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

FORM 10-~~QSB~~ Q

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTER ENDED ~~SEPTEMBER~~ 30MARCH 31, ~~2003.~~ 2009 OR

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

COMMISSION FILE NUMBER ~~000~~001-~~10056 ENDEVCO, INC. (Exact name of registrant as specified in its charter)~~ 31433

Texas	74-2142545
(State or other jurisdiction of incorporation or organization)	(IRS Employer Identification No.

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

2425 Fountainview, Suite 215, Houston, TX 77057 (Address of principal executive offices, including zip code)

Texas		74-2142545
(State or other jurisdiction of incorporation or organization)		(IRS Employer Identification No.)

Three Riverway, Suite 825, Houston, TX 77056 (Address of principal executive offices, including zip code) (713) 977-4662 (Registrant's telephone number, including area code) Securities registered under Section 12(b) of the Exchange Act None Securities registered pursuant to 12(g) of the Exchange Act Common Stock, no par value

~~Securities~~Indicate ~~registered~~by ~~under~~check mark whether the registrant (1) has filed all reports required to be filed by Section 1213 or 15(bd) of the Securities Exchange Act: ~~None~~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. Yes [ X ]No[ ]. Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See definition of "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act.

~~Securities~~Large ~~registered~~accelerated ~~pursuant~~filer to[ ~~12(g)~~] ~~of the~~Accelerated ~~Exchange~~filer ~~Act:~~[ ~~Common~~] ~~Stock,~~Non-accelerated nofiler ~~par~~[ ~~value~~] Smaller reporting company [ X ]

~~The~~Indicate ~~aggregate~~by ~~market~~check ~~value~~mark ofwhether ~~common stock held by non-affiliates of~~ the registrant atis ~~September~~a ~~30,~~shell ~~2003,~~company ~~based~~(as ~~upon the last closing price on~~defined ~~the~~ in ~~OTCBB~~Rule ~~on September 30, 2003, was $1,500,000. As of September 30, 2003, there were 150,000,000 shares of Common stock and~~ 12b-2~~,671,785~~ ~~shares~~ of ~~Preferred stock outstanding. The total number of Common shares authorized for~~ the ~~Corporation is~~Exchange ~~500,000,000~~Act). ~~The~~Yes ~~total number of Preferred shares authorized for the Corporation is 5,000,000. Transitional Small Business Disclosure Format:~~ [ ] ~~Yes~~No [ X] No ].

~~ENDEVCO,~~The ~~INC.~~number ~~AND~~of ~~SUBSIDIARIES~~shares outstanding of the registrant's common stock as of May 1, 2009 was 70,971,647.

TABLE OF CONTENTSSEPTEMBER 30, 2003

ENDEVCO, INC. AND SUBSIDIARIES
TABLE OF CONTENTS
MARCH 31, 2009

PART I - FINANCIAL INFORMATION

	ITEM 1. Financial Statements
		Consolidated Balance Sheets - March 31, 2009 (Unaudited) and December 31, 2008	3
		Consolidated Statements of Operations (Unaudited) - Three Months Ended March 31, 2009 and 2008	4
		Consolidated Statements of Cash Flows (Unaudited) - Three Months Ended March 31, 2009 and 2008	5
		Notes to Consolidated Financial Statements (Unaudited)	6-7

	ITEM 2. Management's Discussion and Analysis of Financial Condition and Results of Operations		8-13

	ITEM 3. Controls and Procedures		14

PART II - OTHER INFORMATION

	ITEM 1 through ITEM 6		14-15

SIGNATURES AND CERTIFICATIONS			16-20

PART I - FINANCIAL INFORMATION
ITEM 1. Financial Statements.
Consolidated Balance Sheets - September 30, 2003 (Unaudited) and December 31, 2002 (Restated)	2
Consolidated Statements of Operations (Unaudited) - Three and Nine Months Ended September 30, 2003 and 2002	3
Consolidated Statements of Cash Flows (Unaudited) - Nine Months Ended September 30, 2003 and 2002	4
Notes to Consolidated Financial Statements (Unaudited)	5 - 10
ITEM 2. Management's Discussion and Analysis of Financial Condition and Results of Operations	11 - 14
ITEM 3. Controls and Procedures	14
PART II - OTHER INFORMATION
ITEM 1 through ITEM 6	14 - 16
SIGNATURES & CERTIFICATIONS	17 - 20

PART I - FINANCIAL INFORMATION

EnDevCo, Inc. and SubsidiariesConsolidated Balance SheetsSeptember 30, 2003 Compared to December 31, 2002

	09/30/2003	12/31/2002
ASSETS (Unaudited)		RESTATED
Current Assets
Cash and Cash Equivalents	$ 458	$ 251
Accounts Receivable	527,080	527,080
Other Current Assets	25,000	25,000
Prepaid Expenses	1,651,865	1,628,215
Total Current Assets	2,204,403	2,180,546
Investments
Letter of Credit Deposit	704,863	867,094
Property and Equipment
Oil and Gas Properties and Equipment	1,000,000	4,368,377
Furniture and Equipment	-	-
Total Property and Equipment	-	4,368,377
Less Accumulated Depreciation	-	-
Net Property and Equipment	-	4,368,377
Total Assets	$3,909,266	$7,416,017
LIABILITIES AND SHAREHOLDER'S EQUITY
Current Liabilities
Accounts Payable	$ 2,079,222	$ 2,592,494
Joint Venture Cash Calls Payable	-	2,321,441
Current Portion of Notes Payable	281,458	425,886
Current Portion of Capital Leases	-	-
Unearned Revenue	2,000,000	2,000,000
Accrued Expenses	18,999	64,262
Taxes Payable	160,501	160,501
Total Current Liabilities	4,540,180	7,564,584
Shareholders Equity
Common Stock No Par Value: 150,000,000 shares authorized
150,000,000 shares outstanding at September 30, 2003	33,228,461	33,228,461
Preferred Stock: 5,000,000 shares authorized,
2,671,785 shares outstanding at September 30, 2003	2,671,785	-
Accumulated Deficit	(36,531,160)	(33,377,029)
Total Shareholder's Equity	(1,630,914)	(148,568)
Total Liablilities and Shareholder's Equity	$ 3,909,266	$ 7,416,017

See accompanying notes to consolidated financial statements.

~~EnDevCo,~~PART ~~Inc.~~I ~~and SubsidiariesConsolidated~~- ~~Statements~~FINANCIAL ~~of OperationsFor the Three and Nine Months Ended September 30, 2003 and 2002.(Unaudited)~~INFORMATION

	Three Months	Three Months	Nine Months	Nine Months
	Ending	Ending	Ending	Ending
	09/30/2003	09/30/2002	09/30/2003	09/30/2002
Revenues
Oil & Gas Royalties	-	-	$ 499	-
Technical Services	-	-	-	-
Consulting Fees and Other	-	-	40,000	-
Administrative and Other Fees		-	-	-
Total Revenues	-	-	40,499	-
Costs and Expenses
General and Administrative	$ 25,751	$2,527,921	117,382	$ 3,321,766
Salaries and Wages Paid in Stock	27,500	-	72,500	187,667
Other Expenses Paid in Stock		-	-	27,923
Yemen Block 20 Judgment (Expense Portion)	-	-	2,134,212
Impairment Loss on Assets	-	-	4,368,377
Depreciation and Depletion		40,000	-	120,000
Interest Expense	6,333	4,218	18,999	16,828
Other		-	-	-
Total Costs and Expenses	59,584	2,572,139	6,711,470	3,674,184
Other Income and Expenses
Interest and Other Income	4,456,678	2,581	4,460,050	13,640
Prior Period Adjustment	64,262		64,262
Other Expense (Preferred Shares Issued)	(73,003)	-	(1,007,472)	-
Net Income (Loss)	$ 4,388,353	$ (2,569,558)	$ (3,154,131)	$ (3,660,544)
Net Loss Per Common Share:
Basic and Diluted	$ 0.03	$ (0.02)	$ (0.02)	$ (0.02)

ITEM 1. FINANCIAL STATEMENTS

See accompanying notes to consolidated financial statements.

EnDevCo, Inc. and Subsidiaries
Consolidated Balance Sheets
March 31, 2009 and December 31, 2008

				2009 (Unaudited)	2008 (Audited)
					Restated
ASSETS
Current Assets
	Cash			$ 17,396	$ 46,391
	Accounts receivable			36,589	111,676
	Accounts receivable - Joint			3,339	3,615
	Accounts receivable - Other			--	163,329
	Prepaid expense			3,069	3,069
		Total Current Assets		60,393	328,080

Property and Equipment
	Oil and gas properties and equipment under full cost method			24,122,966	24,123,599
	Less accumulated depreciation depletion and amortization			(1,271,121)	(1,227,521)
		Net Property and Equipment		22,851,845	22,896,078
			Total Assets	$ 22,912,238	$ 23,224,158
				==========	==========

LIABILITIES
Current Liabilities
	Accounts payable			$ 4,757,154	$ 4,728,580
	Accrued liabilities			1,300,561	1,114,616
	Hedging liability			--	--
	Revenue payable			68,181	55,657
	Taxes payable			413,529	376,624
	Payable to related party			4,599,187	4,556,054
	Note payable - related party			1,813,224	1,813,224
	Notes payable - current			13,712,908	13,423,221
		Total Current Liabilities		26,664,744	26,067,976

Long-Term Liabilities
	Common stock issuance liability			--	354,635
		Total Long-Term Liabilities		--	354,635
		Total Liabilities		26,664,744	26,422,611

DEFICIT
Stockholder's Deficit
Preferred Stock
	10,000,000 shares authorized, $0.01 par value,
		No shares outstanding		--	--
Common Stock
	500,000,000 shares authorized, without par value
		70,971,647 shares outstanding March 31, 2009 and
		70,329,239 shares outstanding December 31, 2008		43,769,892	43,315,408
Additional Paid in Capital				6,826,373	6,826,373
Retained Deficit				(57,348,771)	(56,340,234)
	Total Stockholders' Deficit			(6,752,506)	(6,198,453)
Non-controlling Interest				3,000,000	3,000,000
		Total Deficit		(3,752,506)	(3,198,453)
			Total Liabilities and Deficit	$ 22,912,238	$ 23,224,158
				==========	===========

The accompanying notes are integral part of the consolidated financial statements.

EnDevCo, Inc. and SubsidiariesConsolidated Statements of Cash FlowsNine Months Ended September 30, 2003 and 2002(Unaudited)

EnDevCo, Inc. and Subsidiaries
Consolidated Statements of Operations
(Unaudited)

			Three Months Ended March 31,
			2009	2008
Revenues
	Oil Sales		$ 129,613	$ 492,170
	Gas Sales		81	70,539
	Pipeline Transmission		1,255	3,126
Total Revenues			130,949	565,835

Cost of Revenues
	Lease Operating Cost		59,590	249,971
	Production Taxes		9,330	40,489
	Depletion		43,600	114,594
Total Cost of Revenues			112,520	405,054
Gross Profit			18,429	160,781

Costs and Expenses
	General and administrative		121,084	76,790
	Salaries and wages		355,245	198,000
	Shareholder services		265	_ 4,834
Total Costs and Expenses			__ 476,594	279,624
Loss from Operations			$ (458,165)	$ (118,843)

Other Income and (Expenses)
	Interest and other income		3	25
	Hedging income (loss)		--	(649,615)
	Shareholder roundup expense		--	(2,392,165)
	Interest expense		(550,375)	(471,206)
		Total Other Income(Expenses)	$__ (550,372)	$ (3,512,961)
		Net Loss	$ (1,008,537)	$ (3,631,804)
			==========	==========
Basic and Diluted Loss Per Common Share			$ _ 0.02	$ (0.18)

Weighted average number of common
	shares used in basic and diluted
	loss per share calculations		70,652,758	19,867,737
			==========	==========
The accompanying notes are integral part of the consolidated financial statements.

Cash Fows from Operating Activity	09/30/2003	09/30/2002
Net Income (Loss)	$ (3,154,131)	$ (3,660,544)
Adjustments to Reconcile Net Loss to Net Cash
Depreciation and Depletion	-	120,000
Issuance of Stock for Expenses	1,671,785	215,590
Impairment Loss on Assets	4,368,377	1,119,526
Changes in Working Capital Accounts
Decrease in Accounts Receivable	-
Prepaid Expenses	(23,650)
Decrease in Current Portion of Capitalized Leases	-	203,429
Accounts Payable	(513,272)	2,069,632
Joint Venture Cash Calls	(2,321,441)
Accrued Expenses	(45,263)
Taxes Payable	-	110,821
Other	-	(181,981)
Total Adjustments	3,136,536	3,657,017
Net Cash Provided (Used) by Operating Account	(17,595)	3,527
Cash Flows Used in Investing Activities
Investment in Oil and Gas Properties	-
Purchase of Furniture and Equipment	-	-
Net Cas Provided (Used) by Investing Activities	-	-
Cash Flows from Financing Activities
Pledged Investment Account	162,231	-
Common Shares Issued for Cash	-	776,462
Accelerated Leases	-	(741,788)
Borrowings under Note and Credit Agreement	(144,428)	(17,397)
Net Cash Provided by Financing Activities	17,803	17,277
Net Change in Cash and Cash Equivalents	207	13,750
Cash and Cash Equivalents
Beginning of the Period	251	(12,204)
End of the Period	458	1,546

See accompanying notes to consolidated financial statements.

ENDEVCO, INC. AND SUBSIDIARIES Notes To Consolidated Financial Statements September 30, 2003

EnDevCo, Inc. and Subsidiaries
Consolidated Statements of Cash Flows
(Unaudited)

			Three Months Ended March 31,
			2009	2008
Cash Flows from Operating Activities

Net Loss			$ (1,008,537)	$ (3,631,804)
Adjustments to Reconcile Net Loss to Net Cash
	Provided by operating activities:
		Issuance of stock for services	7,500	--
		Issuance of stock for salaries	92,350
		Issuance of stock for shareholder roundup	--	2,392,165
		Depletion	43,600	114,594
		Amortization of debt discount	30,809	30,809
		Hedging activity	--	481,021

	Changes in assets and liabilities:
		Accounts receivable	75,087	(146,609)
		Accounts receivable - joint interests	277	9,482
		Accounts receivable - other	163,329	43,267
		Revenue payable	12,524	18,195
		Accounts payable	28,574	71,127
		Accrued liabilities	185,945	334,072
		Cash overdraft	--	(27,538)
		Taxes payable	36,905	4,054
		Payable to Related Party	_ _ 43,133	270,578
Net Cash Provided (Used by) by Operating Activities			(288,504)	(36,647)

Cash Flows from Investing Activities:
Purchase oil and gas property			_ _ 631	_ _ _ _ --
Net cash Used by Investing Activities			631	--

Cash Flows from Financing Activities:
	Notes payable advances		258,878	35,720
	Notes payable payments		_ _ _ _ --	_ _ _ _ --
Net Cash Provided (Used) by Financing Activities			_ 258,878	35,720
Net Change in Cash			(28,995)	(927)

Cash and cash equivalents
Cash Balance, Begin Period			46,391	1,135
Cash Balance, End Period			$ 17,396	$ 208
			===========	==========
Supplemental Disclosures:
	Cash paid for Interest		$ 506,300	$ 329,552
	Stock issued for obligations		$ 354,635	--

~~NOTE~~The 1accompanying ~~Summary~~notes are integral part of ~~Significant Accounting~~the ~~Policies~~consolidated financial statements.

Basis of Presentation -- EnDevco, Inc. (formerly Adair International Oil and Gas, Inc.) was incorporated under the laws of the state of Texas on November 7, 1980. The consolidated financial statements include the accounts of Adair International Oil and Gas, Inc. and its wholly owned subsidiaries, Adair Exploration, Inc., Adair Yemen Exploration Limited, Superior Stock Transfer, Inc., and Adair Colombia Oil and Gas, S.A. ("the Company") All material inter-Company balances and transactions have been eliminated, as necessary, in consolidation.

In the opinion of management, the accompanying unaudited interim consolidated financial statements reflect all adjustments, consisting only of normal recurring adjustments, necessary to present fairly the financial position of the Company at September 30, 2003, and the results of their operations for the three and nine months ended September 30, 2003 and 2002, and their cash flows for the nine months ended September 30, 2003 and 2002.

Cash and cash equivalents -- The Company considers all highly liquid investments with a maturity of three months or less when purchased to be cash equivalents.

Oil and Gas Properties -- The Company follows the full cost method of accounting for its oil and gas properties. Accordingly, all costs associated with acquisition, exploration and development of oil and gas reserves, including directly related overhead costs, are capitalized. All capitalized costs of oil and gas properties, including the estimated future costs to develop proved reserves, are amortized on the unit-of-production method using estimates of proved reserves. Investments in unproved properties and major development projects are not amortized until impairment occurs. If the results of an assessment indicate that the properties are impaired, the amount of the impairment is deducted from the capitalized costs to be amortized, and recorded in an impairment expense.

In addition, the capitalized costs are subject to a "ceiling test" which limits such costs to the aggregate of the "estimated present value" discounted at a 10-percent interest rate of future net revenues from proved reserves, based on current economic and operating conditions, plus the lower of cost or fair market value of unproved properties. Depletion of oil and gas properties is computed using all capitalized costs and estimated future development and abandonment costs, exclusive of oil and gas properties not yet evaluated, on a unit of production method based on estimated proved reserves.

Property and equipment -- The cost of other categories of property and equipment are capitalized at cost and depreciated using the "straight-line" method over their estimated useful lives for financial statement purposes as follows: Furniture / office equipment - 7 years; Computer software / equipment 5 - years.

No depreciation and amortization was expensed for the year ending December 31, 2002 due to a loss incurred from the abandonment of property and equipment during the year.

Long-Lived Assets -- Statement of Financial Accounting Standards No. 121 "Accounting for Impairment of Long-Lived Assets to be "Disposed Of " requires, among other things, impairment loss of assets to be held and gains or losses from assets that are expected to be disposed of be included as a component of income from continuing operations before taxes on income.

Income Taxes -- The Company accounts for income taxes pursuant to the asset and liability method of computing deferred income taxes. Deferred tax assets and liabilities are established for the temporary differences between the financial reporting bases and the tax bases of the Company's assets and liabilities at enacted tax rates expected to be in effect when such amounts are realized or settled. When necessary, valuation allowances are established to reduce deferred tax assets to the amount expected to be realized. No provision is made for current or deferred income taxes because the Company has an excess net operating loss carry-forward.

Earnings Per Share -- Basic earnings per share are computed by dividing earnings (loss) by the weighted average number of common shares outstanding adjusted for conversion of common stock equivalents, where applicable, outstanding during the period. The Company had no stock options or other common stock equivalents outstanding as of December 31, 2002 or for the year then ended.

Use of Estimates -- Management uses estimates and assumptions in preparing financial statements. Those estimates and assumptions affect the amounts of assets and liabilities, the disclosure of contingent assets and liabilities, and the reported revenues and expenses. Actual results could differ from those estimates.

~~ENDEVCO~~EnDevCo, ~~INC~~Inc. ~~AND~~and ~~SUBSIDIARIES~~Subsidiaries Notes Toto Consolidated Financial Statements MARCH ~~September 30~~31, ~~2003~~2009

NOTE 1. - Summary of Significant Accounting Policies ~~(cont.)~~

~~Impairment~~The ofaccompanying ~~Long-Lived~~unaudited ~~Assets~~financial --statements ~~The~~have ~~Company~~been ~~follows~~ prepared ~~SFAS~~in ~~No.~~accordance ~~144,~~with ~~"Accounting~~generally accepted accounting principles for ~~Impairment~~interim financial orinformation ~~Disposal~~and with the instructions of ~~Long~~Regulation S-~~Lived~~B. They do not ~~Assets"~~ include ~~for~~all ~~the~~information ~~fiscal~~and ~~year~~footnotes ~~ended~~required ~~December~~by ~~31,~~generally ~~2002~~accepted accounting principles for complete financial statements. ~~The~~However, ~~Statement~~except ~~requires~~as disclosed herein, ~~that~~ there anhas ~~impairment~~been ~~loss~~no bematerial ~~recognized~~change ~~when~~in the ~~carrying~~information ~~value~~from ofthe ~~long~~Company's ~~lived~~financial ~~assets~~ statements ~~(asset~~for ~~group)~~the ~~exceeds~~year ~~its~~ended ~~fair~~December ~~value~~31, ~~for~~2008 ~~long-lived~~included ~~assets,~~on ~~liabilities~~the Company's Report ~~and~~ on ~~certain~~Form ~~identifiable~~10-K. ~~intangibles~~In tothe beopinion ~~held~~of ~~and~~management, ~~used~~all byadjustments an(consisting ~~entity~~of benormal ~~reviewed~~ recurring ~~for~~accruals) ~~impairment~~considered ~~whenever~~necessary ~~events~~for ofa ~~changes~~fair inpresentation ~~circumstances~~have ~~indicate~~been included. ~~that~~ Operating results for the ~~carrying~~three-month ~~amount~~period ofended anMarch ~~asset~~31, ~~may~~2009 are not necessarily indicative of the results that may be ~~recoverable~~expected for the year ending December 31, 2009.

~~Under~~Basis ~~SFAS~~of NoPresentation ~~144~~-- EnDevCo, ~~the~~Inc. ~~Company~~was ~~considered~~originally ~~long-lived~~incorporated ~~assets~~ under ~~consisting~~the ~~primarily~~laws of ~~oil~~the ~~and~~State ~~gas~~of ~~leases~~Texas ~~and~~on ~~geophysical~~November ~~data.~~7, ~~The assets~~1980 ~~not~~as ~~covered~~Roberts byOil ~~SFAS~~and Gas, ~~144~~Inc. ~~that~~On ~~are~~September ~~included~~30, in2003, anthe ~~asset~~Company ~~group~~filed ~~are~~a ~~adjusted in~~Restated ~~accordance~~Articles of Incorporation with ~~other~~the ~~applicable~~Secretary ~~accounting~~of ~~standards~~State ~~prior~~of ~~to testing~~ the ~~asset~~ ~~group~~State ~~for~~of ~~recoverability.~~Texas ~~The~~to ~~recoverability~~change ofits ~~long-lived~~name ~~assets~~to isEnDevCo, ~~evaluated~~ Inc. Principles atof ~~the~~Consolidation ~~operating~~-- ~~unit~~The ~~level~~consolidated byfinancial anstatements ~~analysis~~include the accounts of ~~operating~~EnDevCo, ~~results~~Inc. and ~~consideration~~ ofits ~~other~~subsidiaries, ~~significant~~EnDevCo ~~events~~Eureka orLLC, ~~changes~~Superior Stock inTransfer, ~~the business environment~~Inc., IfEnDevCo anMinerals, ~~operating~~Inc., ~~unit~~EnDevCo ~~has~~Refining ~~indications~~Corporation, Africa ofEnergy ~~impairment~~Group, ~~such~~Inc., asOuachita ~~current operating~~Gas ~~losses~~Company, ~~the~~EnDevCo ~~Company~~Colombia ~~will~~S.A. ~~evaluate~~and ~~whether~~EnDevCo Eureka ~~impairment~~del ~~exists~~Peru onS.A.C. (the ~~basis~~ ofCompany). ~~undiscounted~~All ~~expected~~material ~~future~~inter-company ~~cash~~balances ~~flows from operations before interest~~and ~~for~~ transactions ~~the~~have ~~remaining~~been ~~amortization~~eliminated ~~period~~in consolidation. IfAll ~~impairment~~subsidiaries ~~exists,~~except EnDevCo ~~the~~Eureka ~~carrying~~LLC ~~amount of~~and ~~the~~Superior ~~long-lived~~Stock ~~assets~~Transfer, isInc. ~~reduced~~(the toCompany's ~~its~~transfer agent) ~~estimated~~are ~~fair value~~inactive.

InCash ~~August~~and ~~2001,~~Cash ~~the~~Equivalents ~~FASB~~-- ~~issued~~The ~~Statement~~Company ofconsiders ~~Financial~~all highly ~~Accounting~~ liquid ~~Standards~~investments ~~No.~~with ~~144,~~a ~~"Accounting~~maturity ~~for~~of ~~the~~three ~~Impairment~~months or ~~Disposal~~less ~~of Long-Lived~~when ~~Assets"~~purchased ~~which addresses financial accounting and reporting for~~to ~~the~~ be ~~impairment~~cash ~~or disposal of long-lived assets and supersedes SFAS No~~equivalents. ~~121,~~ ~~"Accounting~~ Fair ~~for~~value ~~the Impairment~~ of ~~Long-Lived~~financial ~~Assets~~instruments ~~and Long~~-~~Lived~~ ~~Assets~~Management ~~to be~~estimates ~~Disposed~~that ~~Of", and~~ the ~~accounting and reporting provisions of APB Opinion~~carrying ~~No.~~ value ~~30, "Reporting the Results~~ of ~~Operations~~financial ~~for~~instruments areported ~~Disposal of a Segment of a Business". The Company was required to adopt SFAS 144~~ in the ~~first quarter of 2002 and the Company does not expect the adoption of SFAS 144 to have a material effect on the Company's~~ financial statements. ~~The asset groups not~~approximates ~~covered~~ their byfair ~~SFAS 144 that are included in an asset group are adjusted in accordance with other applicable accounting standards prior to testing the asset group for recoverability~~values. ~~The Company has categorized all of its long-lived~~ ~~assets as being held and used and not to be sold.~~

InOil ~~August~~and ~~2001,~~Gas ~~the~~Properties ~~FASB~~-- ~~issued~~The ~~SFAS~~Company ~~No.~~follows ~~144, "Accounting for~~ the ~~Impairment~~full orcost method ~~Disposal~~ of ~~Long-Lived Assets". SFAS No. 144 addresses financial~~ accounting ~~and reporting~~ for ~~the~~its ~~impairment~~oil ~~or disposal~~and ofgas ~~long-lived assets~~properties. ItAccordingly, ~~supersedes~~all ~~SFAS~~costs associated ~~No.~~with ~~121~~acquisition, ~~"Accounting~~exploration ~~for the~~and ~~Impairment~~development of ~~Long-Lived~~oil ~~Assets~~ and ~~for~~gas ~~Long-Lived~~reserves, including ~~Assets~~directly Torelated Beoverhead ~~Disposed Of"~~costs, ~~and~~are ~~the~~capitalized. ~~accounting~~All ~~and~~capitalized costs ~~reporting provisions~~ of ~~Accounting~~oil ~~Principles Board~~and ~~Statement~~gas ~~("APB") 30~~properties, ~~"Reporting~~including the ~~Results~~estimated offuture ~~Operations~~costs -to ~~Reporting~~develop ~~the~~ proved ~~Effects~~reserves, ofare ~~Disposal~~amortized ofon athe ~~Segment~~ unit-of-production amethod ~~Business,~~using ~~and~~estimates of ~~Extraordinary,~~proved ~~Unusual and~~reserves. ~~Infrequently~~Depletion ~~Occurring~~of ~~Events~~oil and ~~Transactions",~~gas ~~for~~properties ~~the~~is ~~disposal~~computed ofusing aall ~~segment~~ capitalized ofcosts aand ~~business.~~estimated ~~The~~future ~~Company~~development isand ~~required~~abandonment tocosts, ~~adopt SFAS No. 144 on October~~exclusive 1, of ~~2002.~~oil ~~The~~and ~~Company~~gas ~~does~~properties not ~~expect~~yet ~~that~~evaluated, ~~the~~on ~~adoption~~a unit of ~~SFAS~~production ~~No. 144 will have~~method a based ~~material effect~~ on ~~its~~estimated ~~financial~~proved ~~position, results of operations or cash flows~~reserves.

InDepletion ~~April~~expense ~~2002,~~for the ~~FASB~~three ~~issued~~months ~~SFAS~~ending ~~No.~~March ~~145~~31, ~~"Rescission~~ 2009 ofwas ~~FASB Statements No. 44 and 64~~$43, ~~Amendment of FASB Statement No~~600. ~~13,~~ ~~and~~Depletion ~~Technical~~expense ~~Corrections". SFAS No. 145 requires the classification of gains and losses from extinguishments of debt as extraordinary items only if they meet certain criteria~~ for ~~such classification in APB No. 30, "Reporting~~ the ~~Results~~three ofmonths ~~Operations,~~ending ~~Reporting~~March ~~the Effects of Disposal of a Segment of a Business~~31, ~~and Extraordinary, Unusual, and Infrequently Occurring Events and~~2008 ~~Transactions".~~ was Any gain or loss on extinguishments of debt classified as an extraordinary item in prior periods that does not meet the criteria must be reclassified to other income or expense. These provisions are effective for fiscal years beginning after May 15$114, ~~2002~~594. ~~Additionally, SFAS No. 145 requires~~ sale-leaseback accounting for certain lease modifications that have economic effects similar to sale-leaseback transactions. These lease provisions are effective for transactions occurring after May 15, 2002. The Company does not expect the adoption of SFAS No. 145 to have a material effect on its financial position, results of operations or cash flows.

InIncome ~~July~~Taxes ~~2002,~~-- ~~the~~The ~~FASB~~Company ~~issued~~accounts ~~SFAS No. 146 "Accounting~~ for ~~Costs~~income ~~Associated~~taxes ~~with Exit or Disposal Activities". SFAS No. 146~~pursuant ~~replaces~~ to ~~Emerging~~the ~~Issues~~asset ~~Task Force Issue No. 94-3, "Liability Recognition for Certain Employee Termination Benefits~~ and ~~Other~~liability ~~Costs~~method toof ~~Exit~~computing andeferred ~~Activity (including~~income ~~Certain Costs Incurred in a Restructuring)"~~taxes. ~~SFAS No. 146~~Deferred ~~requires~~ tax ~~companies~~assets toand ~~recognize~~liabilities ~~costs associated with exit or disposal activities when they~~ are ~~incurred~~established ~~rather~~for ~~than at~~ the ~~date~~temporary ofdifferences ~~a commitment to an~~between ~~exit or disposal plan. Examples of costs covered by~~ the ~~standard~~financial ~~include~~reporting ~~lease termination~~bases ~~costs~~ and ~~certain~~the ~~employee~~tax ~~severance~~bases ~~costs~~of ~~that~~the ~~are~~Company's ~~associated~~assets ~~with~~and a liabilities ~~restructuring,~~at ~~discontinued~~enacted ~~operation,~~tax ~~plant~~rates ~~closing,~~expected ~~or other exit or disposal activity. SFAS No. 146 is~~ to be ~~applied~~in ~~prospectively~~effect towhen ~~exit~~such oramounts ~~disposal~~ are ~~activities~~realized ~~initiated~~or ~~after~~settled. ~~December~~When 31necessary, ~~2002.~~valuation ~~The~~allowances ~~Company~~are ~~does not~~established ~~expect~~ to ~~the~~reduce ~~adoption~~deferred oftax ~~SFAS~~assets ~~No. 146~~ to ~~have~~the aamount ~~material~~expected ~~effect~~to onbe ~~its~~realized. ~~financial~~ ~~position, results of operations or cash flows.~~

Loss Per Share -- Basic loss per share is computed by dividing the loss by the weighted average number of common shares outstanding.

Diluted loss per share is computed using the weighted average number of common shares and the dilutive securities outstanding. Dilutive securities having an anti-dilutive effect on diluted loss per share are excluded from the calculation.

Use of Estimates -- Management uses estimates and assumptions in preparing financial statements. Those estimates and assumptions affect the amounts of assets and liabilities, the disclosure of contingent assets and liabilities, and the reported revenues and expenses. Actual results could differ from those estimates.

~~ENDEVCO~~ EnDevCo, ~~INC~~Inc. ~~AND~~and ~~SUBSIDIARIES~~Subsidiaries Notes Toto Consolidated Financial Statements ~~September~~ MARCH 3031, ~~2003~~2009

NOTE 2. ~~Oil~~- ~~and~~Stockholders' Equity ~~Gas Properties~~

~~Colombia~~The -Board Atof ~~December~~Directors ~~31,~~passed ~~2001~~a Corporate Resolution that reads, "Pursuant to and in accordance with Article 2.13 of the ~~Company's~~Texas Business ~~Chimichagua~~ Corporation ~~gas~~Act ~~field~~of ~~contained~~the ~~proven~~State ~~non-producing~~of ~~gas~~Texas ~~reserves~~the asCompany ~~described~~does hereby certify that, in pursuant to the ~~Note~~authority ~~titled,~~conferred ~~"Supplemental~~on ~~Oil~~the ~~and~~Board ~~Gas~~of ~~Disclosures"~~Directors by the Articles of Incorporation of the Corporation, and ~~filed~~pursuant and in accordance with ~~the~~Article ~~SEC~~ 2.13 onof ~~Form~~the ~~10K/SB~~Texas Business Corporation Act of ~~that~~the ~~year.~~State ~~This~~of ~~prospect~~Texas, ~~has~~said Board of Directors, pursuant to unanimous written consent dated December 9, 2002, duly adopted a ~~cost~~resolution ~~basis~~providing for the authorization and issuance of $35,000,000 ~~and~~ shares ~~was~~of ~~purchased~~Series A Convertible Preferred Stock, $0.01 par value per share (the Series A Preferred Stock)". At the annual shareholders meeting held on October 15, 2004, the shareholders approved an increase in ~~fiscal~~the ~~1997~~total bynumber of ~~issuing~~authorized 6Series A convertible preferred shares with a $0.01 par value to 10,000,000. ~~common~~Since April 20, 2008 there have bee no preferred shares ~~valued~~outstanding. During atthe quarter ended June 30, 2008 no shares of preferred stock were issued. $0 On March 10, 2008, the Company effected a 1 for 100 reverse stock split of its common stock.50 The weighted average number of common shares outstanding reflected in the statements of operations and the loss per share have both been restated to reflect the reverse stock split.

~~The~~NOTE ~~Company~~3 ~~has~~- ~~investigated~~Note ~~several~~Payable ~~options for the Colombia investment. One option involved the Company supplying gas to fuel a power plant providing revenues under a long~~-~~term~~ ~~gas~~GASROCK ~~purchase~~CAPITAL contract. Realization of the value of reserves would have been contingent upon the Company concluding an agreement to construct a power plant utilizing gas from the field. Another option involved selling the Company's interest in Colombia for cash, trade or other consideration.LLC

ItThe isCompany entered into an advancing term credit agreement for $30,000,000 on April 13, 2006 through its subsidiary EnDevCo Eureka, LLC with GasRock Capital, LLC to fund the ~~assessment~~purchase of the ~~executive~~Short ~~management~~Junction ofField ~~the~~in Cleveland ~~Company~~County ~~that~~Oklahoma. ~~none~~This ofagreement ~~these~~was ~~options~~increased ~~can~~to be$50,000,000 ~~realized~~on ~~considering~~April ~~the~~2, ~~political~~2007. ~~climate~~The inbalance ~~Colombia.~~at ~~Therefore~~March an31, ~~impairment~~2009 ~~loss~~was in$13,709,626, ~~the~~net ~~amount~~of debt discount of $310,~~000~~276,~~000~~ ~~has~~and ~~already~~the ~~been~~Company ~~recognized~~paid ~~for~~interest ~~this~~of ~~asset~~$258,969 during the ~~year~~quarter ended ~~December~~March 31, ~~2002~~2009. The note is secured by all of EnDevCo Eureka's assets and certain personal assets owned by Chris A. Dittmar, CEO of the Company. EnDevCo Eureka's assets are cross-collateralized on a $3,469,000 loan made by GasRock Capital, LLC to Alliance Energy Corporation, a related party. This loan is currently in default, with interest only payments being made.

~~The~~On April 9, 2008, GasRock delivered to the Company ~~has~~a ~~obtained~~Notice anof ~~option~~Events of Default and Unmatured Events of Default ("Default Notice") under the Credit Agreement. Due to bethese ~~carried~~claimed inEvents aof Default, interest under ~~2-D~~the ~~seismic~~Credit ~~program~~Agreement began accruing at the Default Rate of 15% and 100% of EnDevCo's Net Revenues were applied to ~~participate~~Debt inService anand ~~association~~other ~~contract~~Obligations ~~from~~as ~~Ecopetrol,~~of April S9, 2008.A. onOn April 16, 2008, GasRock delivered to the Company a ~~joint~~Notice ~~venture~~of ~~basis~~Acceleration ("Acceleration ~~once~~Notice") under the ~~seismic~~Notes ~~has~~due ~~been~~to ~~acquired,~~the ~~processed~~continuing claimed Events of Default under the Credit Agreement. The Acceleration Notice declared the amounts due under the Note to be accelerated and ~~interpreted~~due and owing in full as of April 16, 2008.

~~Yemen~~On -July ~~The~~22, ~~Company's~~2008, ~~interest~~GasRock, inEureka ~~the~~and ~~Republic~~Alliance ofEnergy Corporation ~~Yemen~~ ("Alliance", ~~consisted~~and oftogether awith ~~30%~~Eureka, ~~working~~the ~~interest~~"Borrowers"), entered ininto ~~Sabatain~~that ~~Block~~certain ~~20.~~Limited ~~The~~Forbearance ~~project~~Agreement, ~~was exploratory~~pursuant into ~~nature~~which ~~with~~GasRock agreed, nosubject ~~proved~~to ~~reserves~~the orterms ~~production~~thereof, ~~established.~~to ~~Adair Yemen~~forbear ~~was~~from ~~designated~~pursuing asremedies under the ~~original~~Credit ~~exploration~~Agreement ~~operator~~and ~~for~~Notes ~~the~~in ~~contractor group.~~respect Inof the ~~event~~Events of aDefault ~~commercial~~claimed ~~discovery,~~as of ~~existing~~that ~~pipelines~~same ~~and~~date ~~production infrastructure~~until ~~were~~the ~~planned~~earlier toof be(i) ~~utilized~~November to15, ~~allow~~2008 ~~for~~and ~~early~~(ii) ~~production~~the ~~exports~~date ~~and~~ that ~~timely~~GasRock ~~cash~~gives ~~flow.~~Eureka Asnotice of ~~the~~any ~~balance~~additional ~~sheet~~payment ~~date,~~default under the Credit ~~Company~~Agreement. ~~has~~Alliance ~~received~~is ~~an unfavorable~~controlled ~~final~~by ~~judgment~~the ~~and~~Company's ~~notice~~CEO ofand ~~award~~is ~~from~~a guarantor of the ~~International~~Eureka ~~Court~~Obligations ~~of Arbitration~~under ~~relating to~~ the ~~Company's~~Credit ~~default~~Agreement. ofGasRock ~~the~~is ~~Joint~~also ~~Operating~~a ~~Agreement.~~lender ~~This~~ to ~~unfavorable~~Alliance ~~ruling~~under ~~will~~an ~~result~~Advancing inTerm ~~the~~Credit ~~Company~~Agreement ~~losing~~(the an"Alliance ~~asset~~Credit Agreement", ~~valued~~and intogether with the ~~hundreds~~ ofCredit ~~million~~Agreement, ofthe ~~dollars~~"Credit Agreements".

The ~~Company~~Forbearance, signed a contract with the Republic of Congo in 2001 to develop an Industrial Free Trade Zone ("IFTZ"). The original premise of the concept for development of the IFTZ would be fueled by utilizing "associated" natural gas that is ~~currently~~subject ~~being flared offshore of the Republic of Congo. The natural gas could be converted~~ to ~~electrical power, which is~~ the ~~first~~ ~~step~~following toconditions ~~industrial development. West African countries desperately need industrial products~~ to support economic development. Most have been importing these products from Europe and the United States. It is envisioned that many of these products, including cement, fertilizers, plastics, manufactured steel and wood products and other industrial products could be ~~produced in the~~fulfilled: ~~IFTZ.~~

~~The~~1) ~~Industrial~~On ~~Free~~or ~~Trade~~before ~~Zone~~November ~~contract~~15, ~~for~~2008, $5(i) ~~million USD provided for initial funding of $2 million USD to conduct a feasibility study of gas utilization for~~ the ~~IFTZ.~~Borrowers Anmust ~~additional~~repay ~~amount~~all ~~payable under the~~Obligations ~~contract,~~ (as ofdefined upin ~~to $3 million USD is scheduled to be received by~~ the ~~Company upon~~Credit ~~the~~Agreements) ~~signed~~or ~~commitment~~(ii) ofEnDevCo ~~each~~must ~~new~~have ~~industrial~~entered ~~partner~~an ~~that commits to~~agreement ~~develop~~ for ~~an industrial sector in~~ the ~~IFTZ.~~full ~~Payments~~or ~~are~~partial tosale ~~be made to the Company by the Republic~~ of ~~Congo at~~ the ~~rate~~Short ofJunction ~~$500~~Field,~~000~~ ~~per industrial sector commitment if and when~~ the ~~Company~~proceeds ~~successfully receives a signed commitment from a new industrial partner. The contract was signed by President Denis Sassou-Nguesso~~ of ~~the Republic of Congo and confirmed by the U.S. Ambassador to~~which ~~the~~ would ~~Congo.~~fully ~~During~~repay ~~2002,~~ the ~~Company~~Obligations ~~received~~owing ~~initial~~under ~~funding in~~ the ~~amount~~Credit ~~of $1~~Agreements,~~472,920~~ and ~~entered into a contract with a~~such ~~consulting~~ sale ~~services~~shall ~~company~~close ~~to provide the technical~~ and ~~administrative employees~~repayment ~~and equipment necessary to perform the aforementioned study for a turnkey lump sum amount~~ of ~~$1,750,000. The Company has paid~~ the ~~consulting services~~Obligations ~~company~~shall anbe ~~amount~~made ofby $1December 31,~~496,500~~ ~~to date.~~ 2008;

2) If the Obligations are not repaid by November 15, 2008, EnDevCo must assign a 5.0% net profits interest in the Short Junction Field to GasRock, effective as of November 1, 2008. The form of this assignment and the potential assignments discussed in paragraph 3, below, will be substantially in the form of the Conveyance of Net Profits Overriding Royalty Interests, attached as Exhibit A to the Forbearance Agreement;

3) If the Obligations are not repaid by December 15, 2008, EnDevCo must assign an additional 1.0% net profits interest in the Short Junction Field to GasRock, effective as of December 1, 2008, and will assign to GasRock an additional 1.0% net profits interest each subsequent month if the Obligations are not repaid by the 15th of such month;

4) EnDevCo shall escrow one 5% net profits interest conveyance and five 1% net profits interest conveyances to ensure it's delivery of any potential obligations under paragraphs 2 and 3, above;

5) Any and all Net Proceeds (as defined in the Forbearance Agreement) from any equity issuance, refinancing, or asset sale will be applied first to outstanding fees and expenses of GasRock, second to the accrued and unpaid interest on the Notes, and third to the outstanding principal balances on the Notes; and

6) The Borrowers must ensure that its hydrocarbon purchasers make payments relating to any of GasRock's overriding royalty interests in the Short Junction Field directly to GasRock.

NOTE 4 - Payable to Related Party

On June 5, 2007, EnDevCo entered into a farm-out agreement with an effective date of September 5, 2007, with Alliance Energy Corporation (AEC), a related party, whereby AEC paid all costs to drill an initial well (the WSJU #109StH, which is in production at the time of filing this report) and up to three future development wells. On June 30, 2008, the parties agreed to terminate the farm-out agreement thereby cancelling AEC's right to drill three future wells and transferring 100 percent ownership of the WSJU #109StH well to EnDevCo effective March 1, 2008. In consideration, EnDevCo agreed to assume approximately $5.7 million in liabilities resulting from the actual cost of drilling the WSJU #109StH well.

At March 31, 2009, the amount payable to Alliance is $4,599,187.

NOTE 5 - Notes Payable - Related Party

The Company has three long term notes payable totaling $1,813,224. All three notes accrue interest at the LIBOR monthly average coupon rate (2.46%) at June 30, 2008. The first two notes are in the amounts of $363,224 and $950,000 respectively and are due and payable December 31, 2009. The third note is in the amount of $500,000 and is due and payable June 30, 2009. The maker of these notes consists of the following related parties managed by Campbell Evans: OCE Partners, LLC, and OCE Interests, LLC; and OCE Advisors, LLC, managed by Chris A. Dittmar. All notes are unsecured.

NOTE 6 - Going Concern

The Company has reported operating losses aggregating $9,877,016 for the two (2) year period ended December 31, 2008. At March 31, 2009, the consolidated balance sheet reported a working capital deficit of $24,762,290. The Company must raise significant amounts of cash to pay its current liabilities and to provide investment funds to continue development of its oil and gas leases. There can be no assurance the Company's management will be able to secure funding.

NOTE 7 - 2008 Restatement

The December 31, 2008 consolidated balance sheet includes adjustments not reflected in the financial statement included in the Form 10-K filed on April 15, 2009. The Company did not properly classify a liability related to the future issuance of common stock and the effect of the net profits interest conveyed to GasRock starting in November 2008 (this entry was not material to the 2008 financial statement, but was made so that the first quarter of 2009 operations were not adversely effected).

7

~~ENDEVCO~~EnDevCo, ~~INC~~Inc. ~~AND~~and ~~SUBSIDIARIES~~Subsidiaries ~~Notes~~ March ~~To Consolidated Financial Statements September 30~~31, ~~2003~~2009

~~NOTE~~ITEM 42. ~~Non-monetary~~MANAGEMENT'S ~~Stock~~DISCUSSION ~~Transactions~~ AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

~~Included~~This inreport, ~~the~~including ~~Company~~Management's ~~consolidated~~Discussion ~~statement~~and Analysis of Financial Condition ~~operations~~ and ~~for~~Results ~~the~~of ~~nine~~Operations, ~~month~~includes ~~periods~~certain ~~ended~~forward-looking ~~September~~statements. 30The forward-looking statements reflect the Company's expectations, ~~2003~~objectives and goals ~~2002,~~with ~~were~~respect to future events and financial performance. They are based ~~expenses~~ on ~~that~~assumptions ~~were~~and ~~paid~~estimates, ~~with~~which the Company ~~stock~~believes are reasonable. ~~Stock~~However, actual ~~issued~~results could differ materially from anticipated results. Important factors that may impact actual results include, but are not limited to, commodity prices, political developments, market and economic conditions, industry competition, the weather, changes in ~~lieu~~financial ofmarkets ~~cash~~and ischanging legislation and regulations. ~~summarized~~ The asforward-looking ~~follows~~statements contained in this report are intended to qualify for the ~~nine~~safe ~~month~~harbor ~~periods~~provisions ~~ended~~of ~~September~~Section 3021E of the Securities Exchange Act of 1934, ~~2003~~as ~~and~~amended. The notes to Consolidated Financial Statements sections ~~2002:~~ contain information that is pertinent to the following analysis.

	2003		2002
Nature of Transaction	Pref Shares	Amount	Shares	Amount
Salaries	72,500	$ 72,500	5,553,594	$187,667
Other Costs and Expenses	1,000,000	1,000,000	558,086	27,923
Previously Incurred Costs & Expenses	1,599,285	1,599,285	-	-
Total	2,671,785	$ 2,671,785	6,111,680	$ 215,590

GENERAL COMMENTS ON BUSINESS PLAN

~~NOTE~~EnDevCo, 5Inc., ~~Revenues~~a shortened version of the "Energy Development Company", establishes an identity that is consistent with the business development activities currently underway in the Corporation. The Company is actively negotiating to participate in several oil and gas projects both domestically and internationally within the traditional industry scope of oil and gas exploration and production. These activities include production of oil and gas from interests held by the Company in the United States, Colombia and Peru. The Company is also investigating investment in the development of new technologies for the enhancement of oil and gas production and the utilization of that technology to further acquire oil and gas production.

DuringOIL theAND firstGAS nineEXPLORATION monthsAND of 2003 the Company received consulting fees of $40,000 and royalty income of $499.DEVELOPMENT

~~NOTE~~The 6Company is pursuing oil and gas exploration and development opportunities in both domestic and international venues. ~~Commitments~~Domestically, the Company has secured certain development rights onshore and offshore in the Gulf of Mexico that will ~~Contingencies~~ provide it with the opportunity to participate in the drilling of low risk development wells. As a result of recently acquired 3D seismic data that has been integrated with previously known geological and engineering data, several low risk development drilling opportunities have been identified. Participation in these types of relatively low risk and low cost wells will provide near term cash flow to support the activities of the Company. Internationally, the Company has identified several other exploration projects that carry significant upside potential (although at higher risk). The Company currently holds an agreement for certain exploration rights in the Rio Magdalena Valley of Colombia. Our exploration teams are also evaluating other opportunities located in Canada, South America, North Africa and the Middle East.

~~Legal~~Gulf ~~Proceedings~~of ~~for~~Mexico - The Company has entered into a farm-in agreement with BT Operating Co. wherein the ~~Period~~Company ~~Ending~~will ~~September~~participate 30in the drilling and completion of four wells in Eugene Island Block 294 and/or Chandeleur Block 14 to earn a 50% working interest in each block prior to December 31, ~~2003~~ 2009. The Company has also entered into a farm-in agreement with Mariner Energy, Inc. which grants the Company an assignment of their operating rights down to a depth of 12,800 feet upon the initial commercial completion of the OC sand in East Cameron Block 71. Open Choke Exploration, LLC has a 67% interest in the farm-in agreement and the Company has the remaining 33% interest. The Company has designated Open Choke as the project Operator who will drill the East Cameron #71-9 well and attempt to complete the OC sand. In the event that this well is not successful, EnDevCo has the right to drill a replacement well to test the OC sand within a reasonable time frame. Pursuant to a joint participation agreement between EnDevCo and Open Choke, the Company will have access to the production platforms on East Cameron Block 71/72 Field which are equipped with all necessary production facilities and pipelines to support increased oil and gas production resulting from drilling and completing new wells.

~~Occidental~~Block ~~Yemen Sabtain~~XXIV, ~~Inc.~~Peru ~~and~~- ~~Saba~~Following ~~Yemen~~an ~~Oil~~extensive bidding ~~Company~~ process, ~~Ltd.~~a v.consortium ~~Adair~~including ~~Yemen~~EnDevCo ~~Exploration,~~was ~~Ltd.~~awarded -the ~~Adair~~exclusive ~~Yemen Exploration,~~concession ~~Ltd.~~ to isdevelop athe ~~wholly~~Block ~~owned~~XXIV ~~subsidiary~~prospect area located in northwest Peru. EnDevCo owns 20% of the ~~Company~~consortium. ItCovering ~~was~~more ~~named~~than as276 ~~the~~thousand ~~Respondent in~~acres, the ~~matter~~block ofcontains both ~~Occidental~~onshore ~~Yemen~~and ~~Sabatain,~~offshore ~~Inc~~prospects. ~~("Occidental")~~The ~~and~~area ~~Saba~~is ~~Yemen~~bracketed by recent discoveries ~~Oil~~ to ~~Company~~the ~~Ltd.~~immediate north (~~"Saba"~~Olympic) v.and ~~Adair~~south ~~Yemen~~(Olympic ~~Exploration,~~and ~~Ltd~~Petrotech). ~~("Adair~~The ~~Yemen") in a~~primary ~~Request~~ target horizon for ~~Arbitration~~the ~~filed~~off ~~with~~shore ~~the~~area ~~International~~is ~~Chamber~~the ofnaturally ~~Commerce~~fractured inAmotape formation ~~Paris,~~ of ~~France~~Paleozoic onage ~~July~~(quartzites, 10slates, ~~2001~~etc.). ~~The~~This ~~Claimants,~~target ~~Occidental~~formation ~~and~~boasts ~~Saba~~similar characteristics ~~assert~~to those that ~~Adair~~ ~~Yemen~~have ~~breached~~produced ~~various~~oil ~~agreements~~in tothe ~~which~~nearby ~~Occidental~~Portachuelo Field and, ~~Saba~~more ~~and~~recently, ~~Adair~~the offshore San Pedro discovery. The reinterpretation of ~~Yemen~~ well ~~are~~logs ~~parties~~using ~~and~~new ~~are~~technology ~~requesting~~indicates ~~that~~pay ~~Adair~~in ~~Yemen~~target ~~forfeit~~formation. Northwest Peru has solid infrastructure and ~~reassign~~substantial ~~its~~power demand, creating a ready-market ~~30%~~ for ~~working~~gas. ~~interest~~For inEnDevCo, the ~~project~~region torepresents ~~Occidental~~an ~~and~~excellent ~~Saba~~opportunity for an integrated gas-to-power project.

Adair Yemen has been notified by the ICC International Court of Arbitration that the Final Award in the matter brought before the Tribunal (ICC Arbitration No. 11663/ESR/MS) by Occidental Yemen Sabatain, Inc. and Saba Yemen Oil Company Limited ("Claimants") v. Adair Yemen Exploration Limited ("Respondent") has been decided in favor of the Claimants.8

~~The Final Award ("Award") requires AYEL to assign all of it rights concerning it's 30% Working Interest in the Yemen Block 20 Production Sharing Agreement to Occidental Yemen Sabatain~~EnDevCo, Inc. ~~Additionally~~and Subsidiaries ~~the~~March ~~Award~~31, ~~directs AYEL to pay Claimants the following amounts:~~2009

Category	Amount USD
Unpaid Cash Calls	$2,841,108
Accrued Interest on Unpaid Cash Calls*	$ 78,445
Damages	$ 111,255
Court Costs	$ 250,000
Claimants Legal Expenses	$1,174,845
	_________
Total	$4,455,653

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

*RespondentOIL isAND ~~ordered~~GAS toEXPLORATION ~~pay~~AND ~~interest~~DEVELOPMENT ~~at a rate of 3.338%, compounded monthly, from 16 March 2003 to the date of payment by it to the Claimants.~~(cont)

~~This~~Cleveland ~~unfavorable~~County, ~~ruling~~Oklahoma ~~resulted~~- inOn April 13, 2006, the Company ~~losing~~acquired ana ~~asset~~98.712% ~~valued~~working interest with a 70.085% net revenue interest in the West ~~hundreds~~Short Junction Unit and a 100% working interest with a 71% net revenue interest in the Central Short Junction Unit hereinafter referred to as the ("Short Junction Field and/or the Field") located in Oklahoma City, Oklahoma through its subsidiary EnDevCo Eureka, LLC for a purchase price of $11.5 million. ofEnDevCo Eureka, ~~dollars~~LLC is owned 55% by its parent EnDevCo, Inc. and ~~having~~45% anby ~~obligation~~private investors towho ~~pay~~are related parties. These investors contributed $43.0 million in equity to enable EnDevCo to consummate the transaction. EnDevCo Eureka,~~455~~ LLC,~~653~~ inmanaged by ~~unpaid~~EnDevCo ~~cash~~personnel, ~~calls~~is the Operator for the Field which has an acquisition date of January 01, ~~interest~~2006. The 12,000 ~~actual~~acre ~~damages~~fully unitized Field currently consists of 24 oil wells and 2 gas wells, ~~Court~~4 ~~costs~~central collection and metering stages and 4 salt water disposal wells. The Field is currently producing 71 barrels of oil equivalent (BOE) per day comprised of 48 barrels of oil and ~~Claimant's~~137 ~~legal~~Mcf ~~expenses~~of gas from 25 vertical wells. Production ~~Consequently~~from the single horizontal well is currently shut-in awaiting repair of the electric submersible pump. Since acquiring the Field, the Company's ~~managment~~has ~~negotiated~~methodically performed maintenance aactivities ~~settlement~~on ~~agreement~~all ~~with~~oil ~~Occidental~~wells to include improved chemical and hot oil treatments; new pump jacks, ~~whereby~~existing pump jack re-alignment, bearing and rod replacement, beam compressor installation and pipeline integrity testing and cleanout. EnDevCo has also installed new pumps, a new water knockout and two new heater treaters for improved oil separation at the ~~Company~~central iscollection noand ~~longer~~metering ~~obligated~~stages and terminated the re-injection of water into the Hunton reservoir by re-piping and ~~will~~installing ~~not~~a ~~have~~new salt water disposal well. The Field purchase included full ownership rights to ~~pay~~a field wide gas pipeline and gathering system that offers two independent taps to the ~~aforementioned~~interstate ~~costs~~gas transmission system. Short Junction Field was originally developed by Conoco using vertical wells drilled on a 40 acre well spacing, resulting in ~~exchange~~oil and gas production from 270 active wells within the 12,000 acre leasehold. The Field currently contains 34 unplugged production well bores of which 26 are currently active. EnDevCo plans to continue a workover and recompletion program to further increase the current daily production. Historically the primary zone of interest has remained the Hunton formation for ~~it's~~oil ~~support~~production. However, above the Hunton, the Bartlesville, Prue, Red Fork and Skinner Sandstones along with the Pink Lime zones are present and most are indicated as productive based on well log analysis. Current bottom hole pressures recently measured in ~~assigning~~the ~~it's~~Hunton ~~30%~~indicate ~~working~~that formation ~~interest~~pressure today is essentially the same as when the Field was originally placed on production. This unique characteristic occurs as a result of the fact that Conoco instituted a water flood pressure maintenance program in the early stages of developing the field. As a result of this pressure maintenance, the original gas cap in the Hunton reservoir has never been produced. EnDevCo plans to ~~Occidental~~implement a 3D seismic program over the leasehold in order to pursue an aggressive horizontal drilling program in the Hunton formation to increase oil and gas production from that reservoir and to develop identified shallow gas sand reservoirs indicated on the subsurface well control.

8ENERGY TECHNOLOGY DEVELOPMENT

~~ENDEVCO~~Development and implementation of new energy technologies will become a key new business focus for the Company. The identification of and early participation in the implementation of these types of technologies opens several avenues for potential revenue generation and profits. In some instances, ~~INC~~the technology can be manufactured and sold to end users once the market accepts the technology. In ~~AND~~other ~~SUBSIDIARIES~~instances, the technology might provide a unique competitive advantage ~~Notes~~ that Tocan ~~Consolidated~~be ~~Financial~~successfully ~~Statements~~leveraged by the Company in the acquisition and development ~~September~~ of 30existing energy projects. Initially, ~~2003~~the Company will limit its scope of investigation to those technologies that directly compliment the oil and gas, and power industries.

~~NOTE~~POWER ~~6. Commitments and Contingencies (cont.)~~GENERATION

~~Adair~~EnDevCo's ~~International~~management ~~Oil~~team &has ~~Gas,~~extensive ~~Inc.~~experience ~~vs. John W. Adair, Jalal Alghani~~ and ~~Vivian~~expertise ~~Quintero vs. Adair International Oil & Gas, Inc., etal - Cause No. 2001-63909, 55th District Court, Harris County, Texas. The Company's claims~~ in the ~~suit against John W. Adair ("Adair"),~~area ~~Jalal~~of ~~Alghani~~power ~~("Alghani")~~plant ~~and Vivian Llerena Quintero ("Quintero") involve allegations of fraud~~development, ~~conspiracy~~operations and ~~breach~~commercial ~~of fiduciary duties owed to the Company by Mr~~management. ~~Adair~~ ~~and~~The ~~Mr. Alghani while they were officers and directors of the~~ Company ~~prior~~intends to ~~their~~leverage ~~removal~~these ~~from~~capabilities ~~the~~by ~~AIGI~~developing ~~Board~~integrated ~~of Directors at the Company's annual~~gas-to-power ~~shareholders~~and ~~meeting~~greenfield ondevelopment ~~August~~projects ~~5, 2002. The Company's claims~~ in ~~the~~markets ~~suit~~that ~~against Ms.~~create ~~Quintero~~additional ~~involve allegations of fraud, conspiracy and breach of fiduciary~~value ~~duties~~through ~~while she was~~ the ~~Company's~~gas-power ~~office~~delivery ~~manager and personal assistant to Mr~~option. ~~Adair when he was Chairman and CEO of the Company.~~

~~After the Company's claims were filed in the suit, Mr. Adair, Mr. Alghani and Ms. Quintero filed "counter claims" against the Company on November~~ 9, 2002 alleging standing to sue as shareholders of the Company. Mr. Adair, Mr. Alghani and Ms. Quintero also filed the above described "counter claims" against Richard G. Boyce, Larry Swift, Gene Ackerman, David Crandall, Chris A. Dittmar, John A. Brush, Charles R. Close, and Shareholders Committed to Restoring Equity Group, Inc. ("SCORE").

~~The Company subsequently filed a motion for summary judgment on April 29 and the Court on July 11 and again by clarified its ruling on September 23~~EnDevCo, 2003, ordered the Company's motion for summary judgment be granted as to all claims in Defendant's / Counter Plaintiff's second amended petition, including the claim of conspiracy to commit defamation, with the exception of the common law defamation claim against the Company, SCORE and MrInc. ~~Boyce. The Company has denied the allegation~~ and ~~the Board of Directors has determined it is the best~~Subsidiaries ~~interest~~March ~~of the Company to assume the defense of SCORE and Mr. Boyce and to indemnify same in its defense of this sole remaining allegation filed by Mr. Adair~~31, ~~Mr. Alghani and Ms. Quintero.~~2009

~~The~~ITEM ~~Company on August 23 and September 4, 2003 filed an amended petition adding the additional Defendants Chase Mellon Shareholder Services, Inc~~2., ~~Mellon Investor Services, LLC, U.~~MANAGEMENT'S. ~~Stock~~DISCUSSION ~~Transfer~~AND ~~Corporation,~~ANALYSIS ~~Union Securites,~~OF ~~Ltd.,~~FINANCIAL ~~Merrill,~~CONDITION ~~Lynch, Pierce, Fenner & Smith, Inc., Tatiana Roa,~~AND ~~Braden,~~RESULTS ~~Bennick,~~OF ~~Goldstein,~~OPERATIONS Gazaway, & Co., Jack Sisk & Co, Jackson & Rhodes, P.C., John W. Adair, Jalal Alghani and Vivian Llerena Quintero and their co-conspirators, jointly and severally, and in favor of Adair International Oil & Gas, Inc. for the sum of up to five hundred million dollars (~~$ 500,000,000~~cont) ~~in actual damages and punitive damages against each of said Defendants as assessed by the jury and for such other and further relief to which AIGI may show to be justly entitled.~~

AlthoughRESULTS someOF discovery in this case was secured before the change of control of the Company occurred as a result of the Annual Shareholders Meeting on August 5, 2002, there has been no further formal discovery to date other than the Company and Mr. Boyce's responses to requested discovery. The Company will continue to vigorously pursue this complex case.OPERATIONS

This report, including Management's Discussion and Analysis of Financial Condition and Results of Operations, includes certain forward-looking statements. The forward-looking statements reflect the Company's isexpectations, objectives aand ~~party~~goals with respect to ~~various~~future ~~claims~~events and ~~litigation~~financial performance. ~~Although~~ They noare ~~assurances~~based ~~can~~on beassumptions ~~given~~and estimates, which the Company believes are reasonable. However, ~~based~~actual onresults ~~its~~could differ materially from anticipated ~~experience~~ results. toImportant ~~date,~~factors that ~~the~~may ~~ultimate~~impact ~~resolution~~actual ofresults ~~such~~include, ~~items~~but are not limited to, ~~individually~~commodity orprices, political developments, market and economic conditions, in industry competition, the ~~aggregate~~weather, ~~could~~changes ~~have~~in afinancial ~~material~~markets ~~adverse~~and ~~impact~~changing legislation onand regulations. The forward-looking statements contained in this report are intended to qualify for the ~~Company's~~safe harbor provisions of Section 21E ~~financial~~ of ~~position~~the orSecurities ~~results~~Exchange Act of ~~operations~~1934, as amended. The notes to Consolidated Financial Statements sections contain information that is pertinent to the following analysis.

COMPARISON OF THREE MONTHS ENDED MARCH 31,

Line	Description		Three Months Ended March 31,
			2009	2008

1	Revenues		$ 130,949	$ 565,385
2	Cost of Revenues		$ 112,500	$ 405,054
3	Costs and Expenses		$ 476,594	$ 279,624
4		General and Administrative Expense	$ 121,084	$ 76,790
5		Salaries and Wages	$ 355,245	$ 198,000
6		Shareholder Services	$ 265	$ 4,834
7	Other Income and (Expenses)		$ (550,372)	$ (3,512,961)
8		Interest and Other Income	$ 3	$ 25
9		Hedging Loss	$ --	$ (649,615)
10		Interest Expense	$ (550,375)	$ (471,206)
11		Round-up Shares	$ --	$ (2,392,165)

~~ENDEVCO,~~Analysis ~~INC.~~of ~~AND~~Three ~~SUBSIDIARIES Notes~~Months ~~To Consolidated Financial Statements~~Comparison ~~September 30, 2003~~

~~NOTE~~Line 61 - Revenue decreased overall by $434,886 during the first quarter of 2009 as compared to 2008. ~~Commitments~~This is due the combined effect of: 1) lower production from the Short Junction Field and ~~Contingencies~~2) unfavorable ~~(cont~~ changes in oil and gas pricing during the period.)

~~Lease~~Line ~~Commitments~~2 - Costs of revenues decreased overall $292,534 due to lower LOE, production taxes and depletion.

~~Historically~~Line ~~the~~3 ~~Company~~- ~~has~~Total ~~leased~~costs ~~property~~ and ~~equipment~~ ~~under~~expenses ~~various~~increased ~~operating~~overall ~~leases. Aggregate minimum lease payments under existing non-capitalized long-term leases are estimated to be~~ $~~220~~196,~~867,~~970 during ~~$221,331,~~ the ~~$200,031,~~first ~~and~~quarter ~~$127,075~~of ~~for~~2009 ~~the~~as ~~years~~compared ~~2003~~to -same ~~2006,~~quarter ~~respectively~~in 2008. ~~During~~The ~~2002,~~ detail ~~the~~explaining ~~Company's~~this ~~new~~decrease ~~management~~is ~~canceled~~shown ~~the~~on ~~leases~~lines 4 and ~~the~~6 ~~Company continues to pursue negotiated settlements of any claims resulting from these leases~~below.

~~Concentrations~~Line 4 - This increase of $44,294 is due to the greater use by the Company of external financial consultants and accounting services during the quarter.

~~The~~Line ~~Company~~5 ~~maintains~~- aSalaries ~~cash~~and ~~balance~~wages atwere ahigher ~~financial~~by ~~institution. At certain times~~$157,245 ~~the~~as ~~Company's~~compared ~~cash balances exceed~~ to the ~~federally~~previous ~~insured amounts~~year. ~~The Company has not experienced losses relating to its cash.~~

~~NOTE~~Line 7.6 ~~Preferred~~- ~~Shares~~This is due to a timing difference.

~~The~~Line ~~Company~~7 ~~purchased an option to participate with Argosy Energy International, in 101 kilometers of newly~~-~~acquired~~ 2DThe ~~seismic,~~Company ~~and~~reports a ~~continuing~~favorable ~~option~~change ~~to participate on a joint venture basis~~ in ~~wells~~other toincome ~~be drilled after seismic processing~~ and ~~interpretation~~ expenses onof ~~their Rio Magdelena Association Contract comprising 58~~$2,~~546 hectares (144~~962,~~600~~589 ~~acres) situated~~ in the ~~Upper~~current ~~Magdelena River region~~period. The ~~option~~detail explaining ~~was~~ this ~~purchased~~increase onis ~~September~~shown ~~25,~~on ~~2003~~lines ~~and~~8 ~~the~~through ~~price~~11 ~~was $1,000,000 USD paid in preferred shares~~below.

~~NOTE~~Line 8. ~~Going~~- ~~Concern~~There was a slight decrease in other income of $22.

Line 9 - The ~~Company's~~acquisition ~~financial~~financing ~~statements~~for ~~are~~the ~~prepared~~Short ~~using generally~~Junction ~~accepted~~Field ~~accounting~~required that ~~principles~~certain ~~applicable~~hedges tobe aput ~~going~~in ~~concern,~~place ~~which contemplates~~during the ~~realization~~term of ~~assets~~the ~~and~~loan. ~~liquidation~~These hedges ofare ~~liabilities~~marked into ~~the normal~~market ~~course~~every ofreporting ~~business. However~~period, the ~~Company~~outcome ~~does not have significant cash~~of or which ~~other~~resulted ~~material~~in ~~assets,~~a ~~and~~current isperiod inloss ~~default~~ of ~~its office leases~~$649,615 ~~which~~during ~~raises~~the first ~~substantial~~ quarter ~~doubt~~of ~~about~~2008 ~~its~~due ~~ability~~ to ~~continue~~the asincrease ain ~~going~~the ~~concern.~~price of oil.

~~NOTE~~Line 9.10 ~~Notes~~- ~~Payable~~Interest expense increased by $79,169 due to higher interest rates.

~~The Company is currently in default on a note payable in the amount of $281,458 as of September 30, 2003. The Company has negotiated a settlement agreement with the debtor.~~ 11

10EnDevCo, Inc. and Subsidiaries March 31, 2009

~~ENDEVCO,~~ITEM ~~INC~~2. MANAGEMENT'S DISCUSSION AND ~~SUBSIDIARIES~~ANALYSIS OF FINANCIAL CONDITION AND ~~September~~ RESULTS ~~30,~~OF ~~2003~~OPERATIONS (cont)

ITEMLIQUIDITY 2. MANAGEMENT'S DISCUSSION AND ANALYSISCAPITAL OF FINANCIAL CONDITION AND RESULTS OF OPERATIONSRESOURCES

This report, including Management's Discussion and Analysis of Financial Condition and Results of Operations, includes certain forward-looking statements. The forward-looking statements reflect the Company's expectations, objectives and goals with respect to future events and financial performance. They are based on assumptions and estimates, which the Company believes are reasonable. However, actual results could differ materially from anticipated results. Important factors that may impact actual results include, but are not limited to, commodity prices, political developments, market and economic conditions, industry competition, the weather, changes in financial markets and changing legislation and regulations. The forward-looking statements contained in this report are intended to qualify for the safe harbor provisions of Section 21E of the Securities Exchange Act of 1934, as amended. The notes to Consolidated Financial Statements sections contain information that is pertinent to the following analysis.

Sources and Uses of Cash		Nine Months Ended September 30,
		2008	2007

Net cash provided by/(used in)
	Operating activities	$ (288,504)	$ (36,647)
	Investing activities	631	--
	Financing activities	258,878	35,720
Increase/(decrease) in cash and cash equivalents		$ (28,995)	$ (927)
		==========	==========
Cash and cash equivalents		$ 17,396	$ 208
		==========	==========

~~GENERAL~~Cash ~~COMMENTS~~Flow ONfrom ~~BUSINESS~~Operating ~~PLAN - EnDevCo, Inc. --- Energy and Development~~Activities

~~The Board of Directors have passed a unaminous resolution~~2009 toCash ~~change~~used ~~the~~by ~~name~~operating ofactivities ~~the~~totaled ~~Corporation to become EnDevCo~~$288,504 ~~Inc~~during 2009. ~~The~~This ~~shareholders~~represents ~~approved~~a ~~the~~negative ~~name~~variance ~~change~~of ~~at the Annual Meeting held on September 12~~$251,857 ~~2003.~~over ~~The new~~the ~~ticker~~same ~~symbol~~quarter isin ~~"ENDE"~~2008.

~~EnDevCo, Inc., a shortened version of the~~2008 ~~Energy~~ Cash ~~and~~used ~~Development~~by ~~Company, establishes~~operating ~~an identity that is consistent with the business development~~ activities ~~currently~~totaled underway to revitalize the Corporation. The Company is involved in several energy related development projects that transcend the traditional business scope of oil and gas exploration and production. These activities include the possible development of an industrial free trade zone in the Republic of Congo that includes aspects of traditional offshore natural gas drilling and production$36,647 ~~natural~~during gas storage, oil and condensate production for export, LPG production and bottling, large scale electrical power generation and development and administration of an industrial park that includes a wide variety of possible industrial plants and services2008. Additionally, the Company is investigating investment in the development of new technologies for the enhancement of oil and gas production, utilizing that technology to gain leverage in the purchase of domestic natural gas production. The Company intends to pursue the development of natural gas fired power plants both in domestic and international venues.

~~This~~Cash ~~new~~Flow ~~corporate~~from ~~identity and~~Investing ~~our wide variety of activities is better described to new investors as the Energy and Development Company, EnDevCo, Inc.~~Activities

~~Power~~2009 The ~~Development~~Company acquired oil and gas property during 2009 in the amount of $631.

~~The Company intends to pursue the development of power~~2008 projects in both domestic and international venues. As a result of the downturn in the world economy and in the wake of severe financial results of most sectors of the power industry in the United States, the business model for this industry is currently undergoing a transformation. The Company isdid ~~currently~~not ~~monitoring several~~purchase ~~new~~any ~~opportunities~~oil and ~~has~~gas ~~identified~~property ~~qualified~~during ~~individuals that will be hired at an appropriate time to identify and pursue power development projects. The Company continues to believe that~~ the ~~long-term~~first ~~need for new power plants~~quarter will be significant, particularly as the national economy recovers and older, less efficient generating assets need to be replaced. Currently, the Company does not anticipate any near term positive economic impact from this sector of ~~our~~ ~~business~~2008.

~~Industrial Free Trade Zone (IFTZ), Republic of Congo -~~12

~~The~~EnDevCo, ~~Company is currently conducting a "Feasibility Study for Gas Utilization for the IFTZ" (NOTE 3 to the Financial Statements)~~Inc. Elements of this feasibility study relate to the development of a large natural gas fired power plant to provide electricity for the development of industrial users in the IFTZ. While this study is not yet complete and ~~the overall scope and~~Subsidiaries ~~economic~~ March ~~feasibility of this project is not yet demonstrated~~31, if the project is utimately deemed commercial and is acceptable to the government of the Republic of Congo, the Company will pursue development of this power plant in conjunction with other aspects of the IFTZ project. 2009

~~Oil~~ITEM ~~and~~2. ~~Gas~~MANAGEMENT'S ~~Exploration~~DISCUSSION ~~and~~AND ANALYSIS OF FINANCIAL CONDITION AND ~~Development~~ RESULTS OF OPERATIONS (cont)

~~The~~LIQUIDITY ~~Company's~~AND ~~management~~CAPITAL ~~has~~RESOURCES ~~been working diligently to identify several oil and gas exploration and development opportunities in the Gulf of Mexico, Gulf of Guinea and on shore North and South America.~~ (cont)

~~Energy~~Cash ~~Technology~~Flow ~~Development~~from Financing Activities

~~Development and implementation of new energy~~2009 ~~technologies~~ The ~~will become a key area of new business focus for the~~ Company. ~~The identification~~increased ofits ~~and~~note ~~early~~payable ~~participation in the implementation of these types of technologies opens several avenues~~ for ~~potential revenue generation and profits. In some instances,~~ the ~~technology~~Short ~~can~~Junction beField ~~manufactured and sold to end users once the market accepts the technology. In other instances, the technology might provide a unique competitive advantage which can be succesfully leveraged~~ by ~~the Company in the acquisition and development of existing energy projects. Initially~~$258, ~~the Company will limit its scope of investigation to those technologies that directly compliment the oil and gas, and power industries~~878.

112008 The Company increased its note payable for the Short Junction Field by $35,720.

~~ENDEVCO,~~Directors ~~INC.~~and ~~AND~~Officers ~~SUBSIDIARIES September 30, 2003~~Compensation

~~ITEM~~The 2Company currently has nominal cash reserves and cash flow from operations. Until ~~MANAGEMENT'S~~such ~~DISCUSSION~~time ~~AND~~as ~~ANALYSIS~~the OFfinancial condition of the Company improves, the Company's ~~FINANCIAL~~ Directors ~~CONDITION~~and ~~AND~~Officers ~~RESULTS~~have OFagreed ~~OPERATIONS~~to ~~(cont~~have their salaries and fees accrued.)

~~RESULTS~~Project OFDevelopment ~~OPERATIONS~~Guidelines

~~This~~In ~~report,~~recognition ~~including Management's Discussion and Analysis~~ of ~~Financial~~the ~~Condition~~status ~~and Results~~ of ~~Operations,~~current ~~includes~~financial ~~certain forward-looking~~resources ~~statements.~~available ~~The~~to ~~forward-looking statements reflect~~ the ~~Company's~~ ~~expectations~~ Company, ~~objectives~~executive ~~and~~management ~~goals~~is ~~with~~committed ~~respect~~ to ~~future~~identifying ~~events~~ and ~~financial performance.~~implementing ~~They are based on assumptions and estimates, which the Company~~projects ~~believes~~ that ~~are~~can ~~reasonable.~~be ~~However,~~primarily ~~actual~~project ~~results could differ materially from anticipated results~~financed. ~~Important~~This ~~factors~~strategy ~~that~~reduces ~~may~~financial ~~impact actual results include,~~risk ~~but are not limited~~ to, ~~commodity~~the ~~prices~~Company, ~~political~~but ~~developments,~~necessarily ~~market~~adds ~~and economic~~additional ~~conditions,~~lead ~~industry~~time ~~competition,~~before ~~the~~projects ~~weather, changes in financial~~can ~~markets~~ be ~~and~~secured ~~changing legislation~~ and ~~regulations.~~announced ~~The forward-looking statements contained in this report are intended~~ to ~~qualify for~~ the ~~safe harbor provisions of Section 21E of the Securities Exchange Act of 1934, as amended~~shareholders. ~~The notes to Consolidated Financial Statements sections contain information that is pertinent to the following analysis.~~

~~NINE~~There ~~MONTHS~~are ~~ENDED~~no ~~SEPTEMBER~~assurances, 30however, ~~2003~~that ~~COMPARED~~the TOCompany ~~NINE~~will be able to identify ~~MONTHS~~ and ~~ENDED~~implement ~~SEPTEMBER~~financing ~~30,~~to ~~2002~~develop its projects or that it will be able to generate sufficient revenue growth and improvements in working capital.

~~Revenues~~The ~~-During~~Company intends to raise working capital through the ~~period~~sale ~~reported,~~of its Common ~~Revenues~~ stock. ~~increased~~No assurance can be given that funds will be available from ~~zero~~any tosource when ~~$40~~needed by the Company or,~~499~~ if available upon terms and conditions reasonably acceptable to the Company.

~~This~~The ~~increase~~Company is ~~due~~exploring todebt ~~consulting fees~~ and ~~the~~equity ~~proper accounting treatment of royalty income~~financing.

~~Costs and Expenses -During the period reported, Expenses increased from $3,674,184 to $6,711,470, an increase of $ of $3,037,286~~13

~~"General and Administrative Expense" decreased from $3~~EnDevCo,~~321,766~~ ~~in 2002 to $117,382 in 2003~~Inc. ~~This~~and ~~decrease~~Subsidiaries March ~~of $3~~31,~~204,384~~ ~~is primarily the result of the Company's efforts to keep overhead as low as possible.~~ 2009

"SalariesITEM and wages paid in stock" decreased from $187,667 for 2002 to $72,500 in 20033. This decreaseCONTROLS isAND due to lower personnel expenses instituted by management. PROCEDURES

~~"Other~~As ~~Expenses~~required ~~Paid~~by inRule ~~Stock"~~13a-15(b), ~~decreased~~Company's executive management, including the ~~from~~ Chief ~~$27~~Executive Officer,~~923~~ inChief ~~2002~~Operating toOfficer ~~zero~~and Chief Financial Officer, conducted an evaluation as of the end of the period covered by this report, of the effectiveness of the Company's disclosure controls and procedures as defined in ~~2003~~Exchange Act Rule 13a-15(e). ~~This~~Based ~~decrease~~on isthat evaluation, the ~~result~~Chief Executive Officer, Chief Operating Officer and Chief Financial Officer concluded that the Company's disclosure controls and procedures were effective as of the end of the period covered by this report. As required by Rule 13a-15(d), the Company's ~~efforts~~executive management, including the Chief Executive Officer, Chief Operating Officer and Chief Financial Officer, also conducted an evaluation of the Company's internal control over financial reporting to ~~keep~~determine ~~overhead~~whether any aschanges ~~low~~occurred asduring ~~possible~~the period covered by this report that have materially affected, or are reasonably likely to materially affect, the Company's internal control over financial reporting. Based on that evaluation, there has been no such change during the period covered by this report.

~~The~~PART ~~negative~~II ~~judgment~~- ~~relating~~OTHER toINFORMATION ~~Yemen Block 20 resulted in the recognition of an expense portion of the judgment in the amount of $2,134,212. The remainder of the award had been previously recorded as cash calls payable.~~

AsITEM ~~a result of the negative judgment relating toYemen Block 20, "Impairment Loss on Assets" increased from zero in 2002 to $4,368,377 in 2003~~1. LEGAL PROCEEDINGS

~~"Depreciation~~Legal ~~expense"~~Proceedings ~~decreased~~for ~~from $120,000~~the inQuarter ~~2002~~ended toMarch ~~zero in~~31, ~~2003 due to abandonment of assets during 2002.~~ 2009:

As aof ~~result~~June of1, 2007, the ~~unfavorable~~law ~~judgment~~firm ~~relating~~of ~~to Pace~~Phillips ~~Global~~& ~~Energy Services~~Akers, ~~"Interest~~P.C. ~~expense~~("A&P"), are ~~increased~~the ~~from $16,828~~attorneys inof ~~2002~~record tofor ~~$18,999~~the Company in ~~2003~~a case styled: Cause No: 2006-34662; Farzad Askari v. EnDevCo, Inc.

~~Other~~Mr. ~~Income~~Askari ~~and~~filed ~~Expenses~~a -breach ~~"Interest~~of contract case claiming the Company (the Defendant) ~~Income"~~ had ~~decreased~~not ~~from~~paid ~~$13,640~~Mr. Askari (the Plaintiff) for work he did as an alleged consultant in 2002 tofor ~~$4,397~~John inW. ~~2003~~Adair and Adair International Oil & Gas, Inc. The Company believed that Mr. Askari was never a ~~decrease~~consultant offor ~~$9,243~~the Company and never performed any work for the Company and therefore was not entitled to receive any compensation from the Company.

~~This~~The ~~decrease~~case iswent ~~due~~ to atrial ~~reduced~~and ~~interest~~the ~~rate~~jury's ~~earned~~verdict was that Mr. Askari was not entitled to any compensation and that judgment was entered on ~~the~~January ~~"Investment~~11, -2008. ~~Letter~~All of Mr. ~~Credit~~Askari's onpost ~~Deposit"~~trial motions to date have been unsuccessful; however, he filed notice of appeal. Appellate briefs have been filed by both parties and oral arguments are to be heard on May 7, 2009 by the 14th Court of Appeals.

~~"Other~~A&P ~~Income"~~are ~~increased~~the ~~from~~attorneys ~~zero~~of inrecord ~~2002~~for tothe ~~$4,455,653~~Company in ~~2003.~~a ~~This~~case styled: Cause ~~increase~~No: isCJ ~~due~~07 to1859 ~~the~~L; ~~negotiated~~Basic ~~release~~Energy ofServices, ~~the~~LP ~~Yemen~~v. ~~Block~~EnDevCo 20Eureka, ~~judgment~~LLC. et al.

~~"Other~~Basic ~~Expense"~~Energy ~~(Preferred~~Services ~~Shares~~has ~~Issued)~~filed a breach of contract case claiming EnDevCo ~~increased~~Eureka, ~~from~~LLC ~~zero~~(the inDefendant) ~~2002~~has tonot paid for goods and services, totaling $1,~~007~~315,~~472 in~~910, ~~2003~~that are in dispute between the parties. ~~This~~Following ~~increase~~a isreview ~~due~~of toall disputed invoices, the ~~payment~~Company ofsigned ~~proxy~~a ~~fight~~settlement ~~expenses~~agreement on July 07, 2008 with the ~~previous~~Plaintiff. ~~unpaid~~The ~~Adair~~Company ~~Exploration~~has ~~expenses,~~paid ~~and~~60 ~~current~~percent ~~Board~~ of ~~Directors~~the settlement amount, but remains ~~fees~~in ~~for~~default ~~previous~~until ~~periods.~~the remaining balance is paid.

12As of May 15, 2008, A&P and J. John Hager, are the attorneys of record for the Company in a case styled: Cause No: CIV-08-0395-HE; KAL Drilling Inc. v. EnDevCo Eureka, LLC. et al.

~~ENDEVCO~~KAL Drilling has filed a breach of contract case claiming EnDevCo Eureka, ~~INC~~LLC (the Defendant) has not paid for goods and services that are in dispute between the parties. ~~AND~~The ~~SUBSIDIARIES~~Company has denied all of Plaintiff's allegations and filed ~~September~~ a 30counterclaim against the Plaintiff on May 15, ~~2003~~2008 for breach of contract, misrepresentations, fraud, negligence and gross negligence.

~~ITEM~~The 2Company is a party to various claims, but is not a party to any other litigation at this time. ~~MANAGEMENT'S~~Although ~~DISCUSSION~~no ~~AND~~assurances ~~ANALYSIS~~can OFbe given, the Company believes based ~~FINANCIAL~~ on ~~CONDITION~~its ~~AND~~experience ~~RESULTS~~to OFdate, ~~OPERATIONS~~that ~~(cont~~the ultimate resolution of such items, individually or in the aggregate, would not have a material adverse impact on the Company's financial position or results of operations.)

~~LIQUIDITY AND CAPITAL RESOURCES~~14

~~Directors~~EnDevCo, Inc. and ~~Officers~~Subsidiaries ~~Compensation~~ March 31, 2009

~~The~~ITEM ~~Company currently has nominal cash reserves and no cash flow from operations~~2. ~~Until~~CHANGES ~~such~~IN ~~time~~SECURITIES as the financial condition of the Company improves, the Company's Directors and Officers have agreed to manage the Company by receiving payment in "Series A" Preferred stock in lieu of cash considerationNone.

~~Project~~ITEM ~~Development~~3. ~~Guidelines~~DEFAULTS UPON SENIOR SECURITIES On April 9, 2008, GasRock delivered to the Company a Notice of Events of Default and Unmatured Events of Default ("Default Notice") under the Credit Agreement. Due to these claimed Events of Default, interest under the Credit Agreement began accruing at the Default Rate of 15% and 100% of EnDevCo's Net Revenues were applied to Debt Service and other Obligations as of April 9, 2008. On April 16, 2008, GasRock delivered to the Company a Notice of Acceleration ("Acceleration Notice") under the Notes due to the continuing claimed Events of Default under the Credit Agreement. The Acceleration Notice declared the amounts due under the Note to be accelerated and due and owing in full as of April 16, 2008.

InOn ~~recognition~~July of22, 2008, GasRock, Eureka and Alliance Energy Corporation ("Alliance", and together with Eureka, the ~~status~~"Borrowers"), entered ofinto ~~current~~that ~~financial~~certain Limited Forbearance Agreement, pursuant to which GasRock ~~resources~~ agreed, ~~available~~subject to the ~~Company~~terms thereof, ~~executive~~to ~~management~~forbear isfrom ~~committed~~pursuing toremedies under ~~identifying~~ the Credit Agreement and ~~implementing~~Notes ~~projects~~in ~~that~~respect ~~can~~of bethe ~~primarily~~Events ~~project~~of ~~financed. This~~Default ~~strategy~~claimed ~~reduces~~as of ~~financial~~that ~~risk~~same todate until the ~~Company~~earlier of (i) November 15, ~~but~~2008 ~~necessarily~~and ~~adds~~(ii) the date that GasRock gives Eureka notice of any additional ~~lead~~payment ~~time~~default ~~before~~under ~~projects~~the Credit ~~can~~Agreement. beAlliance ~~secured~~is controlled by the Company's CEO and ~~announced~~is a guarantor of the Eureka Obligations under the Credit Agreement. GasRock is also a lender to Alliance under an Advancing Term Credit Agreement (the "Alliance Credit ~~shareholders~~ Agreement", and together with the Credit Agreement, the "Credit Agreements".

~~There~~The ~~are no assurances~~Forbearance, ~~however,~~is ~~that~~subject ~~the Company will be able~~ to ~~identify~~the ~~and~~following ~~implement~~conditions ~~financing~~ to ~~develop its projects or that it will~~ be ~~able~~fulfilled: ~~to generate sufficient revenue growth and improvements in working capital.~~

As1) noOn ~~revenue~~or isbefore ~~currently~~November ~~generated~~15, ~~from operations~~2008, (i) the Borrowers must repay all Obligations ~~Company~~ (as ~~will~~defined ~~have~~in tothe ~~raise~~Credit ~~additional~~Agreements) ~~working~~or ~~capital~~(ii) ~~through~~EnDevCo ~~the~~must ~~sale~~have ofentered ~~its~~an agreement ~~Common~~ for ~~stock.~~the Nofull ~~assurance~~or ~~can~~partial besale ~~given~~of ~~that~~the ~~funds~~Short ~~will~~Junction beField, ~~available~~the ~~from~~proceeds ~~any~~of which ~~source~~ would ~~when~~fully ~~needed~~repay by the ~~Company~~Obligations ~~or,~~owing ifunder ~~available~~the ~~upon~~Credit ~~terms~~Agreements, and ~~conditions~~such ~~reasonably~~ sale ~~acceptable~~shall toclose and repayment of the ~~Company.~~Obligations shall be made by December 31, 2008;

~~ITEM~~2) 3If the Obligations are not repaid by November 15, 2008, EnDevCo must assign a 5.0% ~~CONTROLS~~net ~~AND~~profits interest in the Short Junction Field to GasRock, effective ~~PROCEDURES~~ as of November 1, 2008. The form of this assignment and the potential assignments discussed in paragraph 3, below, will be substantially in the form of the Conveyance of Net Profits Overriding Royalty Interests, attached as Exhibit A to the Forbearance Agreement;

~~As required by Rule 13a-15(b~~3), ~~Company's~~If ~~executive management, including~~ the ~~Chief~~Obligations ~~Executive~~are ~~Officer,~~not ~~Chief~~repaid ~~Operating~~by ~~Officer~~December ~~and Chief Financial Officer~~15, ~~conducted an evaluation as of the end of the period covered by this report~~2008, ofEnDevCo ~~the~~must ~~effectiveness of the Company's disclosure controls and procedures~~assign asan ~~defined~~additional ~~in Exchange Act Rule 13a-15(e)~~1.0% ~~Based~~net onprofits ~~that~~interest ~~evaluation,~~in the ~~Chief Executive~~Short ~~Officer,~~Junction ~~Chief~~Field ~~Operating~~to ~~Officer and Chief Financial Officer concluded~~GasRock, ~~that the Company's disclosure controls and procedures were~~ effective as of ~~the end~~December ~~of the period covered by this report. As required by Rule 13a-15(d)~~1, ~~the Company's executive management~~2008, ~~including the Chief Executive Officer, Chief Operating Officer~~ and ~~Chief~~will ~~Financial~~assign ~~Officer,~~to ~~also~~GasRock ~~conducted~~ an ~~evaluation~~additional 1.0% ofnet ~~the~~profits ~~Company's~~interest ~~internal~~each ~~control~~subsequent ~~over~~month ~~financial~~if ~~reporting to determine whether any changes occurred during~~ the ~~period~~Obligations ~~covered~~are bynot ~~this report that have materially~~repaid ~~affected,~~by ~~or are reasonably likely to materially affect,~~ the ~~Company's~~15th ~~internal control~~of ~~over financial reporting. Based on that evaluation, there has been no~~ such ~~change during the period covered by this report.~~ month;

134) EnDevCo shall escrow one 5% net profits interest conveyance and five 1% net profits interest conveyances to ensure it's delivery of any potential obligations under paragraphs 2 and 3, above;

~~ENDEVCO~~5) Any and all Net Proceeds (as defined in the Forbearance Agreement) from any equity issuance, ~~INC.~~refinancing, ~~AND~~or ~~SUBSIDIARIES~~asset sale will be applied first to outstanding ~~September~~ fees 30and expenses of GasRock, ~~2003~~second to the accrued and unpaid interest on the Notes, and third to the outstanding principal balances on the Notes; and

~~PART~~6) IIThe -Borrowers ~~OTHER~~must ~~INFORMATION~~ensure that its hydrocarbon purchasers make payments relating to any of GasRock's overriding royalty interests in the Short Junction Field directly to GasRock.

ITEM 14. ~~LEGAL~~SUBMISSION ~~PROCEEDINGS~~OF MATTERS TO A VOTE OF SECURITY HOLDERS None.

ITEM 5. OTHER INFORMATION
None.

LegalITEM Proceedings6. forEXHIBITS theAND NineREPORTS MonthsON EndedFORM September8 30, 2002:-K

Occidental Yemen Sabtain, Inc. and Saba Yemen Oil CompanyLtd. v. Adair Yemen Exploration, Ltd. - Adair Yemen Exploration, Ltd. is a wholly owned subsidiary of the Company. It was named as the Respondent in the matter of Occidental Yemen Sabatain, Inc. (~~"Occidental"~~a) and Saba Yemen Oil Company Ltd. ("Saba") v. Adair Yemen Exploration, Ltd. ("Adair Yemen") in a Request for Arbitration filed with the International Chamber of Commerce in Paris, France on July 10, 2001. The Claimants, Occidental and Saba assert that Adair Yemen breached various agreements to which Occidental, Saba and Adair Yemen are parties and are requesting that Adair Yemen forfeit and reassign their 30% working interest in the project to Occidental and Saba. Exhibits

~~The~~31.1 ~~Company~~Certification ~~received~~by anCEO ~~unfavorable final judgment~~ and ~~notice~~ ofCFO ~~award~~pursuant ~~resulting~~to ~~from~~Section ~~the~~302 ~~Arbitration~~of ~~(NOTE~~Sarbanes-Oxley Act 6 of ~~financial statements)~~2002. ~~This~~ 32.2 ~~unfavorable~~Certification ~~ruling~~by ~~resulted~~CEO inand ~~the~~CFO ~~Company~~pursuant ~~losing~~to anSection ~~asset valued in the~~906 ~~hundreds~~ of ~~million~~Sarbanes-Oxley ofAct ~~dollars. Consequently, as a result~~ of ~~the unfavorable ruling, the Company's managment negotiated the aforementioned settlement agreement with Occidental~~2002.

Adair International Oil & Gas, Inc. vs. John W. Adair, Jalal Alghani and Vivian Quintero vs. Adair International Oil & Gas, Inc., etal - Cause No. 2001-63909, 55th District Court, Harris County, Texas. The Company's claims in the suit against John W. Adair (~~"Adair"~~b)~~, Jalal~~ ~~Alghani~~Reports ("Alghani") and Vivian Llerena Quintero ("Quintero") involve allegations of fraud, conspiracy and breach of fiduciary duties owed to the Company by Mr. Adair and Mr. Alghani while they were officers and directors of the Company prior to their removal from the AIGI Board of Directors at the Company's annual shareholders meeting on ~~August~~Form ~~5, 2002. The Company's claims in the suit against~~8-K ~~Ms. Quintero involve allegations of fraud, conspiracy and breach of fiduciary~~ ~~duties while she was employed by the Company as office manager and personal assistant to Mr~~None.~~Adair~~ ~~when he was Chairman and CEO of the Company.~~

After the Company's claims were filed in the suit, Mr. Adair, Mr. Alghani and Ms. Quintero filed "counter claims" against the Company on November 9, 2002 alleging standing to sue as shareholders of the Company. Mr. Adair, Mr. Alghani and Ms. Quintero also filed the above described "counter claims" against Richard G. Boyce, Larry Swift, Gene Ackerman, David Crandall, Chris A. Dittmar, John A. Brush, Charles R. Close, and Shareholders Committed to Restoring Equity Group, Inc. ("SCORE"). 15

~~The~~In ~~Company~~accordance onwith ~~August 23 and September 4, 2003 filed an amended petition adding~~ the ~~additional~~requirements ~~Defendants~~of ~~Chase~~Section ~~Mellon~~13 Shareholder Services, Inc., Mellon Investor Services, LLC, U.S. Stock Transfer Corporation, Union Securites, Ltd., Merrill, Lynch, Pierce, Fenner & Smith, Inc., Tatiana Roa, Braden, Bennick, Goldstein, Gazaway, & Co., Jack Sisk & Co, Jackson & Rhodes, P.C., John W. Adair, Jalal Alghani and Vivian Llerena Quintero and their co-conspirators, jointly and severally, and in favor of ~~Adair~~15(d) ~~International~~of ~~Oil~~the &Exchange ~~Gas~~Act, ~~Inc.~~the ~~for~~Registrant ~~the~~has ~~sum~~caused ofthis upreport to ~~five~~be ~~hundred~~signed ~~million~~on ~~dollars ($ 500,000,000)~~its inbehalf ~~actual damages and punitive damages against each of said Defendants as assessed~~ by the ~~jury~~undersigned, ~~and~~thereunto ~~for~~duly ~~such~~authorized, ~~other~~on ~~and~~May ~~further~~20, ~~relief to which AIGI may show to be justly entitled~~2009.

~~Although some discovery in this case was secured before the change of control of the Company occurred as a result of the Annual Shareholders Meeting on August 5~~ENDEVCO, ~~2002, there has been no further formal discovery to date other than the Company and Mr~~INC. ~~Boyce's responses to requested~~ ~~discovery. The Company will continue to vigorously pursue this complex case.~~

~~The~~CHRIS ~~Company is a party to various claims and litigation~~A. ~~Although~~ ~~no assurances can be given, the Company believes, based on its~~DITTMAR ~~experience~~ CHRIS toA. ~~date, that the ultimate resolution of such items, individually or~~DITTMAR in CHIEF ~~the~~EXECUTIVE ~~aggregate,~~OFFICER ~~could~~AND ~~have a material adverse impact on the Company's financial position or results of operations.~~DIRECTOR

~~ITEM~~RICHARD 2G. ~~CHANGES~~BOYCE RICHARD ING. ~~SECURITIES~~BOYCE ~~None.~~ CHIEF OPERATING OFFICER AND DIRECTOR

~~ITEM~~JOSEPH 3.LESSARD JOSEPH ~~DEFAULTS~~LESSARD CHIEF ~~UPON~~FINANCIAL ~~SENIOR SECURITIES None.~~OFFICER

14JOHN A. BRUSH JOHN A. BRUSH NON-EXECUTIVE DIRECTOR

~~ENDEVCO,~~FREDERICK ~~INC.~~CEDOZ FREDERICK ~~AND~~CEDOZ NON-EXECUTIVE ~~SUBSIDIARIES~~DIRECTOR ~~September~~ CHARLES ~~30,~~R. ~~2003~~CLOSE CHARLES R. CLOSE NON-EXECUTIVE DIRECTOR

~~PART II - OTHER INFORMATION~~16

~~ITEM~~EnDevCo, 4Inc. ~~SUBMISSION~~and ~~OF MATTERS~~Subsidiaries TO March A31, ~~VOTE OF SECURITY HOLDERS~~ 2009

~~The~~EXHIBIT ~~Company filed Definitive Proxy Materials with the Securities and Exchange Commission on August 14, 2003~~31. ~~The Notice Date of this~~1 ~~Proxy Statement is August 18, 2003. Proxy materials including the Proxy~~ ~~Statement, Proxy Ballot Card and the 2002 Form 10K were mailed to all shareholders of record on or about August 18.~~

~~The~~CERTIFICATION ~~Board~~OF ofCHIEF ~~Directors~~EXECUTIVE ofOFFICER ~~the~~PURSUANT ~~Company~~TO ~~fixed~~RULE the close of business on August 1, 2003 as the record date for the determination of shareholders entitled to notice and to vote at the Annual Meeting. As of August 1, 2003, the Corporation had 150,000,000 outstanding shares of Common stock entitled to vote and 1,571,282 shares of "Series 13A-14(A") ~~Preferred~~OR ~~stock entitled to~~15D-14(A) ~~vote.~~ UNDER InTHE ~~order~~SECURITIES ~~for~~EXCHANGE ~~shares~~ACT toOF be1934 ~~voted, they must have been held as of the record date.~~

~~The~~In ~~Board~~connection ofwith ~~Directors~~the ~~fixed~~Quarterly ~~Friday~~Report of EnDevCo, ~~September~~Inc. 12(the "Company") on Form 10Q (the "Report") for the quarter ended June 30, ~~2003~~2008 (the "Reporting Period"), as filed with the Securities Exchange Commission on the date ~~for~~hereof under the ~~Annual~~Securities ~~Meeting~~Exchange Act of ~~Shareholders~~1934, ~~which~~as ~~was~~amended ~~convened~~(the at"Exchange ~~3000~~Act"), ~~Richmond~~ the ~~Avenue~~undersigned, ~~Third~~Chris ~~Floor~~A. ~~Conference Room~~Dittmar, ~~Houston,~~Chief ~~Texas~~Executive ~~77098~~Officer atof ~~9:00~~the ~~A.M.~~Company, certifies ~~local~~ pursuant ~~time.~~to Rule 13a-14(a) or 15d-14(a) under the Exchange Act that:

~~The~~1. I ~~Items~~have ofreviewed ~~Business brought before~~ the ~~shareholders~~Report. ~~for consideration and were approved:~~

~~Amend~~2. Based on my knowledge, the ~~bylaws~~Report does not contain any untrue statement of ~~the~~a ~~Corporation~~material fact or omit to ~~expand~~state ~~the~~a ~~Board~~material fact necessary to make the statements made, in light of ~~Directors~~the tocircumstances ~~Five~~under ~~(5)~~which ~~Members.~~they are made, not misleading with respect to the Reporting Period.

~~Amend~~3. Based on my knowledge, the ~~bylaws~~consolidated offinancial statements and other financial information included in the ~~Corporation~~Report tofairly ~~establish~~present ~~staggered~~in all ~~terms~~ material respects the financial condition, results of ~~office~~operations and cash flows of the ~~Board~~Company as of ~~Director~~the ~~Members~~date and for the periods reported therein.

~~Elect~~4. The ~~five~~Company's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (5as defined in Rule 13a-15(e) ~~members~~and to15d-15(e) under the ~~Board~~Exchange ofAct) ~~Directors,~~for ~~two~~the Company and internal control over financial reporting (2as defined in Rule 13a-15(f) and 15d-15(f) under the Exchange Act) for the Company, and we have: (a) ~~term~~designed ofthose ~~three~~disclosure ~~years~~controls and procedures, or ~~two~~caused them to be designed under our supervision, to ensure that material information relating to the Company, including its consolidated subsidiaries, is made known to us by other personnel employed by the Company and its subsidiaries, particularly within the Reporting Period; (2b) ~~for~~designed athose ~~term~~internal controls over financial reporting, or caused them to be designed under our supervision, to provide reasonable assurances regarding the reliability of ~~two~~financial ~~years~~reporting and ~~one~~the ~~(1)~~preparation of financial statements for aexternal ~~term~~purposes ofin ~~one~~accordance ~~year.~~with generally accepted accounting principles;

~~Amend~~ (c) evaluated the ~~Restated~~effectiveness ~~Certificate~~ of ~~Incorporation~~the ofCompany's disclosure controls and procedures and presented in the Report our conclusions ~~Corporation~~ about tothe ~~implement~~effectiveness aof ~~reverse~~those ~~stock~~disclosure ~~split.~~controls and procedures, as of the end of the Reporting Period based on that evaluation; and

~~Amend~~ (d) ~~the~~disclosed ~~Restated~~in ~~Certificate~~the ofReport ~~Incorporation~~any ofchange in the ~~Corporation~~ Company's tointernal ~~expand~~control over financial reporting that occurred during the last ~~purpose~~fiscal ~~for~~quarter ~~which~~of the ~~Corporation~~Reporting Period that has materially affected or is ~~organized.~~reasonably likely to materially affect the Company's internal control over financial reporting.

~~Amend~~5. Based ~~the~~on ~~Restated~~our ~~Certificate~~most ofrecent ~~Incorporation~~evaluation of ~~the~~internal control over ~~Corporation~~ financial reporting, the Company's other certifying officer and I have disclosed to ~~change~~the Company's auditors and the ~~Corporation~~audit committee of the Company's ~~registered~~board ~~address.~~of directors:

~~Ratification~~ (a) ofall significant deficiencies and material weaknesses in the ~~appointment~~design or operation of ~~Clyde~~internal ~~Bailey,~~controls PCover financial reporting as which are reasonably likely to adversely affect the ~~Corporation~~Company's ~~independent~~ability ~~accountants~~to ~~for~~record, process, ~~fiscal~~summarize ~~2003.~~ and report financial information; and

~~ITEM~~ (b) 5.any ~~OTHER~~fraud, ~~INFORMATION~~whether or not material, that involves management or other employees who have a significant role in the Company's internal control over financial reporting.

~~Officer Compensation -~~ On CHRIS ~~September 13, 2003, the Board of Directors approved compensation for several individuals who have assumed roles of management for the Company. As Board members, Chris~~ A. ~~Dittmar and Richard G. Boyce recused~~DITTMAR ~~themselves~~ CHRIS ~~from these deliberations to avoid a potential conflict of interest~~A. ~~Compensation~~ ~~was discussed and set for Mr. Dittmar as Chief Executive~~DITTMAR ~~Officer~~ CHIEF ~~and~~EXECUTIVE ~~Corporate Secretary, Mr. Boyce as Chief~~OFFICER ~~Operating~~ May ~~Officer and Larry Swift as Chief Financial Officer. The salaries are commensurate with the amounts paid to the previous management. Further~~20, ~~the~~2009 Board stipulated, again with Mr. Dittmar and Mr. Boyce recusing themselves in their capacity as Directors, that the Company shall only owe these funds to these individuals in the event that the Corporation either receives funds or regains the ability to issue stock in lieu of cash. Finally, the Board stipulated these individuals will have the option to determine what portion of their compensation they are to receive in cash or stock.

Chris A. Dittmar	56	Chief Executive Officer	$240,000
Richard G. Boyce	49	Chief Operating Officer	$240,000
Larry Swift	49	Chief Financial Officer	$144,000

15EnDevCo, Inc. and Subsidiaries March 31, 2009

~~ENDEVCO~~EXHIBIT 31.2 CERTIFICATION OF CHIEF FINANCIAL OFFICER PURSUANT TO RULE 13A-14(A) OR 15D-14(A) UNDER THE SECURITIES EXCHANGE ACT OF 1934 In connection with the Quarterly Report of EnDevCo, ~~INC~~Inc. ~~AND~~(the ~~SUBSIDIARIES~~"Company") ~~September~~ on Form 10Q (the "Report") for the quarter ended June 30, ~~2003~~2008 (the "Reporting Period"), as filed with the Securities Exchange Commission on the date hereof under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), the undersigned, Joseph Lessard, Chief Financial Officer of the Company, certifies pursuant to Rule 13a-14(a) or 15d-14(a) under the Exchange Act that:

~~PART~~1. I IIhave -reviewed ~~OTHER~~the ~~INFORMATION~~Report.

~~ITEM 6~~2. Based ~~EXHIBITS~~on ~~AND~~my ~~REPORTS~~knowledge, ONthe ~~FORM~~Report 8does not contain any untrue -K statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which they are made, not misleading with respect to the Reporting Period.

~~(a)~~3. Based ~~Exhibits~~on my knowledge, the consolidated financial statements and other financial information included in the Report fairly present in all material respects the financial condition, results of operations and cash flows of the Company as of the date and for the periods reported therein.

314.1 The ~~Certification~~Company's byother ~~CEO~~certifying officer and ~~CFO~~I ~~pursuant~~are toresponsible for ~~Section~~establishing ~~302~~and ofmaintaining ~~Sarbanes~~disclosure controls and procedures (as defined in Rule 13a-~~Oxley~~15(e) and 15d-15(e) under the Exchange Act) for the Company and internal control over financial reporting (as defined in Rule 13a-15(f) and 15d-15(f) under the Exchange Act) for the Company, and we have: (a) designed those disclosure controls and procedures, or caused them to be designed under our supervision, to ensure that material information relating to the Company, including its consolidated subsidiaries, is made known to us by other personnel employed by the Company and its subsidiaries, particularly within the Reporting Period; (b) designed those internal controls over financial reporting, or caused them to be designed under our supervision, to provide reasonable assurances regarding the reliability of ~~2002.~~financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

~~32.2~~ (c) ~~Certification~~evaluated the effectiveness of ~~CEO~~the Company's disclosure controls and ~~CFO~~procedures ~~pursuant~~and topresented ~~Section~~in ~~906~~the Report our conclusions about the effectiveness of ~~Sarbanes-Oxley~~those disclosure controls and procedures, as of the ~~Act~~end of ~~2002.~~the Reporting Period based on that evaluation; and

(bd) ~~Reports~~disclosed onin ~~Form~~the ~~8-K~~Report any change in the Company's internal control over financial reporting that occurred during the last fiscal quarter of the Reporting Period that has materially affected or is reasonably likely to materially affect the Company's internal control over financial reporting.

~~Report~~5. Based ~~filed~~on ~~September~~our 16most recent evaluation of internal control over financial reporting, ~~2003~~the onCompany's other certifying officer and I have disclosed to the ~~Annual~~Company's ~~Shareholder~~auditors ~~Meeting~~and ~~Voting~~the audit committee of the Company's board of ~~Results.~~directors:

~~SIGNATURES~~ (a) all significant deficiencies and material weaknesses in the design or operation of internal controls over financial reporting which are reasonably likely to adversely affect the Company's ability to record, process, summarize and report financial information; and

~~In accordance with the requirements of Section 13 of 15~~ (db) ofany ~~the Exchange Act~~fraud, ~~the~~whether ~~Registrant~~or ~~has~~not ~~caused~~material, ~~this report to be~~that ~~signed~~involves onmanagement ~~its~~or ~~behalf~~other byemployees ~~the~~who ~~undersigned,~~have ~~thereunto~~a ~~duly~~significant ~~authorized,~~role onin ~~November~~the Company's ~~14,~~internal ~~2003~~control over financial reporting.

~~ENDEVCO,~~ JOSEPH ~~INC.~~LESSARD JOSEPH LESSARD CHIEF FINANCIAL OFFICER May 20, 2009

~~/s/ Chris A. Dittmar~~18

~~-----------------------------~~EnDevCo, Inc. and Subsidiaries March 31, 2009

~~Chris~~EXHIBIT A32.1 ~~Dittmar~~

CERTIFICATION OF CHIEF EXECUTIVE OFFICER PURSUANT TO RULE 13A-14(B) OR 15D-14(A) UNDER THE SECURITIES EXCHANGE ACT OF 1934 AND SECTION 1350 OF CHAPTER 63 OF TITLE 18 OF THE UNITED STATES CODE In connection with the Quarterly Report of EnDevCo, Inc. (the "Company") on Form 10Q (the "Report") for the quarter ended June 30, 2008, as filed with the Securities Exchange Commission on the date hereof under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), the undersigned, Chris A. Dittmar, Chief Executive Officer, certifies pursuant to Rule 13a-14(b) or 15d-14(a) under the Securities Exchange Act of 1934 and ~~Director~~Section 1350 of Chapter 63 of Title 18 of the United States Code, that:

~~/s/~~1. The ~~Richard~~Report G.fully ~~Boyce~~complies with the requirements of Section 13(a) or 15(d) of the Exchange Act; and

~~------------------------------~~2. The information contained in the Report fairly presents, in ~~Richard~~all G.material ~~Boyce~~respects, the financial condition and results of operations of the Company as of the date and for the periods reported therein.

~~Chief~~CHRIS ~~Operating~~A. ~~Officer~~DITTMAR CHRIS ~~and~~A. ~~Director~~DITTMAR CHIEF EXECUTIVE OFFICER May 20, 2009

~~/s/ Larry Swift~~19

~~-----------------------------~~EnDevCo, Inc. and Subsidiaries March 31, 2009

~~Larry~~EXHIBIT ~~Swift~~32.2

CERTIFICATION OF CHIEF FINANCIAL OFFICER PURSUANT TO RULE 13A-14(B) OR 15D-14(A) UNDER THE SECURITIES EXCHANGE ACT OF 1934 AND SECTION 1350 OF CHAPTER 63 OF TITLE 18 OF THE UNITED STATES CODE In connection with the Quarterly Report of EnDevCo, Inc. (the "Company") on Form 10Q (the "Report") for the quarter ended June 30, 2008, as filed with the Securities Exchange Commission on the date hereof under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), the undersigned, Joseph Lessard, Chief Financial Officer of the Company, certifies pursuant to Rule 13a-14(b) or 15d-14(a) under the Securities Exchange Act of 1934 and Section 1350 of Chapter 63 of Title 18 of the United States Code, that:

~~John A~~1. The ~~Brush~~Report fully complies with the requirements of Section 13(a) or 15(d) of the Exchange Act; and

~~/s/~~2. The ~~John~~information Acontained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company as of the date and for the periods reported therein. ~~Brush~~

~~----------------------------~~JOSEPH LESSARD JOSEPH LESSARD CHIEF FINANCIAL OFFICER May 20, 2009

~~Non-Executive Director~~20

Charles R. Close

/s/ Charles R. Close

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

Non-Executive Director

E. Barger Miller III

/s/ E. Barger Miller III

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

Chairman and Non-Executive Director

ENDEVCO, INC. AND SUBSIDIARIES September 30, 2003

Exhibit 31.1

SECTION 302 CERTIFICATION

CERTIFICATION

I, Chris A. Dittmar, certify that:

1. I have reviewed this quarterly report on Form 10-QSB of Adair international Oil & Gas, Inc.;

2. Based on my knowledge, this annual report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this annual report;

3. Based on my knowledge, the financial statements, and other financial information included in this annual report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this annual report;

4. The registrant's other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:

a) designed such disclosure controls and procedures to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this annual report is being prepared;

b) evaluated the effectiveness of the registrant's disclosure controls and procedures as of a date within 90 days prior to the filing date of this annual report (the "Evaluation Date"); and

c) presented in this quarterly report our conclusions about the effectiveness of the disclosure controls and procedures based on our evaluation as of the Evaluation Date;

5. The registrant's other certifying officers and I have disclosed, based on our most recent evaluation, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent functions):

a) all significant deficiencies in the design or operation of internal controls which could adversely affect the registrant's ability to record, process, summarize and report financial data and have identified for the registrant's auditors any material weaknesses in internal controls; and

b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal controls; and

6. The registrant's other certifying officers and I have indicated in this quarterly report whether there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.

Date: November 14, 2003

/s/ Chris A. Dittmar

Chief Executive Officer and Director

ENDEVCO, INC. AND SUBSIDIARIES September 30, 2003

CERTIFICATION (cont)

I, Richard G. Boyce, certify that:

1. I have reviewed this quarterly report on Form 10-QSB of Adair international Oil & Gas, Inc.;

b) evaluated the effectiveness of the registrant's disclosure controls and procedures as of a date within 90 days prior to the filing date of this annual report (the "Evaluation Date"); and

c) presented in this annual report our conclusions about the effectiveness of the disclosure controls and procedures based on our evaluation as of the Evaluation Date;

b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal controls; and

6. The registrant's other certifying officers and I have indicated in this annual report whether there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.

Date: November 14, 2003

/s/ Richard G. Boyce

Chief Operating Officer and Director

ENDEVCO, INC. AND SUBSIDIARIES September 30, 2003

CERTIFICATION (cont)

I, Larry Swift, certify that:

1. I have reviewed this quarterly report on Form 10-QSB of Adair international Oil & Gas, Inc.;

b) evaluated the effectiveness of the registrant's disclosure controls and procedures as of a date within 90 days prior to the filing date of this annual report (the "Evaluation Date"); and

c) presented in this annual report our conclusions about the effectiveness of the disclosure controls and procedures based on our evaluation as of the Evaluation Date;

b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal controls; and

Date: November 14, 2003

/s/ Larry Swift

Chief Financial Officer

ENDEVCO, INC. AND SUBSIDIARIES September 30, 2003

CERTIFICATION (cont)

Exhibit 32.2

SECTION 906 CERTIFICATION

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the quarterly report of EnDevCo, Inc. (the "Company") on Form 10-QSB for the quarter ending September 30, 2003, as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Chris A. Dittmar, Chief Executive Officer, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to the best of my knowledge and belief:

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

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

Date: November 14, 2003

/s/ Chris A. Dittmar

Chief Executive Officer

In connection with the quarterly report of EnDevCo, Inc. (the "Company") on Form 10-QSB for the quarter ending September 30, 2003, as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Richard G. Boyce, Chief Operating Officer, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to the best of my knowledge and belief:

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

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

Date: November 14, 2003

/s/ Richard G. Boyce

Chief Operating Officer

In connection with the quarterly report of EnDevCo, Inc. (the "Company") on Form 10-QSB for the quarter ending September 30, 2003, as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Larry Swift, Chief Financial Officer, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to the best of my knowledge and belief:

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

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

Date: November 14, 2003

/s/ Larry Swift

Chief Financial Officer

Filing Compare · ENDEVCO INC