UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

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

the quarterly period ended ~~June~~September 30, 2014

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

For the transition period from _____________to _____________

Commission file number 333-137174

TAMM OIL AND GAS CORP.

(Exact name of small business issuer as specified in its charter)

Nevada	20-3773508
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

Postfach 1014, Zurich, Switzerland

(Address of principal executive offices)

403-680-9441

(Issuer’s telephone number)

N/A

(Former name, former address and former fiscal year, if changed since last report)

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

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes x No o

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.

Larger accelerated filer o	Accelerated filer o
Non-accelerated filer o	Smaller reporting company x

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

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date: 92,582,524 shares outstanding as of ~~August~~October 131, 2014.

Table of Contents

TAMM OIL AND GAS CORP.

TABLE OF CONTENTS

		Page
	Cautionary Statement Concerning Forward-Looking Statements	1
PART I.	FINANCIAL INFORMATION
Item 1.	Financial Statements	2
	Condensed Consolidated Balance Sheets as of June 30, 2014 (unaudited) and March 31, 2014	2
	Condensed Consolidated Balance Sheets as of September 30, 2014 (unaudited) and March 31, 2014	2
	Condensed Consolidated Statements of Operations for the Three Months Ended June 30, 2014 and 2013 (unaudited)	3
	Condensed Consolidated Statements of Operations and Comprehensive Income for the Three and Six Months Ended September 30, 2014 and 2013 (unaudited)	3
	Condensed Consolidated Statements of Cash Flows for the Three Months Ended June 30, 2014 and 2013 (unaudited)	4
	Condensed Consolidated Statements of Cash Flows for the Six Months Ended September 30, 2014 and 2013 (unaudited)	4
	Notes to Condensed Consolidated Financial Statements (unaudited)	5
Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	10
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	13
Item 4T.	Controls and Procedures	13
Item 4.	Controls and Procedures	14
PART II.	OTHER INFORMATION
Item 1.	Legal Proceedings	1415
Item 2.	Recent Sales of Unregistered Securities and Use of Proceeds	1415
Item 3.	Defaults Upon Senior Securities	1415
Item 4.	Mine Safety Disclosures	1415
Item 5.	Other Information	1415
Item 6.	Exhibits	1415
Signatures		16

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Cautionary Statement on Forward-Looking Statements.

The discussion in this Report on Form 10-Q, including the discussion in Item 2 of PART I, contains forward-looking statements that have been made pursuant to the provisions of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements are based on current expectations, estimates and projections about the Company’s business, based on management’s current beliefs and assumptions made by management. Words such as “expects”, “anticipates”, “intends”, believes”, “plans”, “seeks”, “estimates”, and similar expressions or variations of these words are intended to identify such forward-looking statements. Additionally, statements that refer to the Company’s estimated or anticipated future results, sales or marketing strategies, new product development or performance or other non-historical facts are forward-looking and reflect the Company’s current perspective based on existing information. These statements are not guarantees of future performance and are subject to certain risks, uncertainties and assumptions that are difficult to predict. Therefore, actual results and outcomes may differ materially from what is expressed or forecasted in any such forward-looking statements. Such risks and uncertainties include those set forth below in Item 1 as well as previous public filings with the Securities and Exchange Commission. The discussion of the Company’s financial condition and results of operations included in Item 2 of PART I should also be read in conjunction with the financial statements and related notes included in Item 1 of PART I of this quarterly report. These quarterly financial statements do not include all disclosures provided in the annual financial statements and should be read in conjunction with the “Risk Factors” and annual consolidated financial statements and notes thereto included in the Company's Form 10-K for the year ended March 31, 2014 as filed with the Commission on July 10, 2014. The Company undertakes no obligation to update publicly any forward-looking statements, whether as a result of new information, future events or otherwise.

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PART I - FINANCIAL INFORMATION

Item 1. Financial Statements

TAMM OIL AND GAS CORP.

TAMM OIL AND GAS CORP.
CONDENSED CONSOLIDATED BALANCE SHEETS
	June 30,			March 31,
	2014			2014
	(unaudited)
ASSETS
Current assets:
Accounts receivable, related party	$	-		$	-
Other current assets		762			794
Total current assets		762			794
Property, plant and equipment:
Oil sands properties, unevaluated		2,442,726			2,534,483
Total assets	$	2,443,488		$	2,535,277
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable and accrued liabilities	$	436,974		$	436,697
Due to related party		62,329			21,354
Total current liabilities		499,303			458,051
Stockholders' equity:
Preferred stock; $0.001 par value; 1,000,000 shares authorized, none issued and outstanding		-			-
Common stock; $0.001 par value; 750,000,000 shares authorized, 92,582,524 shares issued and outstanding as of June 30, 2014 and March 31, 2014		92,583			92,583
Additional paid in capital		83,288,291			83,288,291
Accumulated deficit		(81,649,769	)		(81,614,269	)
Accumulated other comprehensive Income		213,080			310,621
Total stockholders' equity		1,944,185			2,077,226
Total liabilities and stockholders' equity	$	2,443,488		$	2,535,277

CONDENSED CONSOLIDATED BALANCE SHEETS

	September 30,			March 31,
	2014			2014
	(unaudited)
ASSETS
Current assets:
Other current assets	$	724		$	794
Total current assets		724			794

Property, plant and equipment:
Oil sands properties, unevaluated		2,320,446			2,534,483

Total assets	$	2,321,170		$	2,535,277

LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable and accrued liabilities	$	411,839		$	436,697
Due to related party		109,287			21,354
Total current liabilities		521,126			458,051

Stockholders' equity:
Preferred stock; $0.001 par value; 1,000,000 shares authorized, none issued and outstanding		-			-
Common stock; $0.001 par value; 750,000,000 shares authorized, 92,582,524 shares issued and outstanding as of September 30, 2014 and March 31, 2014		92,583			92,583
Additional paid in capital		83,288,291			83,288,291
Accumulated deficit		(81,673,530	)		(81,614,269	)
Accumulated other comprehensive Income		92,700			310,621
Total stockholders' equity		1,800,044			2,077,226

Total liabilities and stockholders' equity	$	2,321,170		$	2,535,277

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

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TAMM OIL AND GAS CORP

TAMM OIL AND GAS CORP
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(unaudited)
	Three months ended June 30,
	2014			2013
OPERATING EXPENSES:
Selling, general and administrative	$	35,500		$	46,669
Total operating expenses		35,500			46,669
Loss from operations		(35,500	)		(46,669	)
OTHER INCOME (EXPENSE)
Gain (Loss) on settlement of debt		-			31,543
Loss before provision for income taxes		(35,500	)		(15,126	)
Provision for income taxes:
Current		-			-
Deferred		-			-
Total income taxes		-			-
NET LOSS	$	(35,500	)	$	(15,126	)
Net loss per common share (basic and diluted)	$	(0.00	)	$	(0.00	)
Weighted average number of common shares outstanding, basic and diluted		92,582,523			92,582,523
Comprehensive loss:
Net loss	$	(35,500	)	$	(15,126	)
Foreign currency translation (loss) gain		(97,541	)		90,845
Comprehensive income (loss):	$	(133,041	)	$	75,719

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME

(unaudited)

	Three months ended September 30,						Six months ended September 30,
	2014			2013			2014			2013
OPERATING EXPENSES:
Selling, general and administrative	$	23,761		$	15,662		$	59,261		$	62,331
Total operating expenses		23,761			15,662			59,261			62,331

Loss from operations		(23,761	)		(15,662	)		(59,261	)		(62,331	)

OTHER INCOME (EXPENSE)
Gain on settlement of debt		-			-			-			31,543

Loss before provision for income taxes		(23,761	)		(15,662	)		(59,261	)		(30,788	)

Provision for income taxes:
Current		-			-			-			-
Deferred		-			-			-			-
Total income taxes		-			-			-			-

NET LOSS	$	(23,761	)	$	(15,662	)	$	(59,261	)	$	(30,788	)

Net loss per common share (basic and diluted)	$	(0.00	)	$	(0.00	)	$	(0.00	)	$	(0.00	)

Weighted average number of common shares outstanding, basic and diluted		92,582,523			92,582,523			92,582,523			92,582,523

Comprehensive loss:
Net loss	$	(23,761	)	$	(15,662	)	$	(59,261	)	$	(30,788	)
Foreign currency translation (loss) gain		( 120,380	)		(59,705	)		(217,921	)		31,140

Comprehensive income (loss):	$	(144,141	)	$	(75,367	)	$	(277,182	)	$	352

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

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TAMM OIL AND GAS CORP.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(unaudited)
	Three months ended June 30,
	2014			2013
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$	(35,500	)	$	(15,126	)
Adjustments to reconcile net loss to net cash (used in) operating activities:
Non-cash expenses paid by related party on behalf of company		-			21,668
(Loss) gain on settlement of debt		-			(31,543	)
Increase in accounts payable		35,500			25,001
Net cash used in operating activities		-			-
CASH FLOWS FROM INVESTING ACTIVITIES:		-			-
CASH FLOWS FROM FINANCING ACTIVITIES:		-			-
Effect of currency rate change on cash		-			-
Net decrease in cash and cash equivalents		-			-
Cash and cash equivalents at beginning of period		-			-
Cash and cash equivalents at end of period	$	-		$	-
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
Cash paid during the period for interest	$	-		$	-
Cash paid during the period for taxes	$	-		$	-
NONCASH INVESTING AND FINANCING ACTIVITIES:
Purchase of oil and gas properties/non-producing lease rentals by related party on behalf of Company	$	-		$	9,051
Repayment of accounts payable by related party on behalf of the Company	$	40,974		$	-

TAMM OIL AND GAS CORP.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(unaudited)

	Six months ended September 30,
	2014			2013
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$	(59,261	)	$	(30,788	)
Adjustments to reconcile net loss to net cash used in operating activities:
Non-cash expenses paid by related party on behalf of company		-			28,431
Gain on settlement of debt		-			(31,543	)
Changes in operating assets and liabilities:
Increase in accounts payable		59,261			33,900
Net cash used in operating activities		-			-

CASH FLOWS FROM INVESTING ACTIVITIES:		-			-

CASH FLOWS FROM FINANCING ACTIVITIES:		-			-

Effect of currency rate change on cash		-			-

Net decrease in cash and cash equivalents		-			-
Cash and cash equivalents at beginning of period		-			-
Cash and cash equivalents at end of period	$	-		$	-

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
Cash paid during the period for interest	$	-		$	-
Cash paid during the period for taxes	$	-		$	-

NONCASH INVESTING AND FINANCING ACTIVITIES:
Purchase of oil and gas properties/non-producing lease rentals by related party on behalf of Company	$	-		$	9,051
Repayment of accounts payable by related party on behalf of the Company	$	87,933		$	-

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

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TAMM OIL AND GAS CORP.

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

~~JUNE~~SEPTEMBER 30, 2014

NOTE 1 – SIGNIFICANT ACCOUNTING POLICIES

A summary of the significant accounting policies applied in the presentation of the accompanying unaudited condensed consolidated financial statements follows:

General

The interim condensed consolidated financial statements included herein have been prepared by the Company, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) as promulgated in Item 210 of Regulation S-X. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”) have been condensed or omitted pursuant to such SEC rules and regulations.

In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. The results from operations for the three and six month periods ended ~~June~~September 30, 2014, are not necessarily indicative of the results that may be expected for the year ending March 31, 2015. The unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and footnotes thereto for the year ended March 31, 2014, included in the Company’s Form 10-K filed with the SEC on July 10, 2014.

Business and Basis of Presentation

TAMM Oil and Gas Corp., formerly Hola Communications, Inc. (the “Company”) was incorporated under the laws of the State of Nevada on October 10, 2005. The Company was formed to provide wireless broadband access. In October 2007, the Company decided to discontinue its efforts to develop its original business plan in the telecom industry and to re-direct its focus to the oil and gas Industry. In November 2007, the Company created a wholly owned Nevada subsidiary for the purpose of affecting a name change from Hola Communications, Inc. to TAMM Oil and Gas Corporation. To implement its current business plan, significant additional financing will be required and the Company will need to be successful in its efforts to identify, acquire and develop oil and gas reserves that are economically recoverable.

The Company principally devoted to developing oil and gas reserves. To date, the Company, has not generated sales revenues, has incurred expenses and has sustained losses. Consequently, its operations are subject to all the risks inherent in the establishment of a new business enterprise. For the period from inception through ~~June~~September 30, 2014, the Company has accumulated losses of $81,~~649~~673,~~769~~530.

The unaudited condensed consolidated financial statements include the accounts of the Company, including TAMM Oil and Gas Corp., its wholly-owned subsidiary, Union Energy, LLC. All significant intercompany balances and transactions have been eliminated in consolidation.

Revenue Recognition

Revenues from the sale of petroleum and natural gas will be recorded when title passes from the Company to its petroleum and/or natural gas purchaser and collectability is reasonably assured. The Company will begin recording revenue once it is determined there are proved reserves and production commences.

Estimates

The preparation of the financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect certain reported amounts and disclosures. Accordingly, actual results could differ from those estimates.

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TAMM OIL AND GAS CORP.

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

~~JUNE~~SEPTEMBER 30, 2014

Unconventional Oil Sands Properties

Acquisition, exploration and development of oil sands mining activities are capitalized when costs are recoverable and directly result in an identifiable future benefit, following the full cost method of accounting. Improvements that increase capacity or extend the useful lives of assets are capitalized. Maintenance and turnaround costs are expensed as incurred.

Oil sands properties are assessed, at minimum annually, or as economic events dictate, for potential impairment. Impairment is assessed by comparing the estimated net undiscounted future cash flows to the carrying value of the asset. If required, the impairment recorded is the amount by which the carrying value of the asset exceeds its fair value.

Capitalized costs are depleted and depreciated on the unit-of-production method based on the estimated gross proved reserves once determined by the independent petroleum engineers. Depletion and depreciation is calculated using the capitalized costs, including estimated asset retirement costs, plus the estimated future costs to be incurred in developing proved reserves, net of estimated salvage value.

Costs of acquiring and evaluating unproved properties and major development projects are excluded from the depletion and depreciation calculation if and until it is determined whether or not proved reserves can be assigned to such properties. Costs of unproved properties and major development projects are transferred to depletable costs based on the percentage of reserves assigned to each project over the expected total reserves when the project was initiated. These costs are assessed periodically to ascertain whether impairment has occurred.

Depletion and Amortization of Oil and Gas Properties

The Company follows the full cost method of accounting for oil and gas properties. Under this method, all direct costs and certain indirect costs associated with acquisition of properties and successful as well as unsuccessful exploration and development activities are capitalized. Depreciation, depletion, and amortization of capitalized oil and gas properties and estimated future development costs, excluding unproved properties, are based on the unit-of-production method based on proved reserves.

The Company periodically evaluates the carrying value of long-lived assets, including unproved properties, to be held and used in accordance with Accounting Standards Codification subtopic 360-10, Property, Plant and Equipment (“ASC 360-10”). ASC 360-10 requires impairment losses to be recorded on long-lived assets used in operations when indicators of impairment are present and the undiscounted cash flows estimated to be generated by those assets are less than the assets’ carrying amounts. In that event, a loss is recognized based on the amount by which the carrying amount exceeds the fair market value of the long-lived assets. Loss on long-lived assets to be disposed of is determined in a similar manner, except that fair market values are reduced for the cost of disposal.

Foreign Currency Translation

The Company translates the foreign currency financial statements into US Dollars using the year or reporting period end or average exchange rates in accordance with the requirements of Accounting Standards Codification subtopic 830-10, Foreign Currency Matters (“ASC 830-10”). Assets and liabilities of these subsidiaries were translated at exchange rates as of the balance sheet date. Revenues and expenses are translated at average rates in effect for the periods presented. The cumulative translation adjustment is included in the accumulated other comprehensive income (loss) within shareholders’ equity. Foreign currency transaction gains and losses arising from exchange rate fluctuations on transactions denominated in a currency other than the functional currency are included in the consolidated results of operations.

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TAMM OIL AND GAS CORP.

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

~~JUNE~~SEPTEMBER 30, 2014

Functional Currency

The functional currency of the Companies is the Canadian dollar and the unaudited condensed consolidated financial statements are reported as US dollar. When a transaction is executed in a foreign currency, it is re-measured into Canadian dollars based on appropriate rates of exchange in effect at the time of the transaction. At each balance sheet date, recorded balances that are denominated in a currency other than the functional currency of the Companies are adjusted to reflect the current exchange rate. The resulting foreign currency transactions gains (losses) are included in general and administrative expenses in the accompanying unaudited condensed consolidated statements of operations.

Comprehensive Income (Loss)

The Company adopted Accounting Standards Codification subtopic 220-10, Comprehensive Income (“ASC 220-10”) which establishes standards for the reporting and displaying of comprehensive income and its components. Comprehensive income is defined as the change in equity of a business during a period from transactions and other events and circumstances from non-owners sources. It includes all changes in equity during a period except those resulting from investments by owners and distributions to owners. ASC 220-10 requires other comprehensive income (loss) to include foreign currency translation adjustments and unrealized gains and losses on available for sale securities.

Net Income (Loss) per Share

The Company computes earnings per share under Accounting Standards Codification subtopic 260-10, Earnings Per Share (“ASC 260-10”). Net earnings (losses) per common share is computed by dividing net income (loss) by the weighted average number of shares of common stock and dilutive common stock equivalents outstanding during the period. Dilutive common stock equivalents consisted of shares issuable upon the exercise of the Company's outstanding warrants (calculated using the treasury stock method) for the three and six months ended ~~June~~September 30, ~~2014~~2013; there were no common stock equivalents for the three and six months ended ~~June~~September 30, 2014.

Reliance on Key Personnel and Consultants

The Company has no full-time employees and no part-time employees. There are approximately 2 consultants performing various specialized services. The Company is heavily dependent on the continued active participation of these current executive officers, and key consultants. The loss of any of the senior management or key consultants could significantly and negatively impact the business until adequate replacements can be identified and put in place.

Recent Accounting Pronouncements

There were various updates recently issued, most of which represented technical corrections to the accounting literature or application to specific industries and are not expected to a have a material impact on the Company’s consolidated financial position, results of operations or cash flows.

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TAMM OIL AND GAS CORP.

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

~~JUNE~~SEPTEMBER 30, 2014

~~The~~NOTE ~~accompanying~~2 ~~unaudited~~– ~~condensed~~GOING ~~consolidated~~CONCERN financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. As shown in the accompanying unaudited condensed consolidated financial statements for the three months ended June 30, 2014 and 2013, the Company has incurred losses of $35,500 and $15,126, respectively. In addition, as of June 30, 2014, the Company had a working capital deficit of $498,541, and no revenue generating operations. These factors, among others, indicate that the Company may be unable to continue as a going concern.MATTERS

The accompanying unaudited condensed consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. As shown in the accompanying unaudited condensed consolidated financial statements for the six months ended September 30, 2014 and 2013, the Company has incurred losses of $59,261 and $30,788, respectively. In addition, as of September 30, 2014, the Company had a working capital deficit of $520,402, and no revenue generating operations. These factors, among others, indicate that the Company may be unable to continue as a going concern.

The Company's existence is dependent upon management's ability to generate business opportunities, evaluate existing properties and surrounding lands, and initiate commercial production to develop profitable operations which will resolve its liquidity problems. The accompanying unaudited condensed consolidated financial statements do not include any adjustments that may result should the Company be unable to continue as a going concern.

The Company is attempting to obtain financing for its operations. There can be no assurance that the Company will be successful in its effort to secure additional equity financing. If operations and cash flows continue to improve through these efforts, management believes that the Company can continue to successfully maintain operations. However, no assurance can be given that management's actions will result in profitable operations or the resolution of its liquidity problems.

NOTE 3 – OIL SANDS PROPERTIES

Alberta Crown

On September 24, 2009, the Company acquired a 100% working interest in 1,280 acres of oil sands leases with a 2% gross overriding royalty retained by the seller in exchange for 2,428,000 shares of the Company’s common stock. The value of these rights is recorded at $1,626,760. In addition, the Company acquired 100% working interest in 6,400 acres of petroleum and natural gas leases with a 2% gross overriding royalty retained by the seller in exchange for 14,572,000 shares of the Company’s common stock. These rights were recorded at $9,763,240.

On May 31, 2012 the Company entered binding letter of intent as combination of Oil sands leases in the Manning area consisting of 23 sections of Oil sand leases with CEC North Star Energy Ltd. The remaining 10 sections of P&NG leases part of the farm in with CEC North Star Energy Ltd. Tamm will transfer in escrow the title and leases to the Manning area properties it holds and the escrow forms part of the put and call agreement issued to Tamm by North Star and will be concluded within one year. As no material event or documentation was completed prior to March 31, 2014, the Company reached an agreement to unwind the transaction between CEC North Star Energy Ltd and Company previously announced May 31, 2012. The Board of Directors of the Company approved the agreement to unwind via resolution on March 31, 2014.

On or about August 1, 2012 the Company in review of the development plans decided to release 10 sections of P&NG leases back to the Province of Alberta. Those leases were then terminated by the Province of Alberta on September 4, 2012 and accordingly, the Company recorded an impairment of $10,259,918 during the prior periods of operation.

NOTE 4 – CAPITAL STOCK

Preferred Stock

The Company has authorized the issuance of 1,000,000 shares of preferred stock, with a par value of $.001 per share. The Company’s Board of Directors has broad discretion to create one or more series of preferred stock and to determine the rights, preferences, and privileges of any such series.

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TAMM OIL AND GAS CORP.

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

~~JUNE~~SEPTEMBER 30, 2014

~~The~~NOTE ~~Company~~4 ~~initially~~– ~~authorized~~CAPITAL ~~the issuance of 50,000,000 shares of common stock, par value $.001.~~STOCK

AsPreferred ~~of June 30, 2014 and March 31, 2014, there were 92,582,524 shares of common stock issued and outstanding.~~Stock

The Company has authorized the issuance of 1,000,000 shares of preferred stock, with a par value of $0.001 per share. The Company’s Board of Directors has broad discretion to create one or more series of preferred stock and to determine the rights, preferences, and privileges of any such series.

Common stock

The Company has authorized the issuance of 750,000,000 shares of common stock, par value $0.001.

As of September 30, 2014 and March 31, 2014, there were 92,582,524 shares of common stock issued and outstanding.

NOTE 5 – RELATED PARTY TRANSACTIONS

Accounts payable, related party is held by CEC Northstar, a Company with a board member and officer whom also are board members of the Company. As of ~~June~~September 30, 2014 and March 31, 2014, CEC Northstar advanced an aggregate of $62109,~~329~~287 and $21,354, respectively in payments to vendors on behalf of the Company.

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations TAMM Oil and Gas Corp. is referred to hereinafter as “we”, “our”, or “us”.

Overview

We are a petroleum exploration company that seeks to identify, acquire and develop working interests in Canada based oil sands prospects. Oil sands properties are characterized by deposits of bitumen, a form of viscous (relatively high resistance to flow) crude oil. We have generated no revenues since our inception and from our inception, we have not been profitable. We have financed our operations to date through equity placements to accredited investors and borrowings from related parties.

Uncertainties and Trends

Our revenues are dependent in the future, upon the following factors:

	·	price volatility in worldwide oil prices, which is affected by: (a) interest rates; (b)currency exchange rates (c) inflation or deflation; (d) speculation and (e) production levels;
	·	global and regional supply and demand for oil;
	·	political and economic conditions;
	·	changes in the regulatory environment, which may lead to increased costs of doing business;
	·	our ability to raise adequate working capital;
	·	success of our development and exploration;
	·	level of our competition;
	·	our ability to attract and maintain key management and employees; and
	·	our ability to efficiently explore, develop and produce sufficient quantities of marketable natural gas or oil in a highly competitive and speculative environment while maintaining quality and controlling costs.

The following discussion and analysis should be read in conjunction with our Financial Statements and notes thereto.

(a) Liquidity and capital resources – ~~June~~September 30, 2014 and March 31, 2014

(a) (1) Continuing working capital deficit

Our working capital deficit has limited our ability to expand our operations and pursue our business plan. The following table sets forth our continuing working capital at ~~June~~September 30, 2014 and March 31, 2014.

	June 30, 2014			March 31, 2014
	September 30, 2014			March 31, 2014
Current Assets	$	~~762~~724		$	794
Current Liabilities		~~499~~521,~~303~~126			458,051
Working Capital Deficit	$	(~~498~~520,~~541~~402	)	$	(457,257	)

Our current assets decreased by $3270 from $794 as of March 31, 2014 to $~~762~~724 at ~~June~~September 30, 2014. The decrease was solely due to translation from foreign currency.

Our working capital deficit increased by $4163,~~284~~145 to $~~498~~520,~~541~~402 as of ~~June~~September 30, 2014, from $457,257 as at March 31, 2014. Accounts payable and accrued expenses ~~increased~~decreased from $436,697 as of March 31, 2014 to $~~436~~411,~~974~~839 as of ~~June~~September 30, 2014 primarily ~~payment~~due to payments by related party of outstanding invoices, net of additional costs of service providers.

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Related party advances increased to $62109,~~329~~287 as of ~~June~~September 30, 2014 from $21,354 as of March 31, 2014 due to expensed paid by related party on the Company’s behalf.

We continue to focus on conserving cash, setting priorities for our most important obligations and seeking other means to pay or defer any obligations as necessary.

(a) (2) Property and equipment

We do not have any property and equipment as of ~~June~~September 30, 2014 and March 31, 2014.

(a) (3) Capital commitments

We do not have any long term debt, capital lease obligations, operating or purchase obligations at ~~June~~September 30, 2014.

(a) (4) Derivative liability – Not applicable.

(a) (5) Equity

Stockholders’ equity decreased to $1,~~944~~800,~~185~~044 as of ~~June~~September 30, 2014, from $2,077,226 as of March 31, 2014. The primary reason for the decrease is ~~change~~loss in currency translation ~~net~~and ~~with~~ our incurred year to date net loss of $3559,~~500, net with incurred losses~~261.

(a) (6) Off-balance sheet arrangements.

NONE

(a)(7) Results of operations.

Three month summary:

The following sets forth certain information regarding our results of operations for the three months ended ~~June~~September 30, 2014 and 2013:

Three months ended June 30,	2014			2013
Three months ended September 30,	2014			2013
General and administrative	$	3523,~~500~~761		$	4615,~~669~~662
Impairment of oil and gas properties		-			-
Operating (loss)		(35,500	)		(46,669	)
Operating loss		(23,761	)		(15,662	)
Other income (expense)
Gain on settlement of debt		-			~~31,543~~-
Net (loss)		(35,500	)		(15,126	)
Net loss	$	(23,761	)	$	(15,662	)
Net (loss) per share - basic and diluted		(0.00	)		(0.00	)
Net lossper share - basic and diluted	$	(0.00	)	$	(0.00	)
Weighted average shares - basic and diluted		92,582,523			92,582,523

Our operations have resulted in significant losses and negative cash flow as we have exchanged in our property lease interests against debt. ~~During three months ended June 30, 2013, we incurred a gain on settlement of debt of $31,543.~~

Exploration & development. Exploration and mine development costs was $0 during the three months ended ~~June~~September 30, 2014 and 2013.

General and administrative expenses. Our general and administrative expenses ~~decreased~~increased by $118,~~169~~ 099, or 2452%, to $3523,~~500~~761 during three months ended ~~June~~September 30, 2014 from $4615,~~669~~662 during same period last year. We attribute the ~~decrease~~increase in our general and administrative expenses to professional and legal fees.

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Depreciation. Depreciation was $nil for the three months ended ~~June~~September 30, 2014 and 2013.

Net loss. Our net loss for the three months ended ~~June~~September 30, 2014 was $3523,~~500~~761 compared to $15,~~126~~662 for the three months ended ~~June~~September 30, 2013.

Six month summary:

The following sets forth certain information regarding our results of operations for the six months ended September 30, 2014 and 2013:

Six months ended September 30,	2014			2013
General and administrative	$	59,261		$	62,331
Impairment of oil and gas properties		-			-
Operating loss		(59,261	)		(62,331	)
Other income (expense)
Gain on settlement of debt		-			31,543
Net loss	$	(59,261	)	$	(30,788	)
Net loss per share - basic and diluted	$	(0.00	)	$	(0.00	)
Weighted average shares - basic and diluted		92,582,523			92,582,523

Our operations have resulted in significant losses and negative cash flow as we have exchanged in our property lease interests against debt. During six months ended September 30, 2013, we incurred a gain on settlement of debt of $31,543.

Exploration & development.Exploration and mine development costs was $0 during the six months ended September 30, 2014 and 2013.

General and administrative expenses.Our general and administrative expenses decreased by $3,070 , or 5%, to $59,261 during six months ended September 30, 2014 from $62,331 during same period last year. We attribute the decrease in our general and administrative expenses to professional and legal fees.

Depreciation.Depreciation was $nil for the six months ended September 30, 2014 and 2013.

Net loss.Our net loss for the six months ended September 30, 2014 was $59,261 compared to $30,788 for the six months ended September 30, 2013

a) (8) Cash flow

We have been able historically to meet our working capital obligations and cover our net loss through the collection of our receivable from related party, net of repayments of related party notes and sale of common stock. Net cash flows provided (used) by our financing activities was $-0- for the ~~three~~six months ended ~~June~~September 30, 2014 and 2013. Cash remained at $-0- as of ~~June~~September 30, 2014 and at March 31, 2014.

Net cash flows for the three months ended June 30:	2014			2013
Net cash flows for the six months ended September 30:	2014			2013
Net (loss)	$	(35,500	)	$	(15,126	)
Net loss	$	(59,261	)	$	(30,788	)
Net cash flows provided by operating activities		-			-
Net cash flows provided by investing activities		-			-
Net cash flows (used in) provided by financing activities		-			-
Net cash flows provided by financing activities		-			-
Effect of currency change on cash		-			-
Net decrease in cash and cash equivalents		-			-
Cash and cash equivalents at beginning of the period		-			-
Cash and cash equivalents at end of period		-			-

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We have used our equity to raise cash necessary to acquire property leases, expenses, and for payment of services. Our ability to continue to use our equity for those purposes is dependent on the price and trading volume of our common stock, both of which are volatile, and our ability to comply with federal and applicable state securities laws.

Although we have been successful in obtaining funds to date, there can be no assurance that we will be able to continue to be successful in doing so. Our ability to finance our operations will, in the end, be dependent on our ability to generate cash flow from operations, of which there can be no assurance.

By adjusting our operations and development to the level of capitalization, we believe we have sufficient capital resources to meet projected cash flow deficits. However, if during that period or thereafter, we are not successful in generating sufficient liquidity from operations or in raising sufficient capital resources, on terms acceptable to us, this could have a material adverse effect on our business, results of operations liquidity and financial condition.

Our registered independent certified public accountants have stated in their report dated July 10, 2014, that we have incurred operating losses in the last two years, and that we are dependent upon management’s ability to develop profitable operations and raise additional capital. These factors among others may raise substantial doubt about our ability to continue as a going concern.

Off-Balance Sheet Arrangements

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

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Critical Accounting Policies

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

Going Concern

During the period October 10, 2005 (inception) to ~~June~~September 30, 2014, we generated no revenue and we had an accumulated deficit of $81,~~649~~673,~~769~~530. We will need significant financing to implement our business plan. Our unaudited condensed consolidated financial statements have been prepared assuming that we will continue as a going concern.

The accompanying unaudited condensed consolidated financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classifications of liabilities that may result from our possible inability to continue as a going concern.

Item 3. Quantitative and Qualitative Disclosures about Market Risk.

The Company is a smaller reporting company as defined by Rule 12b-2 under the Exchange Act and is not required to provide the information required under this item.

~~Item 4T. CONTROLS AND PROCEDURES~~13

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Item 4. CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

We maintain disclosure controls and procedures that are designed to ensure that material information required to be disclosed in our periodic reports filed under the Securities Exchange Act of 1934, as amended, or 1934 Act, is recorded, processed, summarized, and reported within the time periods specified in the SEC’s rules and forms and to ensure that such information is accumulated and communicated to our management, including our chief executive officer/chief financial officer (principal financial officer) as appropriate, to allow timely decisions regarding required disclosure. During the quarter ended ~~June~~September 30, 2014 we carried out an evaluation, under the supervision and with the participation of our management, including the principal executive officer and the principal financial officer (principal financial officer), of the effectiveness of the design and operation of our disclosure controls and procedures, as defined in Rule 13(a)-15(e) under the 1934 Act. Based on this evaluation, because of the Company’s limited resources and limited number of employees, management concluded that our disclosure controls and procedures were ineffective as of ~~June~~September 30, 2014.

Limitations on Effectiveness of Controls and Procedures

Our management, including our Chief Executive Officer and Chief Financial Officer (principal financial officer), does not expect that our disclosure controls and procedures or our internal controls will prevent all errors and all fraud. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Further, the design of a control system must reflect the fact that there are resource constraints and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within the Company have been detected. These inherent limitations include, but are not limited to, the realities that judgments in decision-making can be faulty and that breakdowns can occur because of simple error or mistake.

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Additionally, controls can be circumvented by the individual acts of some persons, by collusion of two or more people, or by management override of the control. The design of any system of controls also is based in part upon certain assumptions about the likelihood of future events and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions. Over time, controls may become inadequate because of changes in conditions, or the degree of compliance with the policies or procedures may deteriorate. Because of the inherent limitations in a cost-effective control system, misstatements due to error or fraud may occur and not be detected.

Internal Controls over Financial Reporting

During the quarter ended ~~June~~September 30, 2014, there have been no changes in our internal control over financial reporting that have materially affected or are reasonably likely to materially affect our internal controls over financial reporting.

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PART II - OTHER INFORMATION

Item 1. Legal Proceedings

From time to time, we may become involved in various lawsuits and legal proceedings which arise in the ordinary course of business. However, litigation is subject to inherent uncertainties, and an adverse result in these or other matters may arise from time to time that may harm our business. We are currently not aware of any such legal proceedings that we believe will have, individually or in the aggregate, a material adverse effect on our business, financial condition or operating results.

Item 2. Recent Sales of Unregistered Securities and Use of Proceeds

None.

Item 3. Defaults on Senior Securities

None.

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information

None.

Item 6. Exhibits

The following exhibits, required by Item 601 of Regulation S-K, are being filed as part of this quarterly report, or are incorporated by reference where indicated:

Exhibit No.		Description
31.1*		Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 for Peter Schreiber (Chief Executive Officer/Chairman of the Board/Principal Financial Officer) dated ~~July~~October 31, 2014.
32.1*		Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 for Peter Schreiber (Chief Executive Officer/Chairman of the Board/Principal Financial Officer) dated ~~July~~October 31, 2014.
101.INS		XBRL Instance Document
101.SCH		XBRL Taxonomy Extension Schema Document
101.CAL		XBRL Taxonomy Extension Calculation Linkbase
101.DEF		XBRL Taxonomy Extension Definition Linkbase Document
101.LAB		XBRL Taxonomy Extension Label Linkbase Document
101.PRE		XBRL Taxonomy Extension Presentation Linkbase Document

*	filed herewith

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SIGNATURES

In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, in the capacities and the dates indicated, thereunto duly authorized.

	TAMM OIL AND GAS CORP.
Date: August 1, 2014	By:	/s/ Peter Schreiber
Date: October 31, 2014	By:	/s/ Peter Schreiber
		Name: Peter Schreiber, Title: Chief Executive Officer/ Chairman of the Board/Principal Financial Officer

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