                                               During the Three Months Ended
                                                         March 31,
                                                 2014                2013
                                           ------------------ ------------------
Revenues                                        $28,000             $11,631
Number of Barrels                             236.99 bbls         186.38 bbls
Average Price Per Barrel                        $87.25              $77.20


During the three months ended March 31, 2014 and 2013, the Company recognized a direct cost of revenue of $136,922 and $47,527, respectively. An increase of $89,395, which is direct result of the costs incurred with our acquisition and work on our Mason Lakes Field in Musselshell County, Montana. Direct cost of revenue consists of the following items:

20

                                                                                       Increase /
                                                   2014               2013             (Decrease)
                                                   ----               ----             ----------
Field Expenses                                       $  38,289           $ 34,028        4,261
Well Repair and Maintenance                             43,519                  -        43,519
Well Stimulation                                         9,702              4,027        5,675
Field tools and equipment                                3,129                  -        3,129
Field auto expenses                                      6,872                  -        6,872
Field utilities                                         18,663                  -        18,663
Taxes                                                    4,058                935        3,123
Freight                                                      -                120        (120)
Depletion                                                    -                826        (826)
Amortization and depreciation                           12,690              7,591        5,099
                                             ------------------ ------------------ -------------------
TOTAL                                                $ 136,922           $ 47,527        89,395


During the three months ended March 31, 2014, we recognized total operational expenses of $226,032 compared to $128,399 during the three months ended March 31, 2013, an increase of $97,633. The increase was a result of increases of $35,779 in consulting fees, $49,331 increase in general and administrative expenses and a $12,523 increase in operating lease expenses.

During the three months ended March 31, 2014, we recognized a net loss of $334,164 compared to $180,164 during the three months ended March 31, 2013. The increase of $154,000 was a result of the $89,395 increase in direct revenue costs combined with the $97,633 increase in operational expenses offset by the increase of $16,369 in revenue and a one-time gain on the $50,000 discount on a note payable.

LIQUIDITY

At March 31, 2014, the Company had total current assets of $1,657,377, consisting of cash of $1,627,286, accounts receivable of $21,326 and deposits of $8,756. At March 31, 2014, the Company had total current liabilities of $210,563, consisting of, accounts payable of $92,528, accrued liabilities of $83,035, subscriptions received of $30,000 and notes payables of $5,000. At March 31, 2014, we have a working capital surplus of $1,446,814.

During the three months ended March 31, 2014, we used cash of $360,800 in operations. During the three months ended March 31, 2014, we recognized a net loss of $334,164, which was adjusted for the non-cash items of interest paid in stock of $26,562, services of $2,500 paid in common stock and depletion and depreciation of $15,567 and a gain on the discount of promissory note of $50,000.

During the three months ended March 31, 2013, we used cash of $99,648 in operations. During the three months ended March 31, 2013, the Company recognized a net loss of $180,164, which was adjusted for the non-cash items of $25,000 in interest paid for using stock, $5,000 in services paid for with stock and $9,242 in depletion and depreciation.

During the three months ended March 31, 2014, we used $79,630 in our investing activities, $52,976 in the re-work efforts of our wells, $4,000 in the acquisition of additional oil and gas leases, $19,500 in equipment and $3,154 in connection with the development of a technological process. During the three months ended March 31, 2013, we used $50,000 in our investing activities in the re-work efforts on our wells.

During the three months ended March 31, 2014, we received $1,970,000 from our financing activities compared to $220,000 during the three months ended March 31, 2013.

21

On January 22, 2014, the Company issued a Secured Convertible Promissory Note in exchange for cash of $2,000,000 in order to support continuing operations and the Company's re-completion and drilling plans in its oil and gas fields in Utah and Montana.

The Secured Convertible Promissory Note has a term of 3 years and accrues interest at a rate of 10% per annum with quarterly interest payments starting in July 2014. The Note is convertible into shares of the Company's common stock at a rate of $1.25 per share. Since the stock price was below this at the time of signing the note was issued at a premium so no value is apportioned to the conversion feature when recording the issuance per ASC 470-20-05. The debt and its interest are reported as if it were a nonconvertible debt. Upon Conversion, the stock may be valued at either the book value or the market value. The Note has provisions for issuance of up to 480,000 warrants exercisable for shares of the Company's common stock, such warrants to be issued to the Note holder based on the amount of note principal converted into common stock, if any. The warrants, if issued, would have a term of 3 years from the issuance of the promissory note and an exercise price of $2.00 per share.

The Note is secured by the assets consisting of the Company's leases and wells in Musselshell County, Montana.

Short Term.

On a short-term basis, we do not generate any revenue or revenues insufficient to cover operations. Based on prior history, we will continue to have insufficient revenue to satisfy current and recurring expenses and liabilities. For short term needs we will be dependent on receipt, if any, of offering proceeds.

Capital Resources

We have only common and preferred stock as our capital resources.

We have no material commitments for capital expenditures within the next year, however if operations are commenced, substantial capital will be needed to pay for participation, investigation, exploration, acquisition and working capital.

Need for Additional Financing

We do not have capital sufficient to meet our cash needs. We will have to seek loans or equity placements to cover such cash needs. Once exploration commences, our needs for additional financing is likely to increase substantially.

No commitments to provide additional funds have been made by our management or other stockholders. Accordingly, there can be no assurance that any additional funds will be available to us to allow it to cover our expenses as they may be incurred.

Critical Accounting Policies

Cash and Cash Equivalents

The Company considers all highly liquid investments with an original maturity of three months or less and money market instruments to be cash equivalents.

22

Oil and Gas Properties, Full Cost Method

The Company uses the full cost method of accounting for oil and gas producing activities. Costs to acquire mineral interests in oil and gas properties, to drill and equip exploratory wells used to find proved reserves, and to drill and equip development wells including directly related overhead costs and related asset retirement costs are capitalized.

Under this method, all costs, including internal costs directly related to acquisition, exploration and development activities are capitalized as oil and gas property costs. Properties not subject to amortization consist of exploration and development costs which are evaluated on a property-by-property basis. Amortization of these unproved property costs begins when the properties become proved or their values become impaired. The Company assesses the realization of unproved properties, taken as a whole, if any, on at least an annual basis or when there has been an indication that impairment in value may have occurred. Impairment of unproved properties is assessed based on management's intention with regard to future exploration and development of individually significant properties and the ability of the Company to obtain funds to finance such exploration and development. If the results of an assessment indicate that the properties are impaired, the amount of the impairment is added to the capitalized costs to be amortized.

Costs of oil and gas properties will be amortized using the units of production method.

In applying the full cost method, the Company will perform an impairment test (ceiling test) at each reporting date, whereby the carrying value of property and equipment is compared to the "estimated present value," of its proved reserves discounted at a 10-percent interest rate of future net revenues, based on current economic and operating conditions, plus the cost of properties not being amortized, plus the lower of cost or fair market value of unproved properties included in costs being amortized, less the income tax effects related to book and tax basis differences of the properties. If capitalized costs exceed this limit, the excess is charged as an impairment expense.

Revenue and Accounts Receivable

The Company recognizes revenue for its production when the quantities are delivered to, or collected by, the purchaser. Prices for such production are generally defined in sales contracts and are readily determinable based on certain publicly available indices. All transportation costs are included in lease operating expenses.

Accounts receivable -- oil and natural gas sales consist of uncollateralized accrued revenues due under normal trade terms, generally requiring payment within 30 to 60 days of production. The Company reviews accounts receivable periodically and reduces the carrying amount by a valuation allowance that reflects its best estimate of the amount that may not be collectible. No valuation allowance was recognized as of March 31, 2014 and December 31, 2013.

Dependence on Major Customers

During the three months ended March 31, 2014, the Company's revenues were attributable to sales of oil to two customers. During the year ended December 31, 2013, the Company's revenues were attributable to sales of oil to one customer. The Company believes that there are potential alternative purchasers and that it may be necessary to establish relationships with new purchasers. However, there can be no assurance that the Company can establish such relationships and that those relationships will result in an increased number of purchasers. Although the Company is exposed to a concentration of credit risk, the Company believes that all of its purchasers are credit worthy. The Company had no bad debt at March 31, 2014 and December 31, 2013.

23

ITEM 3. QUANTATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

Not Applicable

ITEM 4. CONTROLS AND PROCEDURES

Disclosures Controls and Procedures

We have adopted and maintain disclosure controls and procedures (as such term is defined in Rules 13a 15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the "Exchange Act")) and that are designed to ensure that information required to be disclosed in our reports under the Exchange Act, is recorded, processed, summarized and reported within the time periods required under the SEC's rules and forms and that the information is gathered and communicated to our management, including our Chief Financial Officer (Principal Executive Officer and Principal Financial Officer), as appropriate, to allow for timely decisions regarding required disclosure.

As required by SEC Rule 15d-15(b), our Chief Financial Officer carried out an evaluation under the supervision and with the participation of our management, of the effectiveness of the design and operation of our disclosure controls and procedures pursuant to Exchange Act Rule 15d-14 as of the end of the period covered by this report. Based on the foregoing evaluation and the evaluation conducted at March 31, 2014, our Chief Financial Officer has concluded that our disclosure controls and procedures are not effective in timely alerting management them to material information required to be included in our periodic SEC filings and to ensure that information required to be disclosed in our periodic SEC filings is accumulated and communicated to our management, including our Chief Financial Officer, to allow timely decisions regarding required disclosure.

MANAGEMENT'S REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING.

Hinto's management is responsible for establishing and maintaining adequate internal control over financial reporting for the company in accordance with as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act. The Company's internal control over financial reporting is designed 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. The Company's internal control over financial reporting includes those policies and procedures that:

(1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the Company's assets;

(2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that the Company's receipts and expenditures are being made only in accordance with authorizations of Hinto's management and directors; and

(3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the Company's assets that could have a material effect on Hinto's financial statements.

24

We have identified certain material weaknesses in internal control over financial reporting relating to a shortage of accounting and reporting personnel due to limited financial resources and the size of our Company, as detailed below:

(1) The Company currently does not have, but is in the process of developing formally documented accounting policies and procedures, which includes establishing a well-defined process for financial reporting.

(2) Due to the limited size of our accounting department, we currently lack the resources to handle complex accounting transactions. We believe this deficiency could lead to errors in the presentation and disclosure of financial information in our annual, quarterly, and other filings.

(3) As is the case with many companies of similar size, we currently lack segregation of duties in the accounting department. Until our operations expand and additional cash flow is generated from operations, a complete segregation of duties within our accounting function will not be possible.

Considering the nature and extent of our current operations and any risks or errors in financial reporting under current operations and the fact that we have been a small business with limited employees, such items caused a weakness in internal controls involving the areas disclosed above.

We have concluded that our internal controls over financial reporting were ineffective as of March 31, 2014, due to the existence of the material weaknesses noted above that we have yet to fully remediate.

There was no change in our internal control over financial reporting that occurred during the fiscal quarter ended March 31, 2014, that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

PART II. OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

None.

ITEM 1A. RISK FACTORS

Not Applicable to Smaller Reporting Companies.

25

ITEM 2. CHANGES IN SECURITIES

During the period of January 1, 2014 through March 31, 2014, the Company has made the following unregistered issuances of its securities.

           DATE OF                    TITLE OF              NO. OF                                        CLASS OF
          ISSUANCE                   SECURITIES             SHARES            CONSIDERATION               PURCHASER
------------------------------ ----------------------- ----------------- ------------------------- ------------------------
        January 2013                Convertible               -                 $2,000,000           Business Associate
                                  Promissory Note
        February 2013              Common Shares            5,000                Services            Business Associate
        February 2013              Common Shares            850,000              $425,000          Business Associates
        February 2013              Common Shares            53,124         $26,561 in Interest       Business Associate


Exemption From Registration Claimed

All of the above sales by the Company of its unregistered securities were made by the Company in reliance upon Rule 506 of Regulation D and Section 4(2) of the Securities Act of 1933, as amended (the "1933 Act"). All of the individuals and/or entities that purchased the unregistered securities were primarily existing shareholders, known to the Company and its management, through pre-existing business relationships, as long standing business associates and employees. All purchasers were provided access to all material information, which they requested, and all information necessary to verify such information and were afforded access to management of the Company in connection with their purchases. All purchasers of the unregistered securities acquired such securities for investment and not with a view toward distribution, acknowledging such intent to the Company. All certificates or agreements representing such securities that were issued contained restrictive legends, prohibiting further transfer of the certificates or agreements representing such securities, without such securities either being first registered or otherwise exempt from registration in any further resale or disposition.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4. MINE SAFETY DISCLOSURE.

Not Applicable.

ITEM 5. OTHER INFORMATION

None.

26

ITEM 6. EXHIBITS

Exhibits. The following is a complete list of exhibits filed as part of this Form 10-Q. Exhibit numbers correspond to the numbers in the Exhibit Table of Item 601 of Regulation S-K.

Exhibit 31.1 Certification of Chief Financial Officer and Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act

Exhibit 32.1 Certification of Principal Executive and Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act

101.INS      XBRL Instance Document (1)

101.SCH      XBRL Taxonomy Extension Schema Document (1)

101.CAL      XBRL Taxonomy Extension Calculation Linkbase Document (1)

101.DEF      XBRL Taxonomy Extension Definition Linkbase Document (1)

101.LAB      XBRL Taxonomy Extension Label Linkbase Document (1)

101.PRE      XBRL Taxonomy Extension Presentation Linkbase Document (1)

------------


(1) Pursuant to Rule 406T of Regulation S-T, this interactive data file is deemed not filed or part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, and otherwise is not subject to liability under these sections.

27

SIGNATURES

Pursuant to the requirements of Section 12 of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

HINTO ENERGY, INC.
(Registrant)

Dated:   May 14, 2014                        By:  /s/ George Harris
                                                   ----------------
                                George Harris (Chief Executive Officer,
                                Chief Financial Officer and Principal Accounting
                                Officer)


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Hinto Energy (PK) (USOTC:HENI)
과거 데이터 주식 차트
부터 1월(1) 2025 으로 2월(2) 2025 Hinto Energy (PK) 차트를 더 보려면 여기를 클릭.
Hinto Energy (PK) (USOTC:HENI)
과거 데이터 주식 차트
부터 2월(2) 2024 으로 2월(2) 2025 Hinto Energy (PK) 차트를 더 보려면 여기를 클릭.