UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K

(Mark One)

þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended September 30, ~~2019~~2020

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

For the transition period from ____ to ______

Commission File Number: 0-24012

DEEP WELL OIL & GAS, INC.

(Exact name of registrant as specified in its charter)

Nevada		98-0501168
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

Suite 700, 10150 – 100 Street, Edmonton, Alberta, Canada		T5J 0P6
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (780) 409-8144

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
None		None		None

Securities registered pursuant to Section 12(g) of the Act:

Common Stock, $0.001 par value per share

(Title of class)

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. ~~Yes ☐ No þ~~

~~Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.~~ Yes ☐ No þ

Indicate by check mark ~~whether~~if the registrant ~~(1)~~ ~~has~~is ~~filed~~not ~~all reports~~ required to befile ~~filed~~reports bypursuant ~~Sections~~to Section 13 or Section 15(d) of the ~~Securities Exchange~~ Act ~~of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days~~. ~~Yes þ No ☐~~

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted 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 such files). Yes ~~þ No~~ ☐ No þ

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

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

Large accelerated filer ☐	Accelerated filer ☐
Non-accelerated filer ☐	Smaller reporting company þ
	Emerging growth company þ

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

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

The aggregate market value of the registrant’s common stock held by non-affiliates computed by reference to the price at which ~~the~~ the common equity was sold on or about March 31, ~~2019~~2020 was approximately $21.97 million.

As of ~~January~~September 1325, ~~2020~~2021, the Issuer had outstanding approximately ~~230~~229,~~574~~374,~~603~~605 shares of common stock, $0.001 par value per share.

TABLE OF CONTENTS
		Page Number
GLOSSARY AND ABBREVIATIONS		ii
CURRENCY EXCHANGE RATES		iv
PART I
ITEM 1.	BUSINESS	1
ITEM 1A.	RISK FACTORS	4
ITEM 2.	PROPERTIES	7
ITEM 3.	LEGAL PROCEEDINGS	9
ITEM 4.	MINE SAFETY DISCLOSURES	10
PART II
ITEM 5.	MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES	11
ITEM 6.	SELECTED FINANCIAL DATA	12
ITEM 7.	MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS	13
ITEM 7A.	QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK	19
ITEM 8.	FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA	19
ITEM 9.	CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE	37
ITEM 9A.	CONTROLS AND PROCEDURES	37
ITEM 9B.	OTHER INFORMATION	37
PART III
ITEM 10.	DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE	38
ITEM 11.	EXECUTIVE COMPENSATION	42
ITEM 12.	SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS	43
ITEM 13.	CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE	46
ITEM 14.	PRINCIPAL ACCOUNTING FEES AND SERVICES	46
PART IV
ITEM 15.	EXHIBITS, FINANCIAL STATEMENT SCHEDULES	48
ITEM 16.	FORM 10-K SUMMARY	49

TABLE OF CONTENTS

		Page Number
GLOSSARY AND ABBREVIATIONS		ii

CURRENCY EXCHANGE RATES		iv

PART I

ITEM 1.	BUSINESS	1

ITEM 1A.	RISK FACTORS	4

ITEM 2.	PROPERTIES	8

ITEM 3.	LEGAL PROCEEDINGS	10

ITEM 4.	MINE SAFETY DISCLOSURES	11

PART II

ITEM 5.	MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES	12

ITEM 6.	SELECTED FINANCIAL DATA	13

ITEM 7.	MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS	14

ITEM 7A.	QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK	20

ITEM 8.	FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA	20

ITEM 9.	CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE	41

ITEM 9A.	CONTROLS AND PROCEDURES	41

ITEM 9B.	OTHER INFORMATION	42

ITEM 9C	DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS	42

PART III

ITEM 10.	DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE	43

ITEM 11.	EXECUTIVE COMPENSATION	48

ITEM 12.	SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS	50

ITEM 13.	CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE	52

ITEM 14.	PRINCIPAL ACCOUNTING FEES AND SERVICES	52

PART IV

ITEM 15.	EXHIBITS AND FINANCIAL STATEMENT SCHEDULES	54

ITEM 16.	FORM 10-K SUMMARY	56

GLOSSARY AND ABBREVIATIONS

The following are defined terms and abbreviations used herein:

API Gravity – a specific gravity scale developed by the American Petroleum Institute for measuring the density or specific gravity (heaviness) of petroleum liquids, expressed in degrees. The higher the number, the lighter the oil.

Alberta Energy Regulator (“AER” formerly “ERCB”) – The AER is responsible for the development of Alberta’s oil (including oil sands) and gas resources. The AER succeeded the Energy Resources Conservation Board (“ERCB”) and will take on regulatory functions from the Ministry of Environment and Sustainable Resource Development that relate to public lands, water, and the environment. The AER will provide full-lifecycle regulatory oversight of energy resource development in Alberta from application and construction to abandonment and reclamation, and everything in between.

Barrel – the common unit for measuring petroleum, including heavy oil. One barrel contains approximately 159 L.

Battery – equipment to process or store crude oil from one or more wells.

Bbl or Bbls – means barrel or barrels.

Bitumen – a heavy, viscous form of crude oil that generally has an API gravity of less than 10 degrees.

Cdn$ or Cdn dollar – means Canadian dollars.

Celsius – a temperature scale that registers the freezing point of water as 0 degrees and the boiling point as 100 degrees under normal atmospheric pressure. Room temperature is between 20 degrees and 25 degrees Celsius. Temperatures specified herein are quoted in degrees Celsius unless indicated otherwise.

Cold Flow – a production technique where the oil is simply pumped out of the sands not using a Thermal Recovery Technique.

Conventional Crude Oil – crude oil that flows naturally or that can be pumped without being heated or diluted.

Core – a cylindrical rock sample taken from a formation for geological analysis.

Crude Oil – oil that has not undergone any refining. Crude oil is a mixture of hydrocarbons with small quantities of other chemicals such as sulphur, nitrogen and oxygen. Crude oil varies radically in its properties, namely specific gravity and viscosity.

Cyclic Steam Stimulation (“CSS”) or Horizontal Cyclic Steam Stimulation (“HCSS”) – a thermal in situ recovery method, which consists of a three-stage process involving high-pressure steam injected into the formation for several weeks through vertical or horizontal wells. The heat softens the oil while the water vapor helps to dilute and separate the oil from the sand grains. The pressure also creates channels through which the oil can flow more easily to the well. When a portion of the reservoir is thoroughly saturated, the steam is turned off and the reservoir maybe left to “soak” a short period of time. This is followed by the production phase, when the oil flows, or is pumped, up the same wells to the surface. When production rates decline, another cycle of steam injection begins. This process is sometimes called “huff-and-puff” recovery and can be done utilizing vertical or horizontal wells.

Darcy (Darcies) – a measure of rock permeability (the degree to which natural gas or crude oil can move through the rocks).

Density – the heaviness of crude oil, indicating the proportion of large, carbon-rich molecules, generally measured in kilograms per cubic metre (“kg/m3”) or degrees on the American Petroleum Institute (“API”) scale.

Development Well – a well drilled within an area of a natural gas or oil reservoir to the depth of a stratigraphic horizon to which proven reserves have been assigned.

Diluents – light petroleum liquids used to dilute bitumen and heavy oil so they can flow through pipelines.

Drill Stem Test (“DST”) – a method of formation testing. The basic drill stem test tool consists of a packer or packers, valves or ports that may be opened and closed from the surface, and two or more pressure-recording devices. The tool is lowered on the drill string to the zone to be tested. The packer or packers are set to isolate and test the zone from the drilling fluid column.

Drill String – the column, or string, of drill pipe with attached tool joints that transmits fluid and rotational power from the drilling rig on the surface to the drill collars and the bit. Often, the term is loosely applied to include both drill pipe and drill collars.

Enhanced Oil Recovery – any method that increases oil production by using techniques or materials that are not part of normal pressure maintenance or water flooding operations. For example, natural gas can be injected into a reservoir to “enhance” or increase oil production.

Exploratory Well – a well drilled to find and produce natural gas or oil in an unproven area, to find a new reservoir in a field previously found to be productive of natural gas or oil in another reservoir, or to extend a known reservoir.

Farmout – an arrangement whereby the owner of a lease assigns some ownership portion (or all) of the lease(s) to another company (the “Farmee”) in return for the Farmee paying for the drilling on at least some portion of the lease(s) under the Farmout.

Gross Acre/Hectare – a gross acre is an acre in which any portion of a working interest is owned. 1 acre = 0.4046 hectares. 1 hectare = 2.471 acres.

Heavy Oil – oil having an API gravity less than 22.3 degrees.

Horizontal Well – the drilling of a well that deviates from the vertical and travels horizontally through a producing layer of a reservoir.

In-situ – in the oil sands context (in-situ means “in place” in Latin), in-situ methods such as SAGD or CSS through horizontal or vertical wells maybe required to produce the oil if the oil sands deposits are too deep to mine from the surface.

Lease – a legal document giving an operator the right to drill for or produce oil or gas; also, the land on which a lease has been obtained.

License of Occupation (“LOC”) – a surface crown agreement issued by the Alberta Department of Sustainable Resources Development granting the mineral producer the right to occupy public lands for an approved purpose, usually issued primarily for access roads or to construct access roads but may also be issued for other purposes.

Light Crude Oil – liquid petroleum which has a low density and flows freely at room temperature. Also called conventional oil, it has an API gravity of at least 22 degrees and a viscosity less than 100 centipoise.

Mbbl or Mbbls – means one thousand barrels or thousands of barrels.

MMbbl or MMbbls – means one million barrels or millions of barrels.

Mmcf – means million cubic feet.

Mineral Surface Lease (“MSL”) – a surface crown agreement issued by the Alberta Department of Sustainable Resources Development granting the mineral producer the right to construct a well site on publicly owned land.

Net Acre/Hectare – a net acre is the result that is obtained when the fractional ownership working interest of a lease is multiplied by gross acres of that lease.

Oil Sands – naturally occurring mixtures of bitumen, water, sand and clay that are found mainly in three areas of Alberta - Athabasca, Peace River and Cold Lake. A typical sample of oil sand might contain about 12% bitumen by weight.

Pay Zone (Net Oil Pay) – the producing part of a formation.

Permeability – the capacity of a reservoir rock to transmit fluids; or how easily fluids can pass through a rock. The unit of measurement is the darcy or millidarcy.

Porosity – the capacity of a reservoir to store fluids, the volume of the pore space within a reservoir, measured as a percentage.

Possible Reserves * – additional unproved reserves that analysis of geological and engineering data suggests are less likely to be recoverable than probable reserves but have at least a ten percent probability of being recovered.

Primary Recovery – the production of oil and gas from reservoirs using the natural energy available in the reservoirs and pumping techniques.

Proved Developed Reserves * – are those reserves that can be expected to be recovered.

Probable Reserves * – additional reserves that are less certain to be recovered than proved reserves but which, together with proved reserves, are as likely as not to be recovered.

iii

Proved Reserves * – estimated quantities of crude oil, natural gas, and natural gas liquids which geological and engineering data demonstrate with reasonable certainty to be recoverable in future years from known reservoirs under existing economic, operating methods, and government regulations prior to the time at which contracts providing the right to operate expire, unless evidence indicates that renewal is reasonably certain, regardless of whether deterministic or probabilistic methods are used for the estimation. The project to extract the hydrocarbons must have commenced or the operator must be reasonably certain that it will commence the project within a reasonable time.

Proved Undeveloped Reserves * – are those reserves that are expected to be recovered from new wells on undrilled acreage, or from existing wells where a relatively major expenditure is required for recompletion.

Saturation – the relative amount of water, oil, and gas in the pores of a rock, usually as a percentage of volume.

SEC – means United States Securities and Exchange Commission.

Section – in reference to a parcel of land, meaning an area of land comprising approximately 640 acres.

Service Well – a well drilled or completed for the purpose of supporting production in an existing field. Specific purposes of service wells include gas injection, water injection, steam injection, air injection, salt-water disposal, water supply for injection, observation, or injection for in-situ combustion.

Solution Gas – natural gas that is found “in solution” within crude oil in underground reservoirs. When the oil comes to the surface, the gas expands and comes out of the solution.

Specific Gravity – the ratio of the heaviness of a substance compared to that of the same volume of water.

Steam-Assisted Gravity Drainage (“SAGD”) – pairs of horizontal wells (an upper well and a lower well) are drilled into an oil sands formation and steam is injected continuously into the upper well. As the steam heats the oil sands formation, the bitumen softens and drains into the lower well, from which it is brought to the surface.

Steam to Oil Ratio (“SOR”) – measures the number of barrels of steam (measured in “Cold Water Equivalent Barrels”) needed for every barrel of oil produced.

Thermal Recovery – a type of improved recovery in which heat is introduced into a reservoir to lower the viscosity of heavy oils and to facilitate their flow into producing wells. The pay zone may be heated by injecting steam (steam drive) or by injecting air and burning a portion of the oil in place (in situ combustion).

Upgrading – the process that converts bitumen and heavy oil into a product with a density and viscosity similar to conventional light crude oil.

US$, USD, or US dollar - means United States dollars.

Viscosity – a measure of a fluid’s resistance to flow. To simplify, the oil’s viscosity represents the measure for which the oil wants to stay put when pushed by moving mechanical components. It varies greatly with temperature. The more viscous the oil the greater the resistance and the less easy it is for it to flow. Centipoise is the common unit for expressing absolute viscosity. Viscosity matters to producers because the oil’s viscosity at reservoir temperature determines how easily oil flows to the well for extraction.

This definition is an abbreviated version of the complete definition as defined by the SEC under Rule 4-10(a) of Regulation S-X.

CURRENCY EXCHANGE RATES

Our functional currency is the US dollar. Therefore, our accounts are reported in United States dollars. However, our Canadian subsidiaries maintain their accounts and records in Canadian dollars. As a result, the Canadian dollar amounts are converted according to our stated foreign currency translation accounting policy, except where otherwise indicated, all dollar amounts herein are stated in US dollars.

The following table sets forth the rates of exchange for the Canadian dollar, expressed in US dollars, in effect at the end of the following periods and the average rates of exchange during such periods, as reported by the Bank of Canada.

Year ending September 30	~~2019~~2020		~~2018~~2019
Rate at year end	$	0.~~7551~~7497	$	0.~~7725~~7551
Average rate for year	$	0.~~7537~~7437	$	0.~~7793~~7537

Unless the context indicates another meaning, the terms “Company,” “Deep Well,” “we,” “us” and “our” refer to Deep Well Oil & Gas, Inc. and its subsidiaries through which it conducts business. For definitions of some terms used throughout this report, see “Glossary and Abbreviations”.

PART I

ITEM 1. BUSINESS

WeDeep ~~are~~Well Oil & Gas, Inc., through its subsidiaries conducts business as an independent junior oil sands exploration and development company. Its subsidiaries are headquartered in Edmonton, Alberta, Canada. Our immediate corporate focus is to develop the existing oil sands land base inwhere ~~the~~our ~~Peace~~subsidiaries ~~River~~have ~~oil~~working ~~sands~~interests ~~area~~ranging offrom ~~Alberta.~~25% ~~Our~~to ~~principal~~100% ~~office is~~in ~~located~~the atPeace ~~Suite~~River ~~700,~~oil ~~10150~~sands –area ~~100~~of ~~Street NW, Edmonton,~~ Alberta ~~T5J 0P6~~, ~~our telephone number is (780) 409-8144 and our fax number is (780) 409-8146~~Canada. Deep Well Oil & Gas, Inc. is a Nevada corporation and our common stock trades on the OTC Marketplace under the symbol DWOG. We maintain a website at www.deepwelloil.com. The contents of our website are not part of this annual report on Form 10-K for the fiscal year ended September 30, ~~2019~~2020 (this “Annual Report”).

Formation of Organization

Deep Well Oil & Gas, Inc. was originally incorporated on July 18, 1988 under the laws of the state of Nevada as Worldwide Stock Transfer, Inc. and in connection with a plan of reorganization, effective on September 10, 2003, the Company was reorganized and changed its name to Deep Well Oil & Gas, Inc. Deep Well Oil & Gas, Inc. has two wholly owned subsidiaries through which it conducts its operations: (1) Northern Alberta Oil Ltd. (“Northern”) acquired on June 7, 2005, and incorporated under the Business Corporations Act (Alberta), Canada on September 18, 2003; and (2) Deep Well Oil & Gas (Alberta) Ltd., incorporated under the Business Corporations Act (Alberta), Canada on September 15, 2005.

Business Development

Our main objective is to develop our oil sands lease holdings located in the Peace River oil sands area of North Central Alberta, Canada, (also known as our Sawn Lake oil sands properties) using thermal recovery technologies. Currently, we have received approval from the Alberta Energy Regulator (“AER”) for two thermal recovery projects located on our Sawn Lake properties.

Over the last 3 years we have successfully applied to the AER to continue the best sections of our oil sands properties past their initial expiry dates, where resources were identified. Under the oil sands lease continuation regulations an operator or leaseholder must demonstrate certain levels of exploration and development by providing the AER with drilling, coring and seismic data within a certain timeframe in order to maintain the lease past its expiry date. For more information regarding our oil sands properties see “Oil and Gas Properties” under Item 2 “Properties” of this Annual Report on Form 10-K.

In late July of 2013 we entered into a Steam Assisted Gravity Drainage Demonstration Project Joint Operating Agreement (the “SAGD Project”) where we have a 25% working interest with one joint venture partner. In late July of 2013 we entered into a farmout agreement (the “Farmout Agreement”) with an additional joint venture partner (the “Farmee”). The SAGD Project produced bitumen for 18 months, demonstrating the productive capability of our Sawn Lake reservoir. In 2016 a majority of our Company’s Joint Venture partners voted to temporarily suspend operations for the SAGD Project. In early May of 2016, an amended application was submitted to the AER for an expansion of the existing SAGD Project facility site which would potentially increase the operations up to a total of eight SAGD well pairs. The amended application sought approval to expand the current SAGD Project facility site to 3,200 bopd (100% basis). Regulatory approval was received in December 2017 for a commercial expansion of the existing SAGD Project facility site where we have a 25% working interest. It is anticipated that only five SAGD well pairs will be needed to achieve the 3,200 bopd production level. For more information regarding our SAGD Project and our Farmout Agreement, see “Present Activities - Peace River Oil Sands, Alberta Canada (Sawn Lake Properties)” under Item 2 “Properties” of this Annual Report on Form 10-K.

Principal Product

We are engaged in the identification, acquisition, exploration and development of oil sands prospects. Exploration and development for commercially viable production of any oil sands company includes a high degree of risk, which careful evaluation, experience and factual knowledge may not eliminate.

Sawn Lake Oil Sands Properties – Peace River Oil Sands, Alberta, Canada

Currently, we have working interests in ~~seven~~six oil sands leases ranging from 25% to 100% in the Peace River oil sands area of Alberta, where we are the operator of ~~five~~four leases. The focus of our Company’s operations is to develop the oil sands reservoir to establish proven reserves and to determine the best technology under which the oil can be produced from our Sawn Lake properties in order to generate positive cash flow. For further information on our oil sands projects see Item 2 “Oil and Gas Properties” in this Annual Report on Form 10-K.

Market and Distribution of Product

On lands where we have a 25% working interest, the operator of the SAGD Project markets and distributes all oil produced from the SAGD Project facility. Production from the SAGD Project was trucked and sold to marketing facilities in the Peace River area of Alberta. A majority of the Joint Venture partners voted to temporarily suspend operations for the SAGD Project at the end of February 2016.

On lands where we are the operator, we intend to sell our oil production under both short-term (less than one year) and long-term (one year or more) agreements at prices negotiated with third parties. Under both short-term and long-term contracts, typically either the entire contract (in the case of short-term contracts) or the price provisions of the contract (in the case of long-term contracts) are renegotiated in intervals ranging in frequency from daily to annual. At this time, we have no production on any of the lands where we are the operator and therefore, we have no short-term or long-term contracts. We will adopt specific sales and marketing plans once production is achieved on lands where we are designated as the operator. The operator of our joint SAGD Project marketed and distributed all oil produced from our joint SAGD Project.

Market pricing for bitumen is seasonal, with lower prices in and around the calendar year-end being the norm due to lower demand for asphalt and other bitumen-derived products. By necessity, bitumen is regularly blended with diluent in order to facilitate its transportation through pipelines to North American markets. As such, the effective field price for bitumen is also directly impacted by the input cost of the diluent required, the demand and price of which is also seasonal in nature (higher in winter as colder temperatures necessitate more diluent for transportation). Consequently, bitumen pricing is usually weakest in and around December and not reflective of the annual average realized price or the economics of the “business” overall. We have been advised that, to price bitumen, marketers apply formulas that take as a reference point the prices published for crude oil of particular qualities such as “Western Canadian Select”, “Brent Crude Oil”, “Crude Bitumen 9 API Plant Gate”, “Edmonton Light”, “Lloydminster Blend”, or the more internationally known “West Texas Intermediate” (“WTI”).

Competitive Business Conditions

We operate in a highly competitive environment, competing with major integrated and independent energy companies for desirable oil and natural gas properties as well as for the equipment, labour and materials required to develop and operate those properties. Many of our competitors have longer operating histories and substantially greater financial and other resources. Many of these companies not only explore for and produce crude oil and natural gas, but also carry on refining operations and market petroleum and other products on a worldwide basis. Our larger competitors, by reason of their size and relative financial strength, can more easily access capital markets than we can and may enjoy a competitive advantage, whereas we may incur higher costs or be unable to acquire and develop desirable properties at costs we consider reasonable because of this competition. Larger competitors may be able to absorb the burden of any changes in laws and regulation in the jurisdictions in which we do business and handle longer periods of reduced prices of gas and oil more easily. Our competitors may also be able to pay more for productive oil and natural gas properties and may be able to define, evaluate, bid for and purchase a greater number of properties and prospects than we can. Our ability to acquire additional properties in the future will depend upon our ability to conduct efficient operations, evaluate and select suitable properties, implement advanced technologies and consummate transactions in a highly competitive environment.

Competitive conditions may be substantially affected by various forms of energy legislation and/or regulation considered from time to time by the government of Canada and other countries as well as other factors beyond our control, including international political stability, overall levels of supply and demand for oil and gas, and the markets for synthetic fuels and alternative energy sources.

Customers

The operator of our SAGD Project, distributed and sold all of the oil that was produced from the SAGD Project. Production was sold to 11 different marketing facilities in Alberta.

Royalty Agreements

Through the acquisition of Northern, we potentially became a party to the following:

On December 12, 2003, Nearshore Petroleum Corporation (“Nearshore”) entered into a purported royalty agreement with Mikwec Energy Canada, Ltd. (now known as Northern) that potentially encumbers six of our oil sands leases located within our Sawn Lake properties (the “Purported 6.5% Royalty”). Nearshore claimed to have received the Purported 6.5% Royalty from Northern on the leased substances on the land interests which Northern holds in the above six oil sands leases. Nearshore was a private corporation incorporated in Alberta, Canada, and was owned and controlled by Mr. Steven P. Gawne and his wife, Mrs. Rebekah J. Gawne, who each owned 50% of Nearshore. Mr. Steven P. Gawne was the President, Chief Executive Officer and a director of Deep Well from February 6, 2004 to June 29, 2005. Nearshore has subsequently transferred part or all of the Purported 6.5% Royalty to other parties. Although we continue to deny the validity of the Purported 6.5% Royalty, we determined that it was in the best interests of our shareholders to come to an arrangement to acquire most of the Purported 6.5% Royalty to prevent a potential encumbrance over our land and the possibility of future litigation resulting from these alleged royalty claims. In our fiscal year 2014, we acquired 5.5% of the Purported 6.5 % Royalty for a cost of $3.4 million. See Item 3 Legal Proceedings in this ~~annual~~Annual ~~report~~Report on Form 10-K.

Government Approval and Crown Royalties

Exploration and Production. Our operations are subject to Canadian federal and provincial governmental regulations. Such regulations include: requiring approval and licenses for the drilling of wells, regulating the location of wells and the method and ability to produce the wells, surface usage and the restoration of land upon which wells have been drilled, the plugging and abandoning of wells and the transportation of production from our wells. Our operations are also subject to various conservation regulations, including the regulation of in-situ recovery processes, the size of spacing units, the number of wells which may be drilled in a unit, the unitization or pooling of oil and gas properties, the rate of production allowable from oil and gas wells and the ability to produce oil and gas.

Investment Canada Act. The Investment Canada Act of 1985, as amended, requires notification and/or review by the government of Canada in certain cases, including but not limited to, the acquisition of control, directly or indirectly, of a Canadian Business by a non-Canadian. In certain circumstances, the acquisition of a working interest in a property that contains recoverable reserves will be treated as the acquisition of an interest in a “business” and may be subject to either notification or review, depending on the size of the interest being acquired and the asset size of the business.

Crown Royalties and Incentives. Crown royalties are determined by provincial and federal government regulation and are generally calculated as a percentage of the value of the gross production with the royalty rate dependent in part upon prescribed reference prices, well productivity, geographical location, field discovery date and the type and quality of the petroleum product produced. From time to time, the governments of Canada and Alberta have established incentive programs such as royalty rate reductions, royalty holidays, tax credits and drilling royalty credits. These incentives are for the purpose of encouraging oil and natural gas exploration or enhanced recovery projects. These incentives generally increase cash flow. Oil sands royalties in Alberta are calculated using a sliding scale for royalty rates ranging from 1% to 9% pre-payout and 25% to 40% post-payout depending on the world oil price. Project “payout” refers to the point in which we earn sufficient revenues to recover all of the allowed costs for the project plus a return allowance. The base royalty starts at 1% and increases for every dollar the world oil price, as reflected by the WTI, is priced above $55 per barrel, to a maximum of 9% when oil is priced at $120 per barrel or greater. The net royalty starts at 25% and increases for every dollar oil is priced above $55 per barrel to 40% when oil is priced at $120 or higher.

Environmental Laws and Regulations

The oil and natural gas industry is subject to environmental laws and regulations pursuant to Canadian local, provincial and federal legislation. Environmental legislation provides for restrictions and prohibitions on releases or emissions of various substances produced or utilized in association with oil and gas industry operations. Legislation requires that well and facility sites be monitored, abandoned and reclaimed to the satisfaction of provincial authorities. A breach of such legislation may result in the imposition of fines and penalties. Under these laws and regulations, we could be liable for personal injury, clean-up costs and other environmental and property damages as well as administrative, civil and criminal penalties. Accordingly, we could be liable or could be required to cease production on properties if environmental damage occurs. Although we maintain insurance coverage, the costs of complying with environmental laws and regulations in the future may harm our business. Furthermore, future changes in environmental laws and regulations could occur that result in stricter standards and enforcement, larger fines and liability, and increased capital expenditures and operating costs, any of which could have a material adverse effect on our financial condition or results of operations. We maintain commercial property and general liability insurance coverage on the properties we operate. We also maintain operators extra expense insurance which provides coverage for well control incidents specifically relating to regaining control of a well, seepage, pollution, clean-up and containment. No coverage is maintained with respect to any fine or penalty required to be paid due to a violation of the regulations set out by the federal and provincial regulatory authorities. We are committed to meeting our responsibilities to protect the environment and anticipate making increased expenditures of both a capital and expense nature as a result of the increasingly stringent laws relating to the protection of the environment.

Employees

Our Company currently has two prime subcontractors and three full-time employees. For further information on our subcontractors see “Compensation Arrangements for Executive Officers” under Item 11 “Executive Compensation” of this Annual Report on Form 10-K. We expect that, from time to time, we will hire more employees, independent consultants and contractors during the stages of implementing our plans.

ITEM 1A. RISK FACTORS

An investment in our common stock is speculative and involves a high degree of risk and uncertainty. You should carefully consider the risks described below, together with the other information contained in our reports filed with the U.S. Securities and Exchange Commission (“SEC”), including the consolidated financial statements and notes thereto of our Company before deciding to invest in our common stock. The risks described below are not the only ones facing our Company. Additional risks not presently known to us, or that we presently consider immaterial may also adversely affect our Company. If any of the following risks occur, our business, financial condition and results of operations and the value of our common stock could be materially and adversely affected.

Any Development Of Our Resources Will Be Subject To Royalties. The royalty regime of Alberta is a significant factor in the profitability of oil and natural gas production in Alberta, Canada. Crown royalties are determined by government regulation and are generally calculated as a percentage of the value of the gross production with the royalty rate dependent in part upon prescribed reference prices, well productivity, geographical location, field discovery date and the type and quality of the petroleum product produced. Penalties and interest may be charged to us if we fail to remit royalties on our production to the Crown as prescribed in the regulation. In addition, there is a risk that the remaining 1% of the Purported 6.5% Royalty could be found to be valid.

We Have A History Of Losses And May Not Achieve Or Sustain Profitability In The Future. Since our inception, we have suffered ~~recurring~~ recurring losses from operations and have been dependent on new investment to sustain our operations. During the years ended September 30, ~~2019~~ 2020 and ~~2018~~2019 we reported net losses of $~~197~~103,~~135~~302 and $~~330~~197,~~131~~135 respectively. We may not achieve profitability in the foreseeable future, if at all. In addition, our operating expenses may be more than our future revenue growth. We expect our future cost of revenue and operating expenses to continue to increase in the foreseeable future as we continue to expand on our thermal recovery operations at Sawn Lake, Alberta.

Future Price Declines May Result In A Write-Down Of Asset Carrying Values. Effective July 1, 2015, our Company adopted the full-cost method of accounting for costs related to our oil sands properties. Under the full cost method, oil and gas properties are subject to to a ceiling test performed quarterly. A ceiling test write-down is recognized in net earnings if the carrying amount of a cost centre exceeds the “cost centre ceiling”. The cost centre ceiling is the sum of: (i) present value of the estimated future net cash flows from proved oil and natural gas reserves using a 10 percent per year discount factor; (ii) the costs of unproved properties not being amortized; (iii) the lower of cost or fair value of unproved properties included in the costs being amortized; and (iv) related income tax effects. During the ~~2019~~2020 and ~~2018~~2019 fiscal year, no ceiling test write-downs were recorded for our oil and gas properties. Costs associated with unproved properties are excluded from the depletion calculation until it is determined that proved reserves are attributable or impairment has occurred. Unproved properties are assessed annually for impairment. Costs that have been impaired are included in the costs subject to depletion within the full cost pool. A significant decline in oil prices from current levels, or other factors, without other mitigating circumstances, could cause a future write-down of our capitalized costs and a non-cash charge on our income statement.

The Successful Implementation Of Our Business Plan Is Subject To Risks Inherent In The Oil Sands Business. Our oil sands operations are subject to the economic risks typically associated with exploration, development and production activities, including the necessity of significant expenditures to locate and acquire properties, to drill exploratory wells and to produce bitumen using thermal recovery technologies. In addition, the cost and timing of drilling, completing, operating and acquiring regulatory approval for thermal recovery operations on our wells is often uncertain. In conducting exploration and development activities, the presence of unanticipated pressure or irregularities in formations, miscalculations or accidents may cause our exploration, development and production activities to be unsuccessful. This could result in a total loss of our investment in a particular property. If our efforts are unsuccessful in establishing proven reserves, the amounts capitalized as unproven costs may be written down and charged against earnings. Our exploitation and development of oil sands reserves depends upon access to the areas where our operations are to be conducted. We conduct a portion of our operations in regions where we are only able to do so on a seasonal basis. Unless the surface is sufficiently frozen, we are unable to access our properties, drill or otherwise conduct our operations as planned. In addition, if the surface thaws earlier than expected, we must cease our operations for the season earlier than planned. Our operations are affected by road bans imposed from time to time during the break-up and thaw period in the spring. Road bans are also imposed due to heavy rain, mud, rock slides and periods of high water, which can restrict access to our well sites and potential production facility sites. Our inability to access our properties or to conduct our operations as planned would result in a shutdown or slowdown of our operations, which would adversely affect our business.

We Rely On Independent Experts And Technical Or Operational Service Providers Over Whom We May Have Limited Control. The success of our business is dependent upon the efforts of various third parties that we do not control. We rely upon various companies to assist us in identifying desirable oil prospects to acquire and to provide us with technical assistance and services. We also rely upon the services of geologists, geophysicists, chemists, engineers and other scientists to explore and analyze oil prospects to determine a method in which the oil prospects may be developed in a cost-effective manner. In addition, we rely upon the owners and operators of oil drilling equipment to drill and develop our prospects to production. Although we have developed relationships with a number of third-party service providers, we cannot assure that we will be able to continue to rely on such persons. If any of these relationships with third-party service providers are terminated or are unavailable on commercially acceptable terms, we may not be able to execute our business plan. Our limited control over the activities and business practices of these third parties, any inability on our part to maintain satisfactory commercial relationships with them or their failure to provide quality services could materially and adversely affect our business, results of operations and financial condition.

~~Our~~We ~~Interests~~Rely ~~Are~~On ~~Held~~Independent InExperts ~~The~~And ~~Form~~Technical OfOr ~~Leases~~Operational ~~That~~Service WeProviders ~~May~~Over BeWhom ~~Unable To Retain.~~ We ~~have~~May ~~working~~Have ~~interests~~Limited ~~in seven oil sands leases in North Central Alberta, Canada~~Control. ~~These~~The ~~leases to which we are a party are for a fixed term~~ success of 15our ~~years~~business ~~but~~is ~~contain~~dependent aupon ~~provision that allows us to extend~~ the ~~term~~efforts of ~~the~~various ~~lease~~third soparties ~~long~~that as we ~~meet~~do ~~the~~not ~~minimum~~control. ~~level~~We ofrely ~~evaluation~~upon asvarious ~~set~~companies ~~out~~to ~~by the Oil Sands~~assist ~~Tenure~~us ~~Regulation~~in ofidentifying ~~the~~desirable ~~Mines and Minerals Act of Alberta. Six of these~~ oil ~~sands~~prospects ~~leases~~to ~~were~~acquire ~~successfully~~and ~~continued~~to ~~past~~provide ~~their initial~~us ~~15-year~~with ~~fixed~~technical ~~term~~assistance and ~~are now continued into perpetuity~~services. ~~The~~We ~~lease~~also ~~terms~~rely ~~include~~upon ~~certain commitments related to oil sands~~the ~~properties~~services ~~that require the payments~~ of ~~yearly~~geologists, ~~rents.~~geophysicists, Aschemists, ~~required~~engineers byand ~~the~~other ~~Oil~~scientists ~~Sands~~to ~~Tenure~~explore ~~Regulation of the Mines~~ and ~~Minerals Act~~analyze ~~of Alberta continued~~ oil ~~sands~~prospects ~~leases past their initial expiry dates are subject~~ to ~~escalating~~determine ~~rental~~a ~~payments~~ method in ~~respect of~~which ~~each~~the ~~term~~oil ~~year~~prospects ofmay abe ~~continued~~developed ~~lease that is designated as non-producing less any eligible research costs, exploration costs and development costs that are incurred~~ in ~~the term year of~~ a ~~continued~~cost-effective ~~lease~~manner. ~~Also,~~In ~~continued oil sands leases must pay escalating rent which is payable at the end of each term year~~addition, ~~while~~we ~~annual~~rely ~~rent~~upon ~~for continued oil sands leases are due at~~ the ~~beginning of~~owners ~~each~~and ~~term~~operators ~~year. Lessees~~ of ~~continued~~ oil ~~sands leases may reduce or eliminate their escalating rent obligations by conducting~~drilling ~~exploration~~equipment orto ~~development~~drill ~~work,~~and ordevelop ~~research,~~our onprospects ~~the~~to ~~non-producing lease~~production. IfAlthough we ~~fail~~have todeveloped ~~meet~~relationships ~~the~~with ~~specific~~a ~~requirements~~number of ~~the lease regarding delay or non~~third-~~payment~~party ~~of yearly rental payments or yearly escalating rents~~service providers, ~~some~~we orcannot ~~all~~assure ofthat ~~our~~we ~~leases~~will ~~may~~ be ~~terminated for~~able ~~failure~~ to ~~pay~~continue ~~the~~to ~~required~~rely ~~yearly~~on ~~rents~~such persons. WeIf ~~have~~any ~~one~~of ~~oil~~these ~~sands~~relationships ~~lease~~with ~~that~~third-party service ~~has~~providers ~~not~~are ~~yet~~terminated ~~been~~or ~~continued~~are ~~past~~unavailable ~~its~~on ~~initial~~commercially ~~expiry date~~acceptable ~~of April 9~~terms, ~~2024. It is our opinion that~~ we ~~have~~may ~~met~~not ~~the~~be ~~minimum~~able ~~level~~to ofexecute ~~evaluation~~our asbusiness ~~set out by governmental requirements~~plan. toOur ~~continue~~limited ~~this~~control ~~lease~~over ~~beyond~~the ~~its~~activities ~~15-year~~and ~~expiry~~business ~~date.~~practices ~~There~~of ~~can~~these bethird noparties, ~~assurance that~~ any ofinability ~~the~~on ~~obligations~~our ~~required~~part to maintain satisfactory ~~each~~commercial ~~lease~~relationships ~~will~~with bethem ~~met. The termination~~ or ~~expiration~~their offailure ~~our oil sands leases or the working interests relating~~ to ~~our~~provide ~~leases may~~quality ~~reduce~~services ~~our~~could ~~opportunity~~materially ~~to exploit a given prospect for production~~ and ~~thus~~adversely ~~could~~affect ~~have a material adverse effect on~~ our business, ~~results~~ results of operations and financial condition.

Our Interests Are Held In The Form Of Leases That We May Be Unable To Retain. We have working interests in six oil sands leases in North Central Alberta, Canada. Five of these oil sands leases were successfully continued past their initial 15-year fixed term and are now continued into perpetuity. The lease terms include certain commitments related to oil sands properties that require the payments of yearly rents. As required by the Oil Sands Tenure Regulation of the Mines and Minerals Act of Alberta continued oil sands leases past their initial expiry dates are subject to escalating rental payments in respect of each term year of a continued lease that is designated as non-producing. Also, continued oil sands leases must pay annual and escalating rent which is payable at the beginning of each term year. Lessees of continued oil sands leases may eliminate their escalating rent obligations once the lease reaches the minimum level of production guidelines set out by the regulations. If we fail to meet the specific requirements of the lease regarding delay or non-payment of annual rental payments or yearly escalating rents, some or all of our leases may be terminated for failure to pay the required yearly rents. We have one oil sands lease that has not yet been continued past its initial expiry date of April 9, 2024. There can be no assurance that any of the obligations required to maintain each lease will be met. The termination or expiration of our oil sands leases or the working interests relating to our leases may reduce our opportunity to exploit a given prospect for production and thus could have a material adverse effect on our business, results of operations and financial condition.

We Expect Our Operating Expenses To Increase Substantially In The Future And We May Need To Raise Additional Funds. We have a history of net losses and expect that our operating expenses will increase substantially over the next 12 months as we continue to move forward to develop our oil sands leases. In addition, we may experience a material decrease in liquidity due to unforeseen cash calls or other events and uncertainties. As a result, we may need to raise additional funds, and such funds may not be available on favourable terms, if at all. If we cannot raise funds on acceptable terms, we may not be able to execute our business plan, take advantage of future opportunities or respond to competitive pressures or unanticipated requirements. This could have a material adverse effect on our business, results of operations and financial condition.

Our Ability To Produce Sufficient Quantities Of Oil From Our Properties May Be Adversely Affected By A Number Of Factors Outside Of Our Control. The business of exploring for and producing oil and gas involves a substantial risk of investment loss. Drilling oil sands wells involves the risk that the wells may be unproductive or that, although productive, the wells may not produce oil in economic quantities. Other hazards such as unusual or unexpected geological formations, pressures, fires, blowouts, loss of circulation of drilling fluids or other conditions may substantially delay or prevent completion of any well. Adverse weather conditions can also hinder drilling operations. A productive well could become uneconomic due to, for example, pressure depletion, water encroachment or mechanical difficulties, which could impair or prevent the production from the well. There can be no assurance that oil will be produced from all of our properties in which we have interests. Marketability of any oil that we acquire or discover may be influenced by numerous factors beyond our control. The marketability of our production will depend on the proximity of our reserves to and the capacity of, third party facilities and services, including oil and natural gas gathering systems, pipelines, trucking or terminal facilities, and processing facilities. The unavailability or insufficient capacity of these facilities and services could force us to shut-in producing wells, delay the commencement of production, or discontinue development plans for some of our properties, which would adversely affect our financial condition and performance. There may be periods of time when pipeline capacity is inadequate to meet our oil transportation needs. During periods when pipeline capacity is inadequate, we may be forced to reduce production or incur additional expense as existing production is compressed to fit into existing pipelines. Other risk factors include availability of drilling and related equipment, market fluctuations of prices, taxes, royalties, land tenure, allowable production and environmental protection. Our ability to manage these factors could have a material adverse effect on our business, results of operations and financial condition.

We Do Not Control All Of Our Operations. We do not operate all of our oil sands properties and we therefore have limited ~~influence~~ influence over the testing, drilling and production operations of those properties. Currently, we have a 90% working interest on ~~four~~three oil sands leases, a 100% working interest on one oil sands lease, where we are the operator of the 90% and 100% leases. We also have a 25% working interest on two oil sands leases where one of our joint venture partners is the operator. All ~~seven~~ six oil sands leases are located in the Peace River oil sands area of Alberta, Canada. Our lack of operational control of the two leases currently not operated by us means we are exposed to the following possibilities:

●

the operator might initiate exploration or development on a faster or slower pace than we prefer, or shut-in a currently existing project;

●

the operator might propose to drill more wells or build more facilities on a project than we have funds for or that we deem appropriate, which could mean that we are unable or decline to participate in the project or share in the revenues generated by the project;

●

if the operator does not initiate a joint operation proposal to conduct further operations on these two leases, the non-operators are entitled to propose a joint operation that is separate from any already existing project. As a non-operator on those two leases, we might be unable to pursue further operations on the two leases unless we and possibly other joint participating non-operators directly pay the entire cost thereof.

Any of these events could materially reduce the value of those properties affected.

Aboriginal Peoples May Make Claims Regarding The Lands On Which Our Operations Are Conducted. The AER governs our operations in Alberta, Canada and they have implemented a directive (“Directive 056”) through which the government of Alberta has issued its First Nations Consultation Policy on Land Management and Resource Development on May 16, 2005. The AER expects that all industry applicants adhere to this policy and the consultation guidelines. These requirements and expectations apply to the licensing of all new energy developments and all modifications to existing energy developments, as covered in Directive 056. In the policy, the government of Alberta has developed consultation guidelines to address specific questions about how consultation for land management and resource development should occur in relation to specific activities. Prior to filing an application, we must address all questions, objections, and concerns regarding our proposed development projects and attempt to resolve them. This includes concerns and objections raised by members of the public, industry, government representatives, First Nations, Métis, and other interested parties. This process can cause significant delays in obtaining a drilling permit for exploration and/or a production well license for both oil and gas and could have a material adverse effect on our operations.

Our Operations Are Subject To A Wide Range of Environmental Legislation and Regulation From All Levels Of Government Of Which We Have No Control. Environmental legislation imposes, among other things, restrictions, liabilities and obligations in connection with the generation, handling, storage, transportation, treatment and disposal of hazardous substances and waste and in connection with spills, releases and emissions of various substances into the environment. As well, environmental regulations are imposed on the qualities and compositions of the products sold and imported. Environmental legislation also requires that wells, facility sites and other properties associated with our operations be operated, maintained, abandoned and reclaimed to the satisfaction of applicable regulatory authorities. In addition, certain types of operations, including exploration and development projects and significant changes to certain existing projects, may require the submission and approval of environmental impact assessments. Compliance with environmental legislation can require significant expenditures, and failure to comply with environmental legislation may result in the imposition of fines and penalties and liability for cleanup costs and damages. The costs of complying with environmental legislation in the future could have a material adverse effect on our business, results of operations and financial condition. We anticipate that changes in environmental legislation may require, among other things, reductions in emissions to the air from its operations and result in increased capital expenditures. Future changes in environmental legislation could occur and result in stricter standards and enforcement, larger fines and liability, and increased capital expenditures and operating costs, which could have a material adverse effect on our business, results of operations and financial condition.

Market Fluctuations In The Prices Of Oil Could Adversely Affect Our Business. Prices for oil tend to fluctuate significantly in response to factors beyond our control. These factors include, but are not limited to, the ongoing wars in the Middle East and actions of the Organization of Petroleum Exporting Countries and its maintenance of production constraints, the U.S. political and economic environment, weather conditions, the availability and market acceptance of alternate fuel sources, transportation interruption, the impact of drilling levels on crude oil and natural gas supply, and the environmental and access issues that could limit future drilling activities for the industry. Changes in commodity prices may significantly affect our capital resources, liquidity and expected operating results. Price changes directly affect revenues and can indirectly impact expected production by changing the amount of funds available to reinvest in exploration and development activities. Reductions in oil pricing not only reduce revenues and profits, but could also reduce the quantities of reserves that are commercially recoverable. Significant declines in oil prices could result in non-cash charges to earnings due to write-downs. Changes in commodity prices may also significantly affect our ability to estimate the value of producing properties for acquisition and divestiture and often cause disruption in the market for oil producing properties, as buyers and sellers have difficulty agreeing on the value of the properties. Price volatility also makes it difficult to budget for and project the return on acquisitions and development and exploitation of projects. We expect that commodity prices will continue to fluctuate significantly in the future.

Our Stock Price Could Decline. Our common stock is traded on the OTC marketplace. There can be no assurance that an active public market will continue for our common stock or that the market price for our common stock will not decline below its current price. Such price may be influenced by many factors, including but not limited to, investor perception of us and our industry and general economic and market conditions. The trading price of our common stock could be subject to wide fluctuations in response to announcements of our business developments or our competitors, quarterly variations in operating results, and other events or factors. In addition, stock markets have experienced extreme price volatility in recent years. This volatility has had a substantial effect on the market prices of companies, at times for reasons unrelated to their operating performance. Such broad market fluctuations may adversely affect the price of our common stock. Our stock price may decline as a result of future sales of our shares or the perception that such sales may occur.

We Could Be Subject To SEC Penalties If We Do Not File All Of Our SEC Reports. ~~Although~~We ~~we are presently up to date in our current filings, in the past we~~ have not timely filed all of our annual and quarterly reports required to be filed by us with the SEC, in a timely manner. It is possible that the SEC could take enforcement action against us, including potentially the de-registration of our securities, if we fail to file our annual and quarterly reports in a timely manner as required by the SEC. If the SEC were to take any such actions, it could adversely affect the liquidity of trading in our common stock and the amount of information about our Company that is publicly available.

Broker-Dealers Are Not Permitted To Solicit Trades In Our Common Stock. Our common stock is considered to be a “penny stock” because it meets one or more of the definitions of “penny stock” in Rule 3a51-1 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”). The principal result or effect of being designated a “penny stock” is that securities broker-dealers cannot recommend the stock and may only trade in it on an unsolicited basis. The continued inability of brokers to recommend our stock could have a material adverse effect on our business, results of operations and financial condition.

Risks Related To Broker-Dealer Requirements Involving Penny Stocks / Risks Affecting Trading and Liquidity. Section 15(g) of the Exchange Act and Rule 15g-2 promulgated thereunder by the SEC require broker-dealers dealing in penny stocks to provide potential investors with a document disclosing the risks of penny stocks and to obtain a manually signed and dated written receipt of the document before effecting any transaction in a penny stock for the investor’s account. These rules may have the effect of reducing the level of trading activity in the secondary market, if and when one develops. Potential investors in our common stock are urged to obtain and read such disclosure carefully before purchasing any shares that are deemed to be “penny stock.” Moreover, SEC Rule 15g-9 requires broker-dealers in penny stocks to approve the account of any investor for transactions in such stocks before selling any penny stock to that investor. This procedure requires the broker-dealer to (i) obtain from the investor information concerning his or her financial situation, investment experience and investment objectives; (ii) reasonably determine, based on that information, that transactions in penny stocks are suitable for the investor and that the investor has sufficient knowledge and experience as to be reasonably capable of evaluating the risks of penny stock transactions; (iii) provide the investor with a written statement setting forth the basis on which the broker-dealer made the determination in (ii) above; and (iv) receive a signed and dated copy of such statement from the investor, confirming that it accurately reflects the investor’s financial situation, investment experience and investment objectives. Pursuant to the Penny Stock Reform Act of 1990, broker-dealers are further obligated to provide customers with monthly account statements. Compliance with the foregoing requirements may make it more difficult for investors in our stock to resell their shares to third parties or to alternatively dispose of them in the market or otherwise.

~~ITEM~~The 2outbreak of health epidemics and pandemics, including COVID-19, could adversely affect our business, financial condition, and results of operations. ~~PROPERTIES~~Health epidemics and pandemics could, and in fact, have spread across the globe and could, and have, impacted worldwide economic activity, including the global demand for oil, natural gas and the price for heavy oil. Health epidemics and pandemics, including the COVID-19 and its variants, can cause certain risks in which we, or our employees, contractors, suppliers, customers and joint venture partners may be prevented from conducting business activities for an indefinite period of time, due to restrictions that may be requested or mandated by governmental authorities, which include quarantines that restrict or prohibit employees from going to work. The ongoing spread of COVID-19 and its variants and mitigation measures to prevent its spread, along with a decline in oil prices, could have a material adverse effect on our business, financial condition, results of operations and our ability to raise funds.

~~Oil~~The SEC recently adopted amendments to Rule 15c2-11 under the Securities Exchange Act of 1934, could adversely affect our common stock. Rule 15c2-11 (the “Rule”) becomes effective on September 28, 2021 and ~~Gas~~will ~~Properties~~have an impact on the over-the-counter (“OTC”) market regulatory structure. The amended Rule is ostensibly to enhance disclosure and investor protection in the OTC market by ensuring that broker-dealers in the OTC market do not publish quotations for an issuer’s security when current issuer information is not publicly available. Therefore, under the new Amendments to Rule 15c2-11, now, all OTC quoted companies must file at least current annual financial statements or companies will not be publicly quoted on the OTC Markets and risk being downgraded to the Grey Market. Our Company is currently listed on the OTC markets “Pink – No Information” Tier. Currently, we have not filed all of our annual and quarterly reports which are required to be filed by us with the SEC. We are striving to achieve this goal. Even so, it is possible that our common stock may be downgraded to the Grey Market, if it determined that we failed to file our appropriate annual and quarterly reports in a timely manner as required by the SEC. Our Company must file its September 30, 2020 annual financial statements with the SEC in order for our Company to remain publicly quoted on the OTC Markets “Pink - Limited Information” Tier. This document is meant to comply with that requirement. If it is determined that we did not comply with these new requirements, it is highly likely that it may make it more difficult for investors in our stock to resell their shares to third parties or to alternatively dispose of them in the open market or otherwise.

Acreage

Currently, we have a 90% working interest in four oil sands leases, a 100% working interest in one oil sands lease, and a 25% working interest in an additional two oil sands leases in the Peace River oil sands area of Alberta. These seven oil sands leases cover 19,610 gross acres (7,936 gross hectares) with our Company having 13,442 net acres (5,440 net hectares). We are the operator of five of these oil sands leases where we have working interests of either 90% or 100%. For further information, see Oil and Gas Properties on our Balance Sheet and Note 3, 4 and 5 in the notes to our consolidated financial statements contained herein.

The following table summarizes, by geographic area, our gross and net developed and undeveloped acreage as of September 30, 2019:

sawn lake properties - Peace River Oil Sands as of September 30, 2019

	Gross Hectares		Net Hectares		Gross Acres		Net Acres
Developed Acreage
Alberta, Canada		0		0		0		0
Total		0		0		0		0
Undeveloped Acreage
Alberta, Canada		7,936		5,440		19,610		13,442
Total		7,936		5,440		19,610		13,442
TOTAL Developed and Undeveloped		7,936		5,440		19,610		13,442

~~Our Sawn~~ITEM ~~Lake oil sands properties under lease as of September 30, 2019, covers 19,610 gross acres (13,442 net acres) of land under seven oil sands leases~~2. ~~The lease expiration dates of our Company’s oil sands leases are as follows:~~PROPERTIES

~~(i) Out of 20,242 gross acres (13,284 net acres) under five oil sands leases were set to expiry on July 10, 2018, 14,549 gross acres (8,571 net acres) were granted continuation under the Alberta~~ Oil ~~Sands Tenure regulations~~ and ~~have~~Gas no set expiry date. In November of 2017, our Company’s joint venture partner and operator of two of these five oil sands leases, submitted two continuation applications to the Alberta Oil Sands Tenure division to apply to continue 7,591 gross acres (1,898 net acres) and in January 2018, approval was received from Alberta Energy to continue 6,958 gross acres (1,740 net acres). In June 2018, our Company as operator of three of these five oil sands leases, submitted three continuation applications to the Alberta Oil Sands Tenure division to apply to continue another 7,591 gross acres (6,832 net acres) where resources were identified and in July 2018 and April 2019, approval was received from Alberta Energy to continue 7,591 gross acres (6,832 net acres). Of these five oil sands leases that were set to expiry on July 10, 2018, a total of 5,693 gross acres (4,713 net acres) expired without being continued. These expired lands were primarily areas where our Company determined that there was no or limited exploitable resources. These continued leases are now held by our Company for perpetuity, subject to yearly escalating rental payments until they are deemed to be producing leases;Properties

(ii) 19,610 gross acres (17,649 net acres) under the three most northern oil sands leases were set to expire on August 19, 2019. In August 2019, our Company submitted one continuation application to the Alberta Oil Sands Tenure division to apply to continue 1,898 acres (1,708 net acres) of the 19,610 gross acres (17,649 net acres) on one of the northern most leases and subsequently in early October 2019 approval was received from Alberta Energy to continue 1,898 gross acres (1,708 net acres) past the expiry date of the lease. This one partially continued lease is now held by our Company for perpetuity, subject to yearly escalating rental payments until they are deemed to be producing leases. On August 19, 2019, 17,712 gross acres (15,941 net acres) expired without being continued. These expired lands were primarily areas where we determined that there was no or limited exploitable resources; andAcreage

~~(iii) 3~~Currently,~~163~~ ~~gross~~we ~~acres~~have (3a 90% working interest in three oil sands leases,~~163~~ ~~net~~a ~~acres)~~100% ~~under~~working interest in one oil sands lease, ~~are~~and ~~set~~a to25% ~~expire~~working oninterest ~~April~~in 9,an ~~2024~~additional two oil sands leases in the Peace River oil sands area of Alberta. ItThese issix oil sands leases cover 17,712 gross acres (7,168 gross hectares) with our Company’s having ~~opinion~~11,734 ~~that~~net acres (4,749 net hectares). We are the operator of four of these oil sands leases where we have ~~already~~working ~~met~~interests ~~the~~of either ~~governmental~~90% ~~requirements~~or ~~for~~100%. ~~this~~For ~~lease~~further information, see Oil and weGas ~~will~~Properties beon ~~applying~~our Balance Sheet and Note 3, 4 and 5 in the notes to ~~continue~~our ~~this~~consolidated financial ~~lease~~statements ~~into~~contained ~~perpetuity~~herein.

~~Escalating yearly~~The ~~rents~~following ~~can~~table besummarizes, ~~offset~~ by ~~eligible research costs~~geographic area, ~~exploration~~our ~~costs~~gross and ~~development~~net ~~costs~~developed ~~that~~and ~~are~~undeveloped ~~incurred~~acreage inas ~~the term year~~ of aSeptember ~~continued~~30, ~~lease.~~2020:

Summary of Oil and Gas Reserves

sawn lake properties - Peace River Oil Sands as of September 30, 2020
	Gross Hectares		Net Hectares		Gross Acres		Net Acres
Developed Acreage
Alberta, Canada		0		0		0		0
Total		0		0		0		0

Undeveloped Acreage
Alberta, Canada		7,168		4,749		17,712		11,734
Total		7,168		4,749		17,712		11,734

TOTAL Developed and Undeveloped		7,168		4,749		17,712		11,734

~~We did~~Our ~~not~~Sawn ~~have~~Lake ~~our~~oil sands properties ~~independently~~under ~~assessed and evaluated for reserves and resources~~ lease as of September 30, ~~2019.~~2020, Ascovers ~~of September 30~~17,712 ~~2015,~~gross ~~DeGolyer~~acres ~~and~~(11,734 ~~MacNaughton~~net ~~Canada Limited (“DeGolyer”~~acres) inof ~~compliance~~land ~~with~~under ~~SEC~~six ~~definitions~~oil ~~and~~sands ~~guidance~~leases. ~~and in~~The ~~accordance~~lease ~~with~~expiration ~~generally~~dates of ~~accepted petroleum engineering principles, did assess and evaluate~~ our ~~properties for reserves and resources. Our~~ Company’s ~~reported~~oil nosands ~~proved~~leases ~~reserves~~are as ~~of September 30, 2015.~~follows:

~~Drilling and~~(i) ~~Other~~The ~~Exploratory~~Company has five oil sands leases that cover 14,549 gross acres (8,571 net acres) and ~~Development~~have ~~Activities~~no set expiry date. These continued leases are now held by the Company for perpetuity, subject to yearly escalating rental payments until they are deemed to be producing leases;

~~The following~~(ii) ~~table~~3,163 ~~summarizes~~gross ~~the~~acres ~~results~~(3,163 ofnet ~~our~~acres) ~~drilling~~under ~~activities~~one inoil ~~the~~sands ~~Peace~~lease ~~River~~are ~~oil~~set ~~sands~~to ~~area~~expire ofon ~~Alberta~~April ~~during~~9, ~~the~~2024. ~~fiscal years~~The ~~ended~~Company ~~September~~will ~~30,~~be ~~2019,~~applying ~~2018~~to ~~and~~continue ~~2017~~this lease into perpetuity.

Development (Net Wells)

Exploratory (Net Wells)

Oil

Gas

Service Well

Dry

Oil

Gas

Service Well

Dry

September 30, 2019

Alberta, Canada

–

September 30, 2018

Alberta, Canada

–

September 30, 2017

Alberta, Canada

–

0.25

–

Summary of Oil and Gas Reserves

* -We Ondid ~~February~~not ~~15,~~have ~~2018,~~our weproperties ~~entered~~independently ~~into~~assessed and aevaluated ~~contribution~~for ~~agreement~~reserves ~~with~~and aresources ~~third-party~~as toof ~~drill~~September a30, ~~well~~2020. onAs ~~one~~ of ~~our~~September ~~Sawn~~30, ~~Lake~~2015, ~~oil sands~~DeGolyer ~~leases~~and MacNaughton Canada Limited (“DeGolyer”) in ~~which~~compliance wewith ~~acquired~~SEC ~~cores~~definitions and ~~logs~~guidance ~~through~~and ~~the~~in ~~Bluesky~~accordance ~~formation,~~with ~~but~~generally accepted petroleum engineering principles, did ~~not~~assess and ~~acquire~~evaluate aour ~~working~~properties ~~interest~~for inreserves ~~that well~~and resources. Our Company reported no proved reserves as of September 30, 2015.

~~Productive~~Drilling and Other Exploratory and Development ~~Wells~~Activities

~~As of~~The following table summarizes the ~~fiscal~~results ~~year~~of our ~~ended~~drilling ~~September~~activities ~~30,~~in ~~2019~~the ~~all~~Peace River oil sands area of ~~our~~Alberta ~~producing~~during ~~wells~~the ~~were~~fiscal ~~shut-in~~years inended ~~February~~September ~~2016~~30, 2020, 2019 and 2018.

Present Activities – Peace River Oil Sands, Alberta Canada (Sawn Lake Properties)

Development (Net Wells)

Exploratory (Net Wells)

Oil

Gas

Service Well

Dry

Oil

Gas

Service Well

Dry

September 30, 2020

Alberta, Canada

–

September 30, 2019

Alberta, Canada

–

September 30, 2018

Alberta, Canada

–

~~Currently we~~* ~~have~~- noOn ~~wells~~February ~~in the process of being drilled. Our Company to date has~~15, ~~but not limited to~~2018, ~~drilled~~we or participated in 13 wells over our Sawn Lake leases to expand the boundaries of the Bluesky oil sands reservoir; commissioned various independent reservoir simulation studies of our properties; successfully produced bitumen from the SAGD Project, which outperformed independent reservoir production type curves; acquired AER approval for two thermal recovery projects, which includes our joint SAGD Project facility expansion to produce up to 3200 bopd; successfully entered into ~~Farmout~~a ~~Agreements;~~contribution ~~and~~agreement ~~over~~with ~~the~~a ~~last~~third-party ~~3 years we have successfully applied~~ to ~~the~~drill ~~AER~~a towell ~~continue~~on ~~the~~one ~~best sections~~ of our ~~oil~~Sawn ~~sands~~Lake ~~properties past their initial expiry dates, where resources were identified. Under the~~ oil sands ~~lease~~leases ~~continuation~~in ~~regulations~~which anwe ~~operator~~acquired orcores ~~leaseholder must demonstrate certain levels of exploration~~ and ~~development~~logs bythrough ~~providing~~ the ~~AER~~Bluesky ~~with drilling~~formation, ~~coring~~but ~~and~~did ~~seismic~~not ~~data~~acquire ~~within~~ a ~~certain~~working ~~timeframe~~interest in ~~order to~~that ~~maintain the lease past its expiry date~~well.

~~We are~~Productive focused on developing the bitumen resources located on our Sawn Lake properties using thermal recovery technology development. A SAGD Project on our Sawn Lake properties commenced in 2013 where we have a 25% working interest. The SAGD Project consists of one SAGD well pair drilled to a depth of 650 meters and a horizontal length of 780 meters and the SAGD facility for steam generation, water handling, and bitumen treating. Steam injection commenced in May 2014 and production commenced on September 16, 2014. The SAGD Project reached a steady state production level in February of 2016 of 620 bopd, on a 100% basis (155 bopd net to us) from one SAGD well pair and achieved an instantaneous Steam oil Ratio (“ISOR”) efficiency of 2.1, demonstrating the productive capability of our Sawn Lake reservoir with significant future potential value. The lower the ISOR the lower the production costs and emissions per barrel of oil produced. The production results of the current SAGD Project successfully confirmed the capability of the Bluesky reservoir to produce using thermal recovery technology. A majority of our Company’s Joint Venture partners voted to temporarily suspend operations for the SAGD Project at the end of February 2016.Wells

~~The successful~~As ~~results~~ of ~~our~~the ~~joint~~fiscal ~~SAGD~~year ~~Project~~ended ~~were~~September ~~used~~30, to2020; we ~~update~~had no producing wells. All of our ~~reservoir~~producing ~~models~~wells ~~and~~were ~~will~~shut-in bein ~~used~~February 2016 in ~~the~~accordance ~~preparation~~with a majority of anour Company’s ~~updated~~Joint ~~independent~~Venture ~~evaluation~~partners ofvoting ~~our~~to ~~Sawn~~temporarily ~~Lake~~suspend ~~properties~~operations for the SAGD Project at the end of February 2016.

~~Regulatory approval~~Present ~~was~~Activities ~~received~~– inPeace ~~December~~River ~~2017~~Oil for a commercial expansion of the existing SAGD Project facility site where we have a 25% working interest. This expansion application sought approval to expand the current SAGD Project facility site to 3Sands,~~200~~ ~~bopd~~Alberta ~~(100%~~Canada basis). It is anticipated that only five SAGD well pairs will need to be operating to achieve this production level. The SAGD Project development plan will be done in stages to reduce initial financial costs. The first stage anticipates the reactivation of the existing SAGD facility and existing SAGD well pair, along with the drilling of one additional SAGD well pair, initially producing from two SAGD well pairs. The second stage anticipates drilling an additional three SAGD well pairs to produce up to 3,200 bopd and the expansion of the existing SAGD facility to generate the additional steam required. The lead time to acquiring the necessary equipment and commencing operations is estimated to be about 18 months and another 6 months is required for the start of bitumen production (~~after development of the steam chamber). As of June 30, 2019, a~~ Sawn Lake full field development plan using SAGD batteries has been defined by the operator of the SAGD Project. We and our joint venture partners continue to move forward with SAGD Project with completing detailed engineering and assessing potential marketing arrangements for the commercial development expansion to 3,200 bopd.Properties)

~~In accordance~~Currently ~~with~~we ~~the~~have ~~Farmout~~no ~~Agreement,~~wells in the ~~Farmee~~process ~~has~~of ~~agreed~~being drilled. toOur ~~provide~~Company up to ~~$40~~date has,~~000,000~~ inbut ~~funding~~not ~~for~~limited ~~our~~to, ~~portion~~drilled ofor ~~the~~participated ~~costs for~~in ~~the~~13 ~~SAGD~~wells ~~Project,~~over inour ~~return~~Sawn ~~for~~Lake aleases ~~net~~to ~~25%~~expand ~~working~~the ~~interest~~boundaries of inthe 11Bluesky ~~sections~~oil ~~where~~sands wereservoir; ~~had~~commissioned avarious ~~working~~independent ~~interest~~reservoir simulation studies of ~~50%~~our ~~before~~properties; ~~the~~successfully produced ~~execution~~bitumen offrom the ~~Farmout~~SAGD ~~Agreement.~~Project, ~~The~~which ~~Farmee~~outperformed ~~will~~independent ~~also~~reservoir ~~provide~~production ~~funding~~type tocurves; ~~cover~~acquired ~~monthly~~AER ~~operating~~approval ~~expenses~~for oftwo ~~our Company, not~~thermal torecovery ~~exceed $30~~projects,~~000~~ ~~per~~which ~~month.~~includes ~~The~~our ~~total~~joint ~~share~~SAGD ofProject ~~the~~facility ~~material~~expansion ~~costs~~to ~~and~~produce ~~operating~~up ~~expenses~~to of3,200 ~~our~~bopd; ~~Company’s~~successfully ~~joint~~entered ~~SAGD~~into ~~Project,~~Farmout ~~has~~Agreements; ~~been~~and ~~funded~~we inhave ~~accordance~~successfully ~~with~~applied to the ~~Farmout~~AER ~~Agreement~~to ~~and~~continue ~~continues~~the tobest besections ~~funded~~of byour ~~the~~oil ~~agreement.~~sands ~~The~~properties ~~Farmee~~past ~~shall~~their ~~also~~initial ~~continue~~expiry todates, ~~cover~~where ~~our~~resources ~~Company’s~~were ~~administrative~~identified. ~~costs~~Previously, upunder tothe ~~$30,000~~prior ~~per~~oil ~~month~~sands ~~until~~lease ~~completion~~continuation inregulations ~~all~~an ~~substantial~~operator or leaseholder ~~respects~~must demonstrate certain levels of ~~the~~exploration ~~SAGD~~and ~~Project~~development ~~agreement~~by ~~entered~~providing ~~into~~the onAER ~~July~~with 30drilling, ~~2013~~coring ~~between~~and ~~the~~seismic ~~Company~~data ~~and~~within a certain ~~the~~timeframe ~~operator~~in oforder to maintain the ~~SAGD~~lease ~~Project.~~past its expiry date.

~~The development~~We ~~progress~~are offocused on developing the bitumen resources located on our Sawn Lake ~~oil~~properties ~~sands~~using ~~properties~~thermal isrecovery ~~governed~~technology bydevelopment. ~~several~~A ~~factors~~SAGD ~~such~~Project ason ~~federal~~our ~~and~~Sawn ~~provincial~~Lake ~~governmental~~properties commenced ~~regulations.~~in ~~Long~~2013 ~~lead~~where ~~times~~we inhave ~~getting~~a ~~regulatory~~25% ~~approval~~working ~~for~~interest. ~~thermal~~The ~~recovery~~SAGD ~~projects~~Project ~~are~~consists ~~commonplace~~of inone ~~our~~SAGD ~~industry.~~well ~~Road bans,~~pair ~~winter~~drilled ~~access~~to ~~only~~a ~~roads~~depth of 650 meters and ~~environmental~~a ~~regulations~~horizontal length ~~can,~~of 780 meters and ~~often,~~the doSAGD ~~delay~~facility ~~development~~for ofsteam ~~similar~~generation, ~~projects~~water handling, and ~~our projects~~bitumen treating. ~~Because~~Steam ofinjection ~~these~~commenced in May 2014 and ~~other~~production ~~factors~~commenced on September 16, ~~our~~2014. ~~oil~~The ~~sands~~SAGD ~~projects~~Project ~~can~~reached ~~take~~a ~~significantly~~steady ~~longer~~state toproduction ~~complete~~level ~~than~~in ~~regular~~February ~~conventional~~of 2016 of 620 ~~drilling~~bopd, ~~programs~~on ~~for~~a ~~lighter~~100% basis (155 bopd net to us) from one SAGD well pair and achieved an instantaneous Steam oil. ToRatio ~~date~~(“ISOR”) efficiency of 2.1, demonstrating the productive capability of our ~~geological,~~Sawn ~~engineering,~~Lake ~~economic~~reservoir ~~studies,~~with significant future potential value. The lower the ISOR the lower the production costs and ~~our~~emissions ~~SAGD~~per ~~Project~~barrel of oil produced. The production results of the current SAGD Project successfully ~~lead~~confirmed usthe capability of the Bluesky reservoir to ~~believe~~produce ~~that~~using thermal recovery technology. A majority of our ~~working~~Company’s ~~interest~~Joint Venture ~~can~~partners ~~support~~voted ~~future~~to ~~full~~temporarily ~~profitable~~suspend ~~commercial~~operations ~~production~~for the SAGD Project at the end of February 2016.

~~We previously~~The ~~received~~successful ~~approval~~results ~~from~~of ~~the~~our ~~AER~~joint ~~for~~SAGD ~~a horizontal cyclic steam stimulation project (“HCSS~~ Project~~”) application.~~ Itwere isused ~~anticipated~~to ~~that~~update ~~we will develop a thermal demonstration project on~~ our ~~properties~~reservoir ~~followed~~models by a commercial expansion project on one half section of land located on section 10-92-13W5 of our Sawn Lake oil sands properties where we currently have a 90% working interest. The final performance results and ~~revised reservoir modeling studies from our current SAGD Project~~ will be used toin ~~fine-tune our HCSS Project facility design before we initiate start-up operations on~~ the ~~half~~preparation ~~section~~ of ~~land where we plan to drill two horizontal wells to test the use of HCSS technology. We performed~~ an ~~environmental~~ ~~field~~updated ~~study~~independent ~~and~~evaluation ~~surveyed the proposed location~~ of our ~~planned~~Sawn ~~HCSS~~Lake ~~Project site and received AER approval for the surface wellsite and access road for this project~~properties.

~~ITEM~~Regulatory approval was received in December 2017 for a commercial expansion of the existing SAGD Project facility site where we have a 25% working interest. This expansion application sought approval to expand the current SAGD Project facility site to 3,200 bopd (100% basis). ~~LEGAL~~It ~~PROCEEDINGS~~is anticipated that only five SAGD well pairs will need to be operating to achieve this production level. The SAGD Project development plan will be done in stages to reduce initial financial costs. The first stage anticipates the reactivation of the existing SAGD facility and existing SAGD well pair, along with the drilling of one additional SAGD well pair, initially producing from two SAGD well pairs. The second stage anticipates drilling an additional three SAGD well pairs to produce up to 3,200 bopd and the expansion of the existing SAGD facility to generate the additional steam required. The lead time to acquiring the necessary equipment and commencing operations is estimated to be about 18 months and another 6 months is required for the start of bitumen production (after development of the steam chamber). A Sawn Lake full field development plan using SAGD batteries has been defined by the operator of the SAGD Project. As 2021 and 2022 proceed, the operator of the SAGD Project should be consulting with its joint venture partners regarding development potential and alternatives for the SAGD Project.

~~On October~~In 28accordance with the Farmout Agreement, ~~2019~~the Farmee has agreed to provide up to $40,000,000 ~~Provident~~in ~~Premier~~funding ~~Master~~for ~~Fund~~our ~~Ltd.~~portion (of the ~~“Plaintiff”)~~costs for the SAGD Project, ~~filed~~in ~~and~~return ~~served~~for ana ~~Amended~~net ~~Statement~~25% working interest in 11 sections where we had a working interest of ~~Claim against~~50% ~~Northern~~before ~~Alberta~~the ~~Oil~~execution ~~Ltd~~of the Farmout Agreement., ~~Deep~~Under ~~Well~~the ~~Oil~~terms &of ~~Gas~~the ~~(Alberta)~~Farmout Agreement ~~Ltd.,~~the ~~Andora~~Farmee ~~Energy~~also ~~Corporation~~is ~~and~~required MPto ~~Energy~~provide ~~West~~funding ~~Canada~~to cover the monthly administrative expenses of our Company, provided that such ~~Corp~~funding shall not to exceed $30,000 per month. ~~(the~~The ~~“Defendants”)~~total inshare of the ~~Court~~material costs and operating expenses of ~~Queen~~our Company’s ~~Bench~~joint SAGD ofProject ~~Alberta~~is ~~Judicial~~funded ~~District~~in ofaccordance ~~Calgary~~with the Farmout Agreement. The ~~Original Statement~~Farmee ofshall ~~Claim~~also ~~had~~continue ~~been~~to ~~filed~~cover onour ~~November~~Company’s 1administrative costs up to $30,000 ~~2018~~per ~~but~~month ~~had~~until ~~never~~completion ~~been~~in ~~served~~all sosubstantial ~~our~~respects of the SAGD Project agreement entered into on July 30, 2013 between the Company ~~was~~and ~~not~~the ~~aware~~operator of itthe SAGD Project.

9The development progress of our Sawn Lake oil sands properties is governed by several factors such as federal and provincial governmental regulations. Long lead times in getting regulatory approval for thermal recovery projects are commonplace in our industry. Road bans, winter access only roads and environmental regulations can, and often, do delay development of similar projects and our projects. Because of these and other factors, our oil sands projects can take significantly longer to complete than regular conventional drilling programs for lighter oil. To date, our geological, engineering, economic studies, and our SAGD Project production results lead us to believe that our working interest may be able to support future full profitable commercial production.

~~The Plaintiff~~We ~~claims~~previously ~~that~~received onapproval ~~December~~from ~~12,~~the ~~2003,~~AER ~~Nearshore Petroleum Corporation (“Nearshore”)~~for ~~entered into~~ a ~~royalty~~horizontal ~~agreement~~cyclic ~~with~~steam ~~Northern~~stimulation ~~Alberta~~project ~~Oil Ltd.~~ (“~~Northern~~HCSS Project”) ~~in which Northern granted a 6~~application.5% ~~gross~~It ~~overriding~~is ~~royalty~~anticipated ~~(“GORR”)~~that inwe ~~all~~will ~~petroleum~~develop ~~substances~~a ~~produced, saved and marketed~~thermal ~~from~~demonstration ~~six~~project ofon our ~~oil~~properties ~~sands~~followed ~~leases~~by ~~located~~a ~~within~~commercial ~~our~~expansion ~~Sawn~~project ~~Lake properties. The Plaintiff further claims that~~ on ~~September~~one ~~22,~~half ~~2006,~~section ~~Nearshore~~of ~~and~~land ~~Gemini~~located ~~Strategies~~on ~~LLC~~section ~~(“Gemini”) entered into a royalty conveyance agreement~~10-92-13W5 ~~whereby Nearshore sold 1%~~ of ~~the~~our ~~GORR~~Sawn toLake ~~Gemini.~~oil ~~The~~sands ~~Plaintiff~~properties ~~further~~where ~~states~~we ~~that~~currently ~~Gemini~~have ~~acquired~~a ~~the 1~~90% ~~GORR~~working asinterest. ~~agent~~The ~~for~~final ~~Provident, Grey~~performance Kresults ~~Fund LP (“Grey K”)~~ and ~~Grey~~revised ~~K Offshore Fund Ltd. (“Grey K Offshore”). The Plaintiff further claims~~reservoir ~~that~~modeling onstudies ~~September~~from ~~22,~~our ~~2006,~~current ~~Gemini~~SAGD ~~delivered~~Project awill ~~notice~~be ofused ~~assignment, in accordance with the Canadian Association of Petroleum Landmen Assignment Procedure (the “1993 CAPL”),~~ to ~~the~~fine-tune ~~grantors~~our ofHCSS ~~the~~Project 1%facility ~~GORR,~~design ~~novating~~before ~~Provident~~we ~~(66.67%,~~initiate ~~net 0.6667%)~~start-up ~~Grey~~operations ~~K (19.33%, net 0.1933%) and Grey K Offshore (14%, net 0.14%) into the GORR agreement. The Plaintiff further claims that~~ on ~~September~~ ~~2, 2009, any legal title in~~ the ~~GORR~~half ~~beneficially~~section ~~owned~~of byland ~~Grey~~where Kwe ~~and~~plan ~~Grey~~to Kdrill ~~Offshore~~two ~~vested~~horizontal inwells ~~the Crown in right of Alberta pursuant~~ to ~~Section~~test ~~229(1) of~~ the ~~Business~~use ~~Corporations Act and pursuant to section 15~~ of ~~the~~HCSS ~~Unclaimed Personal Property and Vested Property Act~~technology. ~~The~~We ~~Plaintiff~~performed ~~further~~an environmental ~~claims~~field ~~that~~study ~~the GORR was payable by one or more of the Defendants to Provident~~ and ~~that~~surveyed the ~~Defendants~~proposed ~~are~~location ~~in breach~~ of ~~the~~our ~~GORR~~planned ~~agreement~~HCSS byProject ~~failing~~site ~~to pay the GORR. Despite the allegation within the claim that the GORR was payable to each of Provident, Grey K~~ and ~~Grey~~received KAER ~~Offshore,~~approval ~~the~~for ~~only Plaintiff named in~~ the ~~Amended Statement~~surface ofwellsite ~~Claim is Provident~~ and ~~relief~~access isroad ~~only~~for ~~being~~this ~~sought by Provident in relation to its purported 0~~project.~~67% interest.~~

The Plaintiff seeks: 1) A declaration that the Plaintiff is the legal owner of 0.67% of the GORR payable on all oil sands produced from the lands which is payable by one or more of the Defendants; 2) An accounting to determine the amount of the outstanding royalty of which judgment is estimated by the Plaintiff to be in the amount of $100,000 Cdn; and 3) Interest and costs.9

~~Our Company~~ITEM ~~continues to deny the validity of the Purported 6~~3.5% ~~Royalty~~LEGAL in the first instance. As well, if the Purported 6.5% Royalty was valid, which is denied, it was not a gross overriding interest, but rather an overriding interest, which allowed for the deduction of operating and marketing costs. See Item 1 “Business” under the heading “Royalty Agreements” in this annual report on Form 10-K. We plan to vigorously defend ourselves against the Plaintiff’s claims.PROCEEDINGS

~~ITEM~~Provident 4Premier Master Fund Ltd. ~~MINE~~vs ~~SAFETY~~Northern Alberta ~~DISCLOSURES~~Oil Ltd., Deep Well Oil & Gas (Alberta) Ltd., Andora Energy Corporation and MP Energy West Canada Corp.

~~Not~~On October 28, 2019, Provident Premier Master ~~applicable~~Fund Ltd. (the “Plaintiff”), filed and served an Amended Statement of Claim against Northern Alberta Oil Ltd., Deep Well Oil & Gas (Alberta) Ltd., Andora Energy Corporation and MP Energy West Canada Corp. (the “Defendants”) in the Court of Queen’s Bench of Alberta Judicial District of Calgary. The Original Statement of Claim had been filed on November 1, 2018 but the Company states that it was never served, so the Company was not aware of the claim until served with the Amended Statement of Claim. The Plaintiff claims that on December 12, 2003, Nearshore Petroleum Corporation (“Nearshore”) entered into a royalty agreement with Northern Alberta Oil Ltd. (“Northern”) in which Northern supposedly granted a 6.5% gross overriding royalty (the “Purported GORR”) in all petroleum substances produced, saved and marketed from certain oil sands leases located within the Company’s Sawn Lake properties. The Plaintiff further claims that on September 22, 2006, Nearshore and Gemini Strategies LLC (“Gemini”) entered into a royalty conveyance agreement whereby Nearshore sold 1% of the Purported GORR to Gemini. The Plaintiff further states that Gemini acquired the 1% of the Purported GORR as agent for Provident, Grey K Fund LP (“Grey K”) and Grey K Offshore Fund Ltd. (“Grey K Offshore”). The Plaintiff further claims that on September 22, 2006, Gemini delivered a notice of assignment, in accordance with the 1993 Canadian Association of Petroleum Landmen Assignment Procedure (the “1993 CAPL”), to the grantors of the 1% of the Purported GORR, novating Provident (66.67%, net 0.6667%), Grey K (19.33%, net 0.1933%) and Grey K Offshore (14%, net 0.14%) into the Purported GORR agreement. The Plaintiff further claims that on September 2, 2009, any legal title in the Purported GORR beneficially owned by Grey K and Grey K Offshore vested in the Crown in right of Alberta pursuant to Section 229(1) of the Business Corporations Act and pursuant to section 15 of the Unclaimed Personal Property and Vested Property Act. The Plaintiff further claims that the Purported GORR was payable by one or more of the Defendants to Provident and that the Defendants are in breach of the Purported GORR agreement by failing to pay the Purported GORR. Despite the allegation within the claim that the Purported GORR was payable to each of Provident, Grey K and Grey K Offshore, the only Plaintiff named in the Amended Statement of Claim is Provident and relief is only being sought by Provident in relation to its purported 0.67% interest.

10On October 22, 2020, Provident Premier Master Fund Ltd. (the “Plaintiff”), filed and served a Second Amended Statement of Claim against Northern Alberta Oil Ltd., Deep Well Oil & Gas (Alberta) Ltd., Andora Energy Corporation and MP Energy West Canada Corp. (the “Defendants”) in the Court of Queen’s Bench of Alberta Judicial District of Calgary. The Original Statement of Claim had been filed on November 1, 2018, but the Company states that it was never served so the Company was not aware of the claim until served with the first Amended Statement of Claim filed with the Court of Queen’s Bench of Alberta Judicial District of Calgary on October 24, 2019. The Plaintiff claims that on December 12, 2003, Nearshore Petroleum Corporation (“Nearshore”) entered into a royalty agreement with Northern Alberta Oil Ltd. (“Northern”) in which Northern supposedly granted a 6.5% gross overriding royalty the (“Purported GORR”) in all petroleum substances produced, saved and marketed from certain oil sands leases held by the Company located within the Company’s Sawn Lake properties. The Plaintiff seeks: 1) A declaration that the Plaintiff is the legal owner of 0.67% of the Purported GORR payable on all oil sands produced from the lands which is payable by one or more of the Defendants; 2) as stated in Clause 18(b) of the Second Amended Statement of Claim, an accounting to determine the amount of the outstanding royalty; 3.) Judgment or restitution in the amount determined pursuant to section 18(b) in the approximate amount of $74,970 ($100,000 Cdn) plus such further amounts as come due following the filing of the action; and 4) Interest and costs.

~~PART~~On November 30, 2020, the Defendants filed a Statement IIof Defence against the Plaintiff in the Court of Queen’s Bench of Alberta Judicial District of Calgary. The Defendants continue to deny the validity of the Purported GORR in the first instance. As well, if the Purported GORR was valid, which is denied, it was not a gross overriding interest, but rather an overriding interest, which allowed for the deduction of operating and marketing costs. The Defendants plan to vigorously defend itself against the Plaintiff’s claims.

~~ITEM~~December 521,2020, Northern Alberta Oil Ltd., ~~MARKET~~Deep Well ~~FOR~~Oil ~~THE~~& ~~REGISTRANT~~Gas (Alberta) Ltd. (the “Third-Party Defendants”) filed a Statement of Defence to Third Party Claim against the Plaintiff in the Court of Queen’Ss ~~COMMON~~Bench ~~EQUITY~~of Alberta Judicial District of Calgary. The remedy sought by the Third-Party Defendants is: 1.) the Third-Party Defendants ask that the Plaintiff’s claim against MP Energy West Canada Corp. and Andora Energy Corporation be dismissed, ~~RELATED~~with ~~STOCKHOLDER~~costs ~~MATTERS~~payable ~~AND~~by ~~ISSUER~~the ~~PURCHASES~~Plaintiff; OFand ~~EQUITY~~2.) ~~SECURITIES~~The Third-Party Defendants ask that no costs be payable in relation to the Third-Party Claim.

~~Market Information~~ 10

~~Deep Well’s~~Andora ~~stock~~Energy isCorporation ~~currently~~vs ~~quoted~~Northern onAlberta Oil ~~the OTC Marketplace under the trading symbol DWOG~~Ltd. ~~The following table sets forth the high~~ and ~~low sales prices for~~ Deep Well ~~common~~Oil ~~stock~~& asGas ~~reported on the OTC Marketplace for the fiscal years indicated below. These over-the-counter market quotations reflect inter-dealer prices~~(Alberta), ~~without retail mark-up, markdown or commission and may not necessarily represent actual transactions:~~Ltd.

	High*		Low*
Fiscal September 30, 2018
First Quarter	$	0.04	$	0.01
Second Quarter	$	0.05	$	0.03
Third Quarter	$	0.08	$	0.04
Fourth Quarter	$	0.06	$	0.03
Fiscal September 30, 2019
First Quarter	$	0.05		0.02
Second Quarter	$	0.06		0.01
Third Quarter	$	0.04		0.01
Fourth Quarter	$	0.05		0.01

On December 3, 2020, Andora Energy Corporation (the “Plaintiff”), filed a Statement of Claim against Northern Alberta Oil Ltd. and Deep Well Oil & Gas (Alberta) Ltd. (the “Defendants”) in the Court of Queen’s Bench of Alberta Judicial District of Calgary. The Company states that it was first served with this Statement of Claim on January 26, 2021. The Plaintiff claims that the Defendants owe the Plaintiff $100,316 ($133,808 Cdn) for unpaid joint interest billings. The Plaintiff seeks: 1.) Judgment, or alternatively damages, in the amount of the indebtedness, or such further amounts as may be due and owing as at the date of trail; 2.) Interest on the amount found to be owing; 3.) Costs of this action; and 4.) Such further and other relief as counsel may advise and the court deems just.

*Source: OTCOn February 17, 2021, the Defendants filed a Statement ~~Markets~~of Defence against the Plaintiff in the Court of Queen’s Bench of Alberta Judicial District of Calgary. The Defendants claim that the Plaintiff owes monies to the Defendants for, but are not limited to, leases operated by the Defendants, and that the Defendants have a right to off-set costs against any monies that may be owed to the Plaintiff’s.

~~Holders~~On March 18, 2021, Andora Energy Corporation (the “Plaintiff”), filed an Application for Summary of ~~Record~~Judgment and Affidavit to support the Application for Summary of Judgment against Northern Alberta Oil Ltd. and Deep Well Oil & Gas (Alberta) Ltd. (the “Defendants”) in the Court of Queen’s Bench of Alberta Judicial District of Calgary. The Plaintiff seeks the repayment of outstanding joint interest billings pursuant to a joint operating agreement between the parties (the “JOA”). The Plaintiff seeks an Order granting the following relief: 1.) summary judgment in favour of Plaintiff as against the Defendant Northern Alberta Oil Ltd. in the amount of $98,367 ($131,209 Cdn); 2.) summary judgment in favour of Plaintiff as the Defendant Deep Well Oil & Gas (Alberta) Ltd. in the amount of $14,777 ($19,710 Cdn); 3.) interest on the amounts pursuant to the contractual interest rate prescribed by the JOA, or alternatively, pursuant to the Judgement Interest Act RSA 2000, c J-1; 4.) costs of this Action, including costs of this Application, on such basis as the Court deems appropriate; and 5.) such further and other relief as counsel may advices and the Court may deem just.

~~As of~~On ~~September~~June 3021, ~~2019~~2021, wethe ~~had~~Defendants ~~approximately~~filed ~~141~~an ~~holders~~Affidavit against the Plaintiff’s application for an order for summary judgment against the Defendants in the Court of ~~record~~Queen’s Bench of ~~our~~Alberta ~~shares~~Judicial District of ~~common stock~~Calgary. ~~Our~~The ~~Company~~Defendants ~~estimates~~claim that ~~investment dealers~~the ~~and~~Plaintiff ~~other~~owes ~~nominees~~$128,597 ~~are~~($171,531 ~~the~~Cdn) ~~record~~to ~~holders~~the Defendants for, ~~approximately~~but are 1not limited to,~~839~~ ~~beneficial~~leases ~~holders~~operated by the Defendants, and that the Defendants have a right to off-set costs against any monies that may be owed to the Plaintiff’s.

~~Dividends~~On June 22, 2021, upon an application by the Plaintiff for an order for summary judgment against the Defendants and upon the Court reviewing the Affidavits filed by the Plaintiff and Defendants and upon hearing counsel for the Plaintiff and counsel for the Defendants, the Justice in Chambers denied the Plaintiff’s order for a summary judgment against the Defendants.

WeThe Defendants deny the Plaintiff’s claim ~~have~~regarding ~~not~~all ~~paid~~of ~~cash~~the ~~dividends~~monies ~~since~~which ~~inception~~are claimed to be owed to the Defendants by the Plaintiff. The Defendants plan to vigorously defend itself against the Plaintiff’s claims, but has provided for some of the claimed amounts in the Company’s books as of September 30, 2020.

11ITEM 4. MINE SAFETY DISCLOSURES

~~Securities Authorized~~Not ~~for Issuance under Equity Compensation Plans~~applicable.

~~The following table provides information as of September 30, 2019 with respect to shares of Deep Well’s common stock that may be issued under our existing equity compensation plans.~~11

	Equity Compensation Plan
Plan Category	(a) Number of securities to be issued upon exercise of outstanding options, warrants and rights			(b) Weighted-average exercise price of outstanding options, warrants and rights		(c) Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column (a))
Equity compensation plans approved by security holders		600,000	(1)	$	0.23		22,457,460	(2)
Equity compensation plans not approved by security holders		–			–		–
Total		600,000		$	0.23		22,457,460	(2)

PART II

~~(1)~~ITEM ~~On November 17, 2014, the Board appointed Mr~~5. ~~Colin~~MARKET ~~Outtrim~~FOR toTHE ~~its~~REGISTRANT’S ~~Board~~COMMON ~~and in connection with this appointment the Board granted Mr. Outtrim an option~~EQUITY, ~~expiring~~RELATED ~~five~~STOCKHOLDER ~~years~~MATTERS ~~after~~AND ~~the~~ISSUER ~~date~~PURCHASES ofOF ~~grant,~~EQUITY to purchase 600,000 shares each of common stock at an exercise price of $0.23 per share of common stock, with the option to purchase 200,000 shares vesting immediately and the option to purchase 200,000 shares on November 17, 2015, and another 200,000 shares on November 17, 2016. These shares expired unexercised on November 17, 2019.SECURITIES

~~(2)~~Market ~~Based~~Information on 230,574,603 issued and outstanding shares as at September 30, 2019. The maximum number of common shares that may be reserved for issuance under the Stock Option Plan (as defined below), as amended, may not exceed 10% of our Company’s issued and outstanding common shares.

~~Stock~~Deep Well’s stock is currently quoted on ~~Option~~the ~~Plan~~OTC Marketplace under the trading symbol DWOG. The following table sets forth the high and low sales prices for Deep Well common stock as reported on the OTC Marketplace for the fiscal years indicated below. These over-the-counter market quotations reflect inter-dealer prices, without retail mark-up, markdown or commission and may not necessarily represent actual transactions:

On November 28, 2005 and as amended on December 4, 2013, our Board adopted the Deep Well Oil & Gas, Inc. stock option plan (the “Stock Option Plan”). The Stock Option Plan was approved by a majority of our shareholders at the February 24, 2010 general meeting of shareholders. The Stock Option Plan, which is administered by our Board, permits options to acquire shares of Deep Well’s common stock to be granted to our directors, senior officers and employees of the Company and its subsidiaries, as well as certain consultants and other persons providing services to our Company. This Stock Option Plan was adopted to provide an incentive to the retention of our directors, officers and employees as well as consultants that we may wish to retain in the future. The maximum number of shares of common stock, which may be reserved for issuance under the Stock Option Plan may not exceed 10% of our issued and outstanding common stock, subject to adjustment as contemplated by the Stock Option Plan. For further information see the notes to our consolidated financial statements contained herein.

	High*		Low*
Fiscal September 30, 2019
First Quarter	$	0.05	$	0.02
Second Quarter	$	0.06	$	0.01
Third Quarter	$	0.04	$	0.01
Fourth Quarter	$	0.05	$	0.01
Fiscal September 30, 2020
First Quarter	$	0.04	$	0.01
Second Quarter	$	0.03	$	0.01
Third Quarter	$	0.03	$	0.01
Fourth Quarter	$	0.03	$	0.01

~~Recent Sales~~* ofSource: ~~Unregistered~~OTC ~~Securities~~Markets

~~None.~~Holders of Record

~~Purchases~~As of September 30, 2020, we had approximately 140 holders of ~~Equity~~record ~~Securities~~of byour ~~the~~shares ~~Issuer~~of common stock. Our Company estimates that investment dealers and ~~Affiliated~~other ~~Purchasers~~nominees are the record holders for approximately 1,840 beneficial holders.

~~There were no repurchases of equity securities by our Company or affiliated purchasers during the fourth quarter of the fiscal year ended September 30, 2019.~~Dividends

~~ITEM~~We 6.have ~~SELECTED~~not ~~FINANCIAL~~paid ~~DATA~~cash dividends since inception.

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

12Securities Authorized for Issuance under Equity Compensation Plans

~~ITEM~~As 7.of ~~MANAGEMENT~~September 30, 2020 with respect to shares of Deep Well’Ss ~~DISCUSSION~~common ~~AND~~stock ~~ANALYSIS~~there OFwere ~~FINANCIAL~~no ~~CONDITION~~outstanding ~~AND~~options ~~RESULTS~~issued OFunder ~~OPERATIONS~~our existing equity compensation plan.

The following discussion and analysis should be read in conjunction with our consolidated financial statements and related notes. For the purpose of this discussion, unless the context indicates another meaning, the terms: “Deep Well,” “Company,” “we,” “us,” and “our” refer to Deep Well Oil & Gas, Inc. and its subsidiaries. This discussion includes forward-looking statements that reflect our current views with respect to future events and financial performance that involve risks and uncertainties. Our actual results, performance or achievements could differ materially from those anticipated in the forward-looking statements as a result of certain factors including risks discussed in “Cautionary Note Regarding – Forward-Looking Statements” below and elsewhere in this report, and under the heading “Risk Factors” and “Environmental Laws and Regulations” as disclosed in our Annual Report on Form 10-K filed with the Alberta Securities Commission (“ASC”) on SEDAR on January 13, 2020 and the U.S. Securities and Exchange Commission (“SEC”) on January 13, 2020. Our Annual Report on Form 10-K can be downloaded from our website at www.deepwelloil.com.

Equity Compensation Plan

Plan Category

(a)

Number of securities to be issued upon exercise of outstanding options, warrants and rights

(b)

Weighted-average exercise price of outstanding options, warrants and rights

(c)

Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column (a))

Equity compensation plans approved by security holders

–

23,057,460

⁽¹⁾

Equity compensation plans not approved by security holders

–

Total

–

23,057,460

⁽¹⁾

~~Our consolidated~~(1) ~~financial~~Based ~~statements~~on ~~and~~230,574,603 ~~the~~issued ~~supplemental information thereto are reported in United States dollars~~ and ~~are~~outstanding ~~prepared based~~shares ~~upon~~as ~~United~~at ~~States~~September ~~generally~~30, ~~accepted accounting principles (“U~~2020.S. ~~GAAP”).~~The ~~References~~maximum innumber ~~this~~of ~~Annual~~common ~~Report on~~shares ~~Form~~that ~~10-K~~may tobe ~~“$”~~reserved ~~are~~for toissuance ~~United~~under ~~States~~the ~~dollars~~Stock ~~and~~Option ~~references~~Plan to(as ~~“Cdn$”~~defined ~~are~~below), toas ~~Canadian dollars. On January 3~~amended, ~~2020,~~may ~~the~~not ~~daily~~exceed ~~rate~~10% of ~~exchange~~our ~~for~~Company’s ~~Cdn$,~~issued ~~expressed~~and inoutstanding ~~US$~~common ~~was Cdn$1~~shares.~~00 = US$0.7699 as reported by the Bank of Canada.~~

~~General Overview~~Stock Option Plan

~~Deep~~On November 28, 2005 and as amended on December 4, 2013, our Board adopted the Deep Well Oil & Gas, Inc., ~~along~~stock ~~with~~option ~~its~~plan ~~subsidiaries~~(the ~~through~~“Stock ~~which~~Option itPlan”). ~~conducts~~The ~~business,~~Stock isOption Plan anwas ~~independent~~approved ~~junior~~by ~~oil~~a ~~sands~~majority ~~exploration and~~of ~~development~~our ~~company~~shareholders ~~headquartered~~at inthe ~~Edmonton,~~February ~~Alberta~~24, ~~Canada.~~2010 ~~Our~~general ~~immediate~~meeting ~~corporate~~of ~~focus~~shareholders. isThe toStock ~~develop~~Option ~~the~~Plan, ~~existing oil~~which ~~sands~~is ~~land~~administered ~~base~~by ~~where~~our weBoard, ~~have~~permits ~~working~~options ~~interests~~to ~~ranging~~acquire ~~from~~shares ~~25%~~of toDeep ~~100%~~Well’s incommon ~~the~~stock ~~Peace~~to ~~River~~be ~~oil~~granted ~~sands~~to ~~area~~our ~~of Alberta~~directors, ~~Canada.~~senior ~~Our~~officers ~~principal~~and ~~office~~employees isof ~~located~~the atCompany ~~Suite~~and ~~700~~its subsidiaries, ~~10150~~as -well ~~100~~as ~~Street~~certain ~~NW,~~consultants ~~Edmonton,~~and ~~Alberta,~~other ~~Canada~~persons ~~T5J~~providing ~~0P6,~~services to our Company. ~~telephone~~This ~~number~~Stock ~~is (780)~~Option ~~409-8144,~~Plan ~~and~~was ~~our~~adopted ~~fax~~to ~~number~~provide isan ~~(780)~~incentive ~~409-8146.~~to ~~Deep~~the ~~Well~~retention ~~Oil~~of &our ~~Gas~~directors, ~~Inc.~~officers ~~is a Nevada corporation~~ and ~~trades~~employees onas ~~the~~well ~~OTC~~as ~~Marketplace~~consultants ~~under~~that ~~the~~we ~~symbol~~may ~~DWOG.~~wish Weto ~~maintain~~retain ain ~~website~~the ~~at www~~future.~~deepwelloil.com.~~ ~~Our financial~~The ~~statements~~maximum ~~are~~number ~~available~~of ~~for~~shares ~~download~~of oncommon ~~our~~stock, ~~website~~which ormay ~~you~~be ~~may~~reserved ~~download~~for ~~our~~issuance under ~~financial~~the ~~statements~~Stock ~~from~~Option ~~the~~Plan ~~U.S.~~may ~~Securities and~~not ~~Exchange~~exceed ~~Commission’s~~10% ~~website~~of atour ~~www.sec.gov.~~issued ~~The~~and ~~contents~~outstanding ofcommon ~~our~~stock, ~~website~~subject ~~are~~to ~~not~~adjustment ~~part~~as ofcontemplated by the Stock ~~Annual~~Option ~~Report~~Plan. onFor ~~Form 10-K~~further ~~for~~information see the ~~fiscal~~notes ~~year~~to ~~ended~~our ~~September~~consolidated ~~30,~~financial ~~2019~~statements contained herein.

~~Operations~~Recent Sales of Unregistered Securities

Since the inception of our current business plan, our operations have consisted of various exploration and start-up activities relating to our properties, including the acquisition of lease holdings, raising capital, locating joint venture partners, acquiring and analyzing seismic data, complying with environmental regulations, drilling, testing and analyzing of wells to define our oil sands reservoir, and development planning of our Alberta Energy Regulatory (“AER”) approved thermal recovery projects, which includes our joint Steam Assisted Gravity Drainage Demonstration Project (the “SAGD Project”) where we have a 25% working interestNone.

~~Our main~~Purchases ~~objective is to develop our oil sands lease holdings located in the Peace River oil sands area~~ of ~~North~~Equity ~~Central~~Securities ~~Alberta, Canada~~by ~~(also known as our Sawn Lake oil sands properties) using thermal recovery technologies. Currently, we have received approval from~~ the ~~AER~~Issuer ~~for two thermal recovery projects located on our Sawn Lake properties. To date, our geological, engineering, economic studies,~~ and ~~our~~Affiliated ~~SAGD Project production results lead us to believe that our working interest can support future full profitable commercial production.~~Purchasers

~~A SAGD~~There ~~Project~~were onno ~~our~~repurchases ~~Sawn Lake properties commenced in 2013 where we have a 25% working interest. The SAGD Project consists~~ of ~~one~~ ~~SAGD~~equity ~~well pair drilled to a depth of 650 meters and a horizontal length of 780 meters and the SAGD facility for steam generation,~~securities ~~water~~by handling, and bitumen treating. Steam injection commenced in May 2014 and production started in September of 2014. The SAGD Project reached a steady state production level in February of 2016 of 620 bopd, on a 100% basis (155 bopd net to us) from one SAGD well pair and achieved an instantaneous Steam oil Ratio (“ISOR”) efficiency of 2.1, demonstrating the productive capability of our ~~Sawn~~Company ~~Lake~~or ~~reservoir~~affiliated ~~with~~purchasers ~~significant~~during ~~future potential value. The lower~~ the ~~ISOR~~fourth ~~the~~quarter ~~lower the production costs and emissions per barrel~~ of ~~oil produced. A majority of our Company’s Joint Venture partners voted to temporarily suspend operations for~~ the ~~SAGD~~fiscal ~~Project~~year atended ~~the~~September ~~end~~30, ~~of February 2016~~2020.

~~The SAGD~~ITEM ~~Project~~6. ~~has:~~SELECTED FINANCIAL DATA

●We ~~confirmed~~are ~~that~~a smaller reporting company as defined by Rule 12b-2 of the ~~SAGD~~Exchange ~~process~~Act ~~works~~and intherefore are not required to provide the ~~Bluesky~~information ~~formation~~required atunder ~~Sawn~~this ~~Lake;~~item.

~~● established characteristics of ramp up through stabilization of SAGD performance;~~13

●ITEM ~~indicated~~7. ~~the~~MANAGEMENT’S ~~productive~~DISCUSSION ~~capability~~AND ~~and~~ANALYSIS ~~ISOR~~OF ofFINANCIAL ~~the~~CONDITION ~~reservoir;~~AND ~~and~~RESULTS OF OPERATIONS

●The ~~provided~~following ~~critical~~discussion and ~~information~~analysis ~~required~~should ~~for~~be ~~well~~read in conjunction with our consolidated financial statements and ~~facility~~related ~~design~~notes. ~~associated~~For the purpose of this discussion, unless the context indicates another meaning, the terms: “Deep Well,” “Company,” “we,” “us,” and “our” refer to Deep Well Oil & Gas, Inc. and its subsidiaries. This discussion includes forward-looking statements that reflect our current views with respect to future ~~commercial~~events ~~development~~and financial performance that involve risks and uncertainties. Our actual results, performance or achievements could differ materially from those anticipated in the forward-looking statements as a result of certain factors including risks discussed in “Cautionary Note Regarding – Forward-Looking Statements” below and elsewhere in this report, and under the heading “Risk Factors” and “Environmental Laws and Regulations” as disclosed in our Annual Report on Form 10-K filed the U.S. Securities and Exchange Commission (“SEC”). Our Annual Report on Form 10-K can be downloaded from our website at www.deepwelloil.com.

13Our consolidated financial statements and the supplemental information thereto are reported in United States dollars and are prepared based upon United States generally accepted accounting principles (“U.S. GAAP”). References in this Annual Report on Form 10-K to “$” are to United States dollars and references to “Cdn$” are to Canadian dollars. On September 24, 2021, the daily rate of exchange for Cdn$, expressed in US$ was Cdn$1.00 = US$0.7886 as reported by the Bank of Canada.

~~The production~~General results of the SAGD Project successfully confirmed the capability of the Bluesky reservoir to produce using thermal recovery technology. The following graph sets out the production levels that the SAGD Project achieved. These production numbers compare favorably to analogous reservoirs in thermal recovery projects that we are monitoring and using as a basis of comparison.Overview

~~In early~~Deep ~~May~~Well ofOil ~~2016~~& Gas, anInc., ~~amended~~through ~~application~~its ~~was~~subsidiaries conducts ~~submitted~~business, toas ~~the~~an ~~AER~~independent ~~for~~junior aoil ~~commercial~~sands ~~expansion~~exploration ~~of the existing SAGD Project facility site~~ and ~~received~~development ~~regulatory approval in December 2017~~company. ~~This~~Its ~~expansion~~subsidiaries ~~application~~are ~~sought~~headquartered ~~approval~~in ~~to expand the current SAGD~~Edmonton, ~~Project facility site to 3~~Alberta,~~200~~ ~~bopd (100% basis)~~Canada. ItOur isimmediate ~~anticipated~~corporate ~~that~~focus ~~only~~is ~~five SAGD well pairs will need~~ to bedevelop ~~operating~~the ~~to achieve~~existing ~~this~~oil ~~production~~sands ~~level.~~land ~~The~~base ~~SAGD~~where ~~Project~~we ~~development~~have ~~plan~~working ~~will~~interests beranging from ~~done~~25% ~~in stages~~ to ~~reduce~~100% ~~initial~~in ~~financial costs. The first stage anticipates~~ the ~~reactivation~~Peace ofRiver ~~the~~oil ~~existing~~sands ~~SAGD~~area ~~facility and existing SAGD well pair, along with the drilling~~ of ~~one~~ ~~additional SAGD well pair~~Alberta, ~~initially producing from two SAGD well pairs~~Canada. ~~The~~Deep ~~second~~Well ~~stage~~Oil ~~anticipates~~& ~~drilling an additional three SAGD well pairs to produce up to 3~~Gas,~~200~~ ~~bopd and the expansion of the existing SAGD facility to generate the additional steam required~~Inc. ~~The lead time to acquiring the necessary equipment and commencing operations~~ is ~~estimated~~a toNevada becorporation ~~about 18 months~~ and trades ~~another~~on ~~6 months is required for~~ the ~~start~~OTC ofMarketplace ~~bitumen~~under ~~production (after development of~~ the ~~steam~~symbol ~~chamber)~~DWOG. We ~~anticipate~~maintain ~~our~~a ~~near- and~~website ~~long-term~~at ~~funding~~www.deepwelloil.com. ofOur financial ~~our~~statements ~~operations~~are toavailable befor ~~financed~~download ~~through~~on ~~the~~our ~~existing~~website ~~Farmout~~or ~~Agreement,~~you ~~future~~may ~~earn-in~~download ~~agreements,~~our ~~and cash~~financial ~~flow~~statements from the ~~reactivation of the existing SAGD Project~~U.S. WeSecurities ~~also intend to negotiate with the Petroleum~~ and ~~Natural Gas holders~~ inExchange ~~the~~Commission’s ~~area~~website ofat ~~our~~www.sec.gov. ~~leases,~~The tocontents ~~enter into further downhole contribution agreements to acquire additional logs and cores~~ of ~~the Bluesky~~our ~~formation,~~website inare ~~order~~not topart ~~expand the boundaries~~ of ~~the~~this ~~oil~~Annual ~~sands~~Report ~~reservoir we have already defined and save~~ on ~~drilling~~Form ~~costs~~10-K ~~and reduce our environmental footprint. We and our joint venture partners continue to move forward with SAGD Project with completing detailed engineering and assessing potential marketing arrangements~~ for the ~~commercial~~fiscal ~~development~~year ~~expansion~~ended toSeptember ~~3,200 bopd (100% basis). As of June~~ 30, ~~2019, a Sawn Lake full field development plan using SAGD batteries has been defined by the operator of the SAGD Project~~2020.

On February 15, 2018, we entered into a contribution agreement with a third-party, whereby we paid a cash contribution to drill and acquire cores and logs through the Bluesky formation from a well drilled by a third-party on one of our oil sands leases.Operations

~~We previously~~Since ~~received approval from~~ the ~~AER~~inception ~~for~~of aour ~~horizontal~~current ~~cyclic~~business ~~steam stimulation project (“HCSS Project”) application.~~plan, Itour isoperations ~~anticipated~~have ~~that~~consisted weof ~~will~~various ~~develop~~exploration aand ~~thermal~~start-up ~~demonstration~~activities ~~project~~relating onto our properties, ~~followed~~including bythe aacquisition ~~commercial expansion project~~of onlease ~~one~~holdings, ~~half~~raising ~~section~~capital, oflocating ~~land~~joint ~~located~~venture onpartners, ~~section~~acquiring ~~10-92-13W5~~and ofanalyzing ~~our~~seismic ~~Sawn~~data, ~~Lake~~complying ~~oil~~with ~~sands~~environmental ~~properties where we currently have a 90%~~regulations, ~~working~~drilling, ~~interest.~~testing ~~The final performance results~~ and ~~revised~~analyzing ~~reservoir~~of ~~modeling~~wells ~~studies~~to ~~from~~define our ~~SAGD~~oil ~~Project~~sands ~~will~~reservoir, beand ~~used~~development toplanning ~~fine-tune our HCSS Project facility design before we initiate start-up operations on the half~~ of aour ~~section~~Alberta ofEnergy ~~land where we plan to drill~~Regulatory ~~two~~(“AER”) ~~horizontal~~approved ~~wells~~thermal torecovery ~~test~~projects, ~~the~~which ~~use~~includes ofour ~~HCSS~~joint ~~technology.~~Steam WeAssisted ~~performed~~Gravity anDrainage ~~environmental~~Demonstration ~~field study and surveyed~~ Project (the ~~proposed~~“SAGD ~~location of our planned HCSS~~ Project”) ~~site~~where ~~and~~we ~~received~~have ~~AER~~a ~~approval~~25% ~~for~~working ~~the surface wellsite and access road for this HCSS Project~~interest.

14Our main objective is to develop our oil sands lease holdings located in the Peace River oil sands area of North Central Alberta, Canada (also known as our Sawn Lake oil sands properties) using thermal recovery technologies. We have received approval from the AER for two thermal recovery projects located on our Sawn Lake properties.

~~Our Company~~A toSAGD ~~date~~Project ~~has,~~on ~~but~~our ~~not~~Sawn ~~limited~~Lake ~~to,~~properties ~~drilled~~commenced in or2013 ~~participated~~where inwe 13have ~~wells~~a ~~over~~25% ~~our~~working ~~Sawn~~interest. ~~Lake~~The ~~leases~~SAGD toProject ~~expand~~consists ~~the boundaries~~ of ~~the~~one ~~Bluesky~~SAGD ~~oil~~well ~~sands~~pair ~~reservoir;~~drilled ~~commissioned~~to ~~various~~a ~~independent~~depth ~~reservoir~~of ~~simulation~~650 ~~studies~~meters ofand ~~our~~a ~~properties; successfully~~horizontal ~~produced~~length ~~bitumen~~of ~~from~~780 meters and the SAGD ~~Project~~facility for steam generation, ~~which~~water ~~outperformed~~handling, ~~independent~~and ~~reservoir~~bitumen ~~production~~treating. ~~type~~Steam ~~curves;~~injection ~~acquired~~commenced ~~AER~~in ~~approval~~May ~~for~~2014 ~~two~~and ~~thermal~~production ~~recovery~~started ~~projects,~~in ~~which~~September ~~includes~~of ~~our~~2014. ~~joint~~The SAGD Project ~~facility~~reached ~~expansion~~a tosteady ~~produce~~state upproduction tolevel ~~3200~~in ~~bopd;~~February ~~successfully entered~~of ~~into~~2016 ~~Farmout~~of ~~Agreements;~~620 bopd, ~~and~~on wea ~~have~~100% ~~successfully~~basis ~~applied~~(155 tobopd ~~the~~net ~~AER~~ to ~~continue~~us) ~~the~~from ~~best~~one ~~sections~~SAGD ofwell ~~our~~pair ~~oil~~and ~~sands~~achieved ~~properties past~~an ~~their~~instantaneous ~~initial~~Steam ~~lease~~oil ~~expiry~~Ratio ~~dates,~~(“ISOR”) efficiency ~~where~~of ~~resources were identified~~2.1, ~~Under~~demonstrating the ~~oil~~productive ~~sands~~capability ~~lease~~of ~~continuation~~our ~~regulations~~Sawn ~~an operator~~Lake orreservoir. ~~leaseholder~~The ~~must~~lower ~~demonstrate~~the ~~certain~~ISOR ~~levels~~the oflower ~~exploration and development by providing~~ the ~~AER~~production ~~with drilling, coring~~costs and ~~seismic~~emissions ~~data~~per ~~within~~barrel aof ~~certain~~oil ~~timeframe~~produced. inA ~~order~~majority toof ~~maintain~~our ~~the~~Company’s ~~lease~~Joint ~~past~~Venture ~~its~~partners ~~expiry~~voted ~~date.~~to ~~Our~~temporarily ~~Company’s~~suspend ~~Sawn Lake~~operations ~~oil~~for ~~sands~~the ~~properties~~SAGD ~~under~~Project ~~lease~~at asthe end of ~~September~~February ~~30,~~2016. ~~2019,~~As ~~covers~~2021 ~~19,610~~and ~~gross~~2022 ~~acres (13~~proceed,~~442~~ ~~net~~the ~~acres)~~operator of ~~land~~the ~~under~~SAGD ~~seven~~Project ~~oil sands~~should ~~leases.~~be ~~The~~consulting ~~lease~~with its ~~expiration~~joint ~~dates~~venture ofpartners ~~our~~regarding ~~Company’s~~development ~~oil~~potential ~~sands~~and ~~leases~~alternatives ~~are~~for asthe ~~follows:~~SAGD Project.

1.The ~~Out~~SAGD ofProject 20,242 gross acres (13,284 net acres) under five oil sands leases were set to expiry on July 10, 2018, 14,549 gross acres (8,571 net acres) were granted continuation under the Alberta Oil Sands Tenure regulations and have no set expiry date. In November of 2017, our Company’s joint venture partner and operator of two of these five oil sands leases, submitted two continuation applications to the Alberta Oil Sands Tenure division to apply to continue 7,591 gross acres (1,898 net acres) and in January 2018, approval was received from Alberta Energy to continue 6,958 gross acres (1,740 net acres). In June 2018, our Company as operator of three of these five oil sands leases, submitted three continuation applications to the Alberta Oil Sands Tenure division to apply to continue another 7,591 gross acres (6,832 net acres) where resources were identified and in July 2018 and April 2019, approval was received from Alberta Energy to continue 7,591 gross acres (6,832 net acres). Of these five oil sands leases that were set to expiry on July 10, 2018, a total of 5,693 gross acres (4,713 net acres) expired without being continued. These expired lands were primarily areas where our Company determined that there was no or limited exploitable resources. These continued leases are now held by our Company for perpetuity, subject to yearly escalating rental payments until they are deemed to be producing leases.has:

2.● ~~19,610~~confirmed ~~gross~~that ~~acres (17,649 net acres) under~~ the ~~three~~SAGD ~~most~~process ~~northern~~works oil sands leases were set to expire on August 19, 2019. In August 2019, our Company submitted one continuation application to the Alberta Oil Sands Tenure division to apply to continue 1,898 acres (1,708 net acres) of the 19,610 gross acres (17,649 net acres) on one of the northern most leases and subsequently in ~~early October 2019 approval was received from Alberta Energy to continue 1,898 gross acres (1,708 net acres) past~~ the ~~expiry~~Bluesky ~~date~~formation ofat ~~the~~Sawn lease. This one partially continued lease is now held by our Company for perpetuity, subject to yearly escalating rental payments until they are deemed to be producing leases. On August 19, 2019, 17,712 gross acres (15,941 net acres) expired without being continued. These expired lands were primarily areas where we determined that there was no or limited exploitable resources.Lake;

3.● ~~3,163~~established ~~gross~~characteristics ~~acres~~of ~~(3,163~~ramp ~~net~~up ~~acres)~~through ~~under~~stabilization ~~one~~of ~~oil~~SAGD sands lease are set to expire on April 9, 2024. It is our Company’s opinion that we have already met the governmental requirements for this lease, and we will be applying to continue this lease into perpetuity.performance;

~~The development~~● ~~progress~~indicated ofthe ~~our~~productive ~~Sawn~~capability ~~Lake oil sands properties is governed by several factors such as federal~~ and ~~provincial~~ISOR governmental regulations. Long lead times in getting regulatory approval for thermal recovery projects are commonplace in our industry. Road bans, winter access only roads and environmental regulations can, and often, do delay development of ~~similar~~the ~~projects~~reservoir; and ~~our projects. Because of these and other factors, our oil sands projects can take significantly longer to complete than regular conventional drilling programs for lighter oil.~~

~~Results of~~● ~~Operations~~provided critical information required for well and facility design associated with future commercial development.

~~The following table sets forth summarized financial information:~~14

	September 30,			September 30,
	2019			2018
Revenue	$	–		$	–
Provincial royalty expenses		–			–
Revenue, net of royalty		–			–
Expenses
Operating expenses		97,643			148,046
Operating expense covered by Farmout		(97,643	)		(148,046	)
General and administrative		165,405			289,209
Depreciation, accretion and depletion		46,036			56,032
Net loss from operations		(211,441	)		(345,241	)
Other income and expenses
Rental and other income		6,612			9,054
Interest income		7,694			6,056
Net loss	$	(197,135	)	$	(330,131	)

The production results of the SAGD Project successfully confirmed the capability of the Bluesky reservoir to produce using thermal recovery technology. The following graph sets out the production levels that the SAGD Project achieved. These production numbers compare favorably to analogous reservoirs in thermal recovery projects that we are monitoring and using as a basis of comparison.

15An amended application was submitted to the AER for a commercial expansion of the existing SAGD Project facility site and received regulatory approval in December 2017. This expansion application sought approval to expand the current SAGD Project facility site to 3,200 bopd (100% basis). It is anticipated that only five SAGD well pairs will need to be operating to achieve this production level. The SAGD Project development plan will be done in stages to reduce initial financial costs. The first stage anticipates the reactivation of the existing SAGD facility and existing SAGD well pair, along with the drilling of one additional SAGD well pair, initially producing from two SAGD well pairs. The second stage anticipates drilling an additional three SAGD well pairs to produce up to 3,200 bopd and the expansion of the existing SAGD facility to generate the additional steam required. The lead time to acquiring the necessary equipment and commencing operations is estimated to be about 18 months and another 6 months is required for the start of bitumen production (after development of the steam chamber). We anticipate our near- and long-term funding of our operations to be financed through the existing Farmout Agreement, future earn-in agreements, and cash flow from the reactivation of the existing SAGD Project. We also intend to negotiate with the Petroleum and Natural Gas holders in the area of our leases, to enter into further downhole contribution agreements to acquire additional logs and cores of the Bluesky formation, in order to expand the boundaries of the oil sands reservoir we have already defined and save on drilling costs and reduce our environmental footprint. A Sawn Lake full field development plan using SAGD batteries has been defined for the SAGD Project.

~~There was~~Under noFull ~~production~~Cost ~~volumes~~accounting orwe ~~revenues~~assess ~~for the fiscal years ending September 30, 2019 and 2018, due to a majority of~~ our ~~Company’s~~unproved ~~Joint~~properties ~~Venture~~for ~~partners~~impairment ~~voting to temporarily suspend operations of the SAGD Project at the end of February 2016~~annually. ~~In accordance~~Management ~~with~~takes ~~the~~a ~~Farmout~~longer-term ~~Agreement~~approach ~~we entered into on July 31, 2013, the Farmee has agreed~~ to ~~provide up to $40,000,000 in funding for our portion of~~ the ~~costs~~commodity ~~for~~price ~~the~~because ~~SAGD Project in return for a net 25% working interest in two oil sands leases where we had a working interest~~ of ~~50% before~~ the ~~execution~~long oflife ~~the Farmout Agreement. Under the terms~~ of the ~~Farmout Agreement the Farmee~~Company’s isoil ~~required~~sands toassets, ~~provide funding to cover the monthly administrative expenses of our Company provided~~ that ~~such~~being ~~funding~~30, ~~shall~~40, ~~not exceed~~or ~~$30~~even over,~~000~~ ~~per~~50 ~~month~~years. The ~~Farmee~~significant ~~shall~~decline ~~continue to cover our Company’s administrative costs up to $30,000 per month until completion~~ in ~~all~~oil ~~substantial~~prices ~~respects~~may ofhave ~~the~~an ~~SAGD~~impact ~~Project~~on ~~agreement entered into between~~ the Company’s annual ~~and~~impairment ~~the~~assessment ~~operator~~ of ~~the~~its ~~SAGD~~unproven ~~Project.~~Sawn ~~Our~~Lake ~~net operating margin after operating expenses is zero~~properties, ~~under~~whereby ~~the~~we ~~Farmout Agreement,~~may ~~any~~have ~~negative operating cash flows are reimbursed~~ to usimpair tosome ~~fund~~or ~~our~~all ~~share~~ of ~~the~~our ~~SAGD~~unproven ~~Project. Therefore, the total~~properties ~~share~~on ~~of the capital costs and operating expenses of~~ our ~~Company’s~~balance ~~joint~~sheet ~~SAGD~~when ~~Project,~~we ~~has~~preform ~~been funded in accordance with the Farmout Agreement, at a net cost to~~ our ~~Company~~yearly ofassessment ~~$Nil. As required by the Farmout Agreement, as~~ of ~~September 30, 2019, the Farmee has since reimbursed~~ our ~~Company~~unproved ~~and/or~~properties ~~paid the operator in total approximately $20.6 million (Cdn$27.3 million)~~ for ~~the Farmee’s share and our share of the capital costs and operating expenses of the SAGD Project~~impairment. ~~These costs included the drilling and completion of one SAGD well pair; the purchase and transportation of equipment of which included the once through steam generator~~However, ~~production~~ ~~tanks,~~management ~~water~~feels ~~treatment~~that ~~plant, and power generators; installation and construction of the steam plant facility; testing~~any ~~and~~impairment ~~commissioning;~~decision ~~the~~must ~~purchase~~take ~~of the water source and disposal wells; construction of pipelines and expenditures to connect and tie-~~in ~~the source and disposal water wells~~ to ~~the~~account ~~steam plant facility along with a fuel source tie-in pipeline; equipment for processing and treating~~ the ~~bitumen~~relatively production at the SAGD facility site; replacement of the electrical submersible pump; front end costs for the expansion; the operating expenses associated with the steaming and production of the one SAGD well pair when the facility was producing; and the expenses associated the monthly shutlong-interm ~~operations~~life of the ~~SAGD~~Company’s ~~Project facility~~assets.

~~For~~ We previously received approval from the ~~year~~AER ~~ended~~for a ~~September~~horizontal ~~30,~~cyclic ~~2019,~~steam ~~our~~stimulation ~~general~~project ~~and~~(“HCSS ~~administrative~~Project”) ~~expenses~~application. ~~decreased~~It byis ~~$123,804~~anticipated ~~compared~~that towe ~~the~~will ~~year~~develop ~~ended~~a ~~September~~thermal ~~30,~~demonstration ~~2018,~~project ~~which~~on ~~was~~our ~~primarily~~properties ~~due~~followed toby ~~decreases~~a incommercial ~~engineering,~~expansion ~~and~~project ~~audit~~on ~~fees.~~one Wehalf ~~also~~section ~~received $360,000~~of ~~during~~land ~~the~~located ~~current~~on ~~fiscal~~section ~~year~~10-92-13W5 of ~~from~~our ~~the~~Sawn ~~Farmee~~Lake inoil ~~accordance~~sands ~~with~~properties where we currently have a ~~Farmout~~90% ~~Agreement~~working tointerest. ~~offset~~The ~~some~~final ofperformance ~~our~~results ~~monthly~~and ~~expenses.~~revised reservoir ~~After~~modeling ~~adjusting~~studies ~~out~~from ~~the~~our ~~non~~SAGD Project will be used to fine-~~cash~~tune ~~items~~our ~~for~~HCSS ~~foreign~~Project ~~exchange~~facility ~~loss,~~design ~~and~~before we initiate start-up operations on the ~~funds~~half of a section of land where we ~~received~~plan ~~from~~to drill two horizontal wells to test the ~~Farmee,~~use ~~our~~of ~~general~~HCSS ~~and~~technology. ~~administrative~~We performed an environmental ~~expenses~~field ~~were~~study ~~$523,117~~and ~~for~~surveyed the ~~year~~proposed ~~ended~~location ~~September~~of ~~30,~~our ~~2019~~planned ~~compared~~HCSS toProject ~~$643,080~~site and received AER approval for the ~~year~~surface ~~ended~~wellsite ~~September~~and access ~~30,~~road ~~2018~~for this HCSS Project.

~~For the~~Our ~~year~~Company ~~ended~~to ~~September~~date 30has, ~~2019~~but not limited to, ~~our~~drilled or ~~depreciation~~participated ~~and~~in ~~accretion~~13 ~~expense~~wells ~~decreased~~over byour ~~$9,996~~Sawn ~~compared~~Lake leases to expand the ~~year~~boundaries ~~ended~~of ~~September~~the Bluesky oil sands reservoir; commissioned various 30independent reservoir simulation studies of our properties; successfully produced bitumen from the SAGD Project, ~~2018~~which outperformed independent reservoir production type curves; acquired AER approval for two thermal recovery projects, which ~~was~~includes ~~primarily~~our ~~due~~joint SAGD Project facility expansion to ~~the~~produce ~~depreciating~~up ~~value~~to of3200 ~~our~~bopd; ~~assets.~~successfully ~~Our~~entered ~~depreciation~~into ~~expense~~Farmout isAgreements; ~~computed~~and ~~using~~we ~~the~~have ~~declining balance~~successfully ~~method~~applied ~~over~~and received approval from the ~~estimated~~AER ~~useful~~to ~~life~~continue the best sections of ~~the~~our ~~asset.~~oil Insands ~~compliance~~properties ~~with~~past their initial lease expiry dates, where resources were identified. Currently, our ~~accounting~~Company’s ~~policy~~Sawn Lake oil sands properties under lease cover 17,712 ~~only~~gross ~~half~~acres (11,734 net acres) of ~~the~~land ~~depreciation~~under six isoil ~~taken~~sands inleases. ~~the~~The ~~year~~lease expiration dates of ~~acquisition.~~our Company’s oil sands leases are as follows:

~~For the~~1. ~~year~~Five ~~ended~~oil ~~September~~sands 30leases covering 14,549 ~~2019~~gross acres (8,571 ~~our~~net ~~rental~~acres) were continued under the Alberta Oil Sands Tenure division and ~~other~~are ~~income~~now ~~decreased~~held by ~~$2,442~~our ~~compared~~Company into perpetuity and are subject to ~~the~~yearly ~~year~~escalating ~~ended~~rental ~~September~~payments ~~30,~~until ~~2018~~they are deemed to be producing leases.

As a result of the above transactions, our net loss and loss from operations for the year ended September 30, 2019 decreased by $132,996 compared to the year ended September 30, 2018. As discussed above this decrease was primarily due to the decreases in engineering and audit fees.15

~~Liquidity~~ 2. One oil sands lease covering 3,163 gross acres (3,163 net acres) are set to expire on April 9, 2024. It is our Company’s opinion that we have already met the governmental requirements for this lease, and ~~Capital~~we ~~Resources~~will be applying to continue this lease into perpetuity.

~~As of~~The ~~September~~development ~~30,~~progress ~~2019,~~of our ~~total~~Sawn ~~assets~~Lake ~~were~~oil sands ~~$22~~properties is governed by several factors such as federal and provincial governmental regulations. Long lead times in getting regulatory approval for thermal recovery projects are commonplace in our industry. Road bans,~~677,977~~ ~~compared~~winter toaccess ~~$22~~only roads and environmental regulations can,~~827~~ and often,~~332~~ asdo delay development of ~~September~~similar 30projects and our projects. Because of these and other factors, ~~2018~~our oil sands projects can take significantly longer to complete than regular conventional drilling programs for lighter oil.

~~As of~~Results ~~September 30, 2019, our total liabilities were $571,384 compared to $538,604 as~~ of ~~September 30, 2018. There was no significant change in our total liabilities from the September 30, 2018 year end.~~Operations

~~For~~Our Company’s independent auditor has not performed an audit of our consolidated financial statements for the year ended September 30, ~~2019~~2020, wein ~~performed~~accordance anwith ~~assessment~~standards established ofby ~~our~~the ~~carrying~~Public ~~costs~~Company ofAccounting ~~our~~Oversight ~~unproven~~Board ~~oil~~(United ~~sands~~States) ~~properties~~(“PCAOB”) ~~and~~for ~~determined~~an audit of annual financial statements ~~that~~by noan ~~write-down~~entity’s ofauditor. ~~our~~The ~~oil~~accompanying ~~and~~unaudited ~~gas~~consolidated ~~properties~~financial asstatements of ~~September~~our Company for the year ended September 30, ~~2019~~2020, ~~was~~have ~~necessary.~~been Noprepared ~~write~~in-~~downs~~house ofby our ~~unproven~~Company ~~oil~~and ~~sands properties~~are ~~were recorded in~~ the ~~year~~responsibility ~~ended~~of ~~September~~our ~~30,~~Company’s ~~2018~~management.

~~Our working~~The ~~capital~~following istable assets forth ~~follows.~~summarized financial information:

	September 30, 2019			September 30, 2018
	September 30,			September 30,
Current Assets	$	167,379		$	363,891
	2020			2019
Current Liabilities		70,992			45,137
	Unaudited			Audited
Working Capital	$	96,387		$	318,754
Revenue	$	–		$	–
Provincial royalty expenses		–			–
Revenue, net of royalty		–			–
Expenses
Operating expenses		93,299			97,643
Operating expense covered by Farmout		(93,299	)		(97,643	)
General and administrative		124,688			165,405
Depreciation, accretion and depletion		43,026			46,036
Net loss from operations		(167,714	)		(211,441	)
Other income and expenses
Rental and other income		59,237			6,612
Interest income		5,175			7,694
Net loss	$	(103,302	)	$	(197,135	)

AsThere was no production volumes or revenues for ofthe fiscal years ending September 30, 2020 and 2019, due to a majority of our Company’s Joint Venture partners voting to temporarily suspend operations of the SAGD Project at the end of February 2016. In accordance with the Farmout Agreement we entered into on July 31, 2013, the Farmee has agreed to provide up to $40,000,000 in funding for our portion of the costs for the SAGD Project in return for a net 25% working interest in two oil sands leases where we had a working ~~capital~~interest of 50% before the execution of the Farmout Agreement. Under the terms of the Farmout Agreement the Farmee is required to provide funding to cover the monthly administrative expenses of our Company provided that such funding shall not exceed $9630,~~387~~000 ~~compared~~per month. The Farmee shall continue to cover our ~~working~~Company’s administrative costs up to $30,000 per month until completion in all substantial respects of the SAGD Project agreement entered into between the Company and the operator of the SAGD Project. Since March of 2020, the Farmee has been delinquent in making its monthly payments in full to us. Currently the Farmee has only been paying about half of the $30,000 per month payments to us. To date the Farmee owes us approximately $345,000 in administrative costs as required by the Farmout Agreement. Our net operating margin after operating expenses is zero, under the Farmout Agreement, any negative operating cash flows are reimbursed to us to fund our share of the SAGD Project. Therefore, the total share of the capital costs and operating expenses of our Company’s joint SAGD Project has been funded in accordance with the Farmout Agreement, at a net cost to our Company of $~~318~~Nil. As required by the Farmout Agreement,~~754~~ as of September 30, ~~2018.~~2020, ~~This~~the ~~decrease~~Farmee ishas ~~mainly~~reimbursed our ~~due~~Company and/or paid the operator up to ~~cash~~a total of approximately Cdn$27.5 million, which depending upon the exchange rates used over time could presently be approximately $20.6 million USD, for ~~general~~the Farmee’s share and ~~administrative~~our share of the capital costs and operating expenses of the SAGD Project. These costs included the drilling and completion of one SAGD well pair; the purchase and transportation of equipment of which included the once through steam generator, production tanks, water treatment plant, and power generators; installation and construction of the steam plant facility; testing and commissioning; the purchase of the water source and disposal wells; construction of pipelines and expenditures to connect and tie-in the source and disposal water wells to the steam plant facility along with a fuel source tie-in pipeline; equipment for processing and treating the bitumen production at the SAGD facility site; replacement of the electrical submersible pump; front end costs for the expansion; the operating expenses associated with the steaming and production of the one SAGD well pair when the facility was producing; and the expenses associated the monthly shut-in operations of the SAGD Project facility.

On July 31, 2013, we entered into the Farmout Agreement to fund our share of the costs of our joint SAGD Project. As of September 30, 2019, we recorded $38,213 in accounts payable due to the operator for our working interest share of the outstanding monthly operating expenses of the SAGD Project, of which all is reimbursable by the Farmee in accordance with the Farmout Agreement. Therefore, this amount is also recorded in accounts receivable to be paid to us from the Farmee to cover our share of the costs of the SAGD Project.16

16For the year ended September 30, 2020, our general and administrative expenses decreased by $40,717 compared to the year ended September 30, 2019, which was primarily due to decreases in office rent and other general and administrative expenses. We also accrued $360,000 during the current fiscal year from the Farmee in accordance with a Farmout Agreement to offset our monthly expenses. After adjusting out the non-cash items for foreign exchange, and the funds we received from the Farmee, our general and administrative expenses were $477,560 for the year ended September 30, 2020 compared to $523,117 for the year ended September 30, 2019.

~~As reported~~For onthe ~~our~~year ~~Consolidated~~ended ~~Statement~~September of30, ~~Cash~~2020, ~~Flows~~our ~~under~~depreciation, depletion ~~“Operating~~and ~~Activities”~~accretion expense decreased by $3,010 ~~for~~compared to the year ~~ending~~ended September 30, 2019, ~~our~~which ~~net~~was ~~cash~~primarily ~~used~~due into ~~operating~~the ~~activities~~depreciating value ~~was~~of ~~$177,258~~our ~~compared~~assets. toDepreciation ~~$343,396~~expense ~~for~~is computed using the ~~year~~declining ~~ended September~~balance ~~30,~~method ~~2018.~~over ~~This~~the ~~decrease~~estimated useful life of ~~$166~~the asset. In compliance with our accounting policy,~~138~~ ~~was~~only ~~primarily~~half of the ~~result~~depreciation is taken in the year of aacquisition. ~~decrease~~No insignificant depreciable ~~operating~~asset ~~expenses,~~purchases ~~which~~were ~~included~~made ~~engineering~~in ~~fees~~the ~~and~~year ~~audit~~ended ~~fees~~September 30, 2020.

~~As reported~~For onthe ~~our~~year ~~Consolidated~~ended ~~Statement~~September ~~of Cash Flows under “Investing Activities”~~30, ~~we had a decrease of $612~~2020,~~839~~ ~~in the investment in~~ our ~~oil~~ rental and ~~gas~~other ~~properties~~income ~~for~~increased ~~the~~by ~~year ended September 30~~$52,625 ~~2019,~~ compared to the year ended September 30, ~~2018. This~~2019, ~~decrease~~which iswas primarily due to the ~~cash~~income ~~contribution~~we ofreceived from ~~$395,500~~COVID-19 ~~(Cdn$500,000)~~supports wegranted ~~paid~~from inthe ~~February~~Canadian ~~2018~~federal togovernment. aSince ~~third-party~~April ~~operator who~~2020, ~~was~~the ~~drilling~~Canadian ~~into~~federal agovernment ~~deeper~~announced ~~formation below~~various ~~our~~COVID-19 ~~properties,~~relief toprograms ~~drill~~which ~~and~~included, ~~acquire~~but ~~cores~~are ~~and~~not ~~logs~~limited ~~for~~to, usloans, ~~through~~commercial ~~the~~rent ~~Bluesky~~and ~~formation~~wage onsubsidies, ~~one~~to ofqualifying ~~our oil sands leases~~companies.

~~As reported~~For ~~on our Consolidated Statement of Cash Flows under “Financing Activities”, for~~ the year ended September 30, ~~2019~~ ~~and September 30~~2020, ~~2018, we received $15,000 from one of~~ our ~~directors for the exercise of his stock options. We~~interest ~~also~~income ~~had~~decreased aby ~~decrease of~~ $~~245~~2,~~184~~519 compared to the year ended September 30, ~~2018.~~2019, ~~This decrease is~~ due to a ~~$245,184~~decline ~~refund we received~~ in ~~June~~interest ~~2018, which was related to a return of capital distribution our Company issued in September of 2013~~rates.

~~Our~~As a result of the above transactions, our net ~~cash~~loss and ~~cash~~loss ~~equivalents~~from operations for the year ~~ending~~ended September 30, ~~2019~~2020 ~~were~~decreased by $4993,~~715~~833 compared to ~~$298,241 in~~ the year ~~ending~~ended September 30, ~~2018~~2019. This decrease ~~of $248,526 in cash~~ was primarily due to the decreases in general and administrative expenses and an increase of $61,220 COVID-19 support income.

~~As of~~Liquidity ~~September 30, 2019, we had no long-term debt other than our estimated asset retirement obligations on our oil~~ and ~~gas~~Capital ~~properties.~~Resources

~~Our current~~As ~~SAGD Project capital and operating costs are covered under the terms~~ of ~~the~~September ~~Farmout Agreement. As described above the Farmee shall continue to cover our administrative costs up to $~~30,~~000~~ ~~per month~~2020, ~~under~~our ~~the~~total ~~Farmout~~assets ~~Agreement, until completion~~were ~~in all substantial respects of the SAGD Demonstration Project agreement entered into between us and the operator of the SAGD Project. For our long-term operations~~$22,768,964 wecompared ~~anticipate~~to ~~that~~$22, ~~among other alternatives~~677,977 weas ~~may raise funds during the next twenty-four months through sales~~ of ~~our~~September ~~equity securities~~30, ~~debt, or entering into another form of joint venture~~2019. WeThere ~~also~~was ~~note~~an ~~that~~increase ~~if we issue more shares~~ of ~~our common stock~~$90,987 in our ~~stockholders will~~total ~~experience~~assets ~~dilution~~from in the ~~percentage of their ownership of common stock. We may not be able to raise sufficient funding~~September ~~from~~30, ~~stock~~2019 ~~sales~~year ~~for long-term operations and if so~~end, wewhich ~~may~~was beprimarily ~~forced~~due to ~~delay~~an ~~our~~increase ~~business~~of ~~plans~~$161,200 ~~until~~in ~~adequate~~accounts ~~funding is obtained~~receivable.

~~Off-Balance~~As of September ~~Sheet~~30, ~~Arrangements~~2020, our total liabilities were $765,673 compared to $571,384 as of September 30, 2019. There was an increase of $194,289 in our total liabilities from the September 30, 2019 year end, which was primarily due to an increase of $156,796 in accounts payable and an increase of $22,491 from a loan we received.

WeFor the year ended September 30, 2020, we performed doan ~~not~~assessment ~~have~~of ~~any~~our ~~off~~carrying costs of our unproven oil sands properties and determined that no write-~~balance~~down ~~sheet~~of ~~arrangements~~our oil and gas properties as of September 30, 2020 was necessary. No write-downs of our unproven oil sands properties were recorded in the year ended September 30, 2019.

~~Cautionary Note~~Our ~~Regarding~~working ~~Forward-Looking~~capital ~~Statements~~is as follows.

This Annual Report, including all referenced Exhibits, contains “forward-looking statements” within the meaning of the United States federal securities laws. All statements other than statements of historical facts included or incorporated by reference in this report, including, without limitation, statements regarding our future financial position, business strategy, projected costs and plans and objectives of management for future operations, are forward-looking statements. The words “may,” “believe,” “intend,” “will,” “anticipate,” “expect,” “estimate,” “project,” “future,” “plan,” “strategy,” “probable,” “possible,” or “continue,” and other expressions that are predictions of or indicate future events and trends and that do not relate to historical matters, often identify forward-looking statements. For these statements, Deep Well claims the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995. The forward-looking statements in this Annual Report include, among others, statements with respect to:

	September 30, 2020		September 30, 2019
Current Assets	$	255,197	$	167,379
Current Liabilities		227,788		70,992
Working Capital	$	27,409	$	96,387

●As of September 30, 2020, we had working capital of $27,409 compared to our ~~current~~working ~~business~~capital ~~strategy;~~of $96,387 as of September 30, 2019. This decrease of $68,978 in working capital is primarily due to cash used for general and administrative expenses and an increase of $156,796 in current liabilities.

●As reported on our ~~future~~Consolidated ~~financial~~Statement ~~position~~of Cash Flows under “Operating Activities”, for the year ending September 30, 2020, our net cash used in operating activities was $53,086 compared to $177,258 for the year ended September 30, 2019. This decrease of $124,172 was primarily due to a decrease of $40,717 for general and ~~projected~~administrative ~~costs;~~expenses and a decrease of $68,978 from changes in non-cash working capital.

●As reported on our ~~projected~~Consolidated ~~sources~~Statement ~~and~~of ~~uses~~Cash Flows under “Investing Activities”, we had a decrease of ~~cash;~~$56,678 on investment in our oil and gas properties for the year ended September 30, 2020, compared to the year ended September 30, 2019.

●As reported on our ~~plan~~Consolidated Statement of Cash Flows under “Financing Activities”, for ~~future~~the ~~development~~year ~~and~~ended ~~operations~~September 30, ~~including~~2020, we had increase of $7,491 compared to the ~~building~~year ended September 30, 2019. This increase was due to the loan received by one of ~~all~~the Company’s Canadian subsidiaries Canadian chartered bank in the amount of $22,491 ($30,000 Cdn) as part of the Canadian government’s COVID-~~weather~~19 relief ~~roads;~~program on April 20, 2020. See Note 3 “Loan Payable” herein included in the consolidated Financial Statements.

●Our ~~our~~cash ~~drilling~~and cash equivalents for the year ending September 30, 2020 were negative $12,073 compared to $49,715 in the year ending September 30, 2019. This decrease of $61,788 in cash was primarily due to general and ~~testing~~administrative ~~plans;~~expenses.

~~● our proposed plans for further thermal in-situ development or demonstration project or projects;~~17

●Our current SAGD Project capital and operating costs are covered under the ~~sufficiency~~terms of the Farmout Agreement. In addition, as described above the Farmee shall continue to cover our ~~capital~~administrative costs up to $30,000 per month, under the Farmout Agreement, until completion in ~~order~~all substantial respects of the SAGD Demonstration Project agreement entered into between us and the operator of the SAGD Project. For our long-term operations, we anticipate that, among other alternatives, we may raise funds during the next twenty-four months through sales of our equity securities, debt, or entering into another form of joint venture. We also note that if we issue more shares of our common stock, our stockholders will experience dilution in the percentage of their ownership of common stock. We may not be able to ~~execute~~raise sufficient funding from stock sales for long-term operations and if so, we may be forced to delay our business ~~plan;~~plans until adequate funding is obtained.

●Off-Balance ~~our~~Sheet ~~reserves and resources estimates;~~Arrangements

●There ~~the~~is ~~timing~~no ~~and~~transaction, ~~sources~~arrangement, or other relationship between our Company or any of our ~~future~~subsidiaries ~~funding;~~and an unconsolidated or affiliated entity that is not reflected on our Company’s Financial Statements that is required to be disclosed by our Company in our SEC filings and is not already disclosed.

●Cautionary ~~the~~Note ~~quantity~~Regarding ~~and value of our reserves;~~Forward-Looking Statements

●This Annual Report, including all referenced Exhibits, contains “forward-looking statements” within the ~~intent~~meaning toof ~~issue~~the aUnited ~~distribution~~States tofederal securities laws. All statements other than statements of historical facts included or incorporated by reference in this report, including, without limitation, statements regarding our ~~shareholders;~~future financial position, business strategy, projected costs and plans and objectives of management for future operations, are forward-looking statements. The words “may,” “believe,” “intend,” “will,” “anticipate,” “expect,” “estimate,” “project,” “future,” “plan,” “strategy,” “probable,” “possible,” or “continue,” and other expressions that are predictions of or indicate future events and trends and that do not relate to historical matters, often identify forward-looking statements. For these statements, Deep Well claims the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995. The forward-looking statements in this Annual Report include, among others, statements with respect to:

● our ~~or our operator’s objectives and plans for our~~ current ~~SAGD~~business ~~Project~~strategy;

● our ~~plans~~future ~~for~~financial ~~development~~position ofand ~~our~~projected ~~Sawn Lake properties~~costs;

● ~~production~~our ~~levels~~projected ~~from~~sources ~~our~~and ~~current~~uses ~~SAGD~~of ~~Project~~cash;

● ~~costs~~our ofplan ~~our~~for ~~current~~future ~~SAGD~~development ~~Project~~and operations, including the building of all-weather roads;

● ~~funding from the Farmee to pay~~ our ~~costs~~drilling ~~for~~and ~~the~~testing ~~current SAGD Project in connection with the Farmout Agreement~~plans;

17● our proposed plans for further thermal in-situ development or demonstration project or projects;

● ~~additional~~the ~~sources~~sufficiency of ~~funding~~our ~~from~~capital ~~the~~in ~~Farmout~~order ~~Agreement~~to execute our business plan;

● ~~funding from the Farmee to cover~~ our ~~monthly~~reserves ~~operating~~and ~~expenses~~resources estimates;

● ~~our~~the ~~access~~timing and ~~availability~~sources toof ~~third-party~~our ~~infrastructure~~future funding;

● ~~present~~the quantity and ~~future~~value ~~production~~ of our ~~properties~~reserves;

● ~~our~~the ~~ability~~intent to ~~extend~~issue ~~our~~a ~~remaining~~distribution ~~lease~~to ~~past~~our ~~its primary expiration date~~shareholders; ~~and~~

● ~~expectations~~our ~~regarding~~or ~~the ability of~~ our ~~Company~~operator’s ~~and~~objectives ~~its subsidiaries to raise capital~~ and toplans ~~continually~~for ~~add~~our tocurrent ~~reserves~~SAGD ~~through acquisitions and development.~~Project;

~~These forward-looking~~● ~~statements~~our ~~are~~plans ~~based~~for ondevelopment ~~the beliefs and expectations~~ of our ~~management~~Sawn ~~and~~Lake are subject to significant risks and uncertainties. If underlying assumptions prove inaccurate or unknown risks or uncertainties materialize, actual results may differ materially from current expectations and projections. Factors that could cause actual results to differ materially from those set forward in the forward-looking statements include, but are not limited to:properties;

● ~~changes~~production inlevels ~~general~~from ~~business~~our orcurrent ~~economic~~SAGD ~~conditions~~Project;

● ~~changes~~costs inof ~~governmental~~our ~~legislation~~current orSAGD ~~regulation that affect our business~~Project;

● ~~our~~funding ~~ability~~from tothe ~~obtain~~Farmee ~~necessary~~to ~~regulatory~~pay ~~approvals~~our ~~and~~costs ~~permits~~ for the ~~development~~current ofSAGD ~~our~~Project ~~properties,~~in ~~including~~connection ~~obtaining~~with the ~~required~~Farmout ~~water licenses from Alberta Environment to withdraw water for our thermal operations~~Agreement;

● ~~changes~~additional tosources ~~the greenhouse gas reduction program and other environmental and climate change regulations which are adopted by provincial or federal governments~~ of ~~Canada~~funding orfrom ~~which~~the ~~are~~Farmout being considered, which may also include cap and trade regimes, carbon taxes, increased efficiency standards, each of which could increase compliance costs and impose significant penalties for non-complianceAgreement;

● ~~increase~~funding infrom ~~taxes~~the ~~and~~Farmee ~~changes~~ to ~~existing~~cover ~~legislation~~our ~~affecting~~monthly ~~governmental~~operating ~~royalties or other governmental initiatives~~expenses;

● ~~future~~our ~~marketing~~access and ~~transportation~~availability ofto ~~our~~third-party ~~produced bitumen~~infrastructure;

● ~~our~~present ~~ability~~and tofuture ~~receive~~production ~~approvals~~of ~~from the AER for additional tests to further evaluate the wells on~~ our ~~lands~~properties;

● our ~~Farmout~~ability ~~Agreement~~to ~~and~~extend ~~joint~~our ~~operating~~remaining ~~agreements~~lease past its primary expiration date; and

● ~~opposition~~expectations toregarding the ability of our ~~regulatory~~Company ~~requests~~and byits ~~various~~subsidiaries ~~third~~to ~~parties;~~raise capital and to continually add to reserves through acquisitions and development.

~~● actions of aboriginals, environmental activists and other industrial disturbances;~~18

●These ~~the~~forward-looking ~~costs~~statements ofare ~~environmental~~based ~~reclamation~~on the beliefs and expectations of our ~~lands;~~management and are subject to significant risks and uncertainties. If underlying assumptions prove inaccurate or unknown risks or uncertainties materialize, actual results may differ materially from current expectations and projections. Factors that could cause actual results to differ materially from those set forward in the forward-looking statements include, but are not limited to:

● ~~availability~~changes ofin ~~labor~~general orbusiness ~~materials~~ or ~~increases~~economic ~~in their costs~~conditions;

● ~~the~~changes ~~availability~~in ofgovernmental ~~sufficient~~legislation ~~capital to finance our business~~ or ~~development~~regulation ~~plans~~that onaffect ~~terms~~our ~~satisfactory to us~~business;

● ~~adverse~~our ~~weather~~ability ~~conditions~~to obtain necessary regulatory approvals and ~~natural~~permits ~~disasters~~for ~~affecting~~the ~~access~~development toof our properties, ~~and~~including ~~well~~obtaining ~~sites~~the required water licenses from Alberta Environment to withdraw water for our thermal operations;

● ~~risks~~changes ~~associated~~to ~~with~~the ~~increased~~greenhouse ~~insurance~~gas ~~costs~~reduction program and other environmental and climate change regulations which are adopted by provincial or ~~unavailability~~federal governments of ~~adequate~~Canada ~~coverage~~or which are being considered, which may also include cap and trade regimes, carbon taxes, increased efficiency standards, each of which could increase compliance costs and impose significant penalties for non-compliance;

● ~~volatility~~increase in ~~market~~taxes ~~prices for oil, bitumen, natural gas, diluent~~ and ~~natural~~changes ~~gas~~to ~~liquids.~~existing Alegislation ~~decline~~affecting ingovernmental ~~oil~~royalties ~~prices~~or ~~could~~other ~~result~~governmental in a downward revision of our future reserves and a ceiling test write-down of the carrying value of our oil sands properties, which could be substantial and could negatively impact our future net income and stockholders’ equityinitiatives;

● ~~competition~~future marketing and transportation of our produced bitumen;

● ~~changes~~proximity inand ~~labor,~~capacity ~~equipment~~of oil and ~~capital~~natural ~~costs~~gas pipelines and other transportation facilities;

● ~~future~~our ~~acquisitions~~ability orto ~~strategic~~receive ~~partnerships~~approvals from the AER for additional tests to further evaluate the wells on our lands;

● ~~the~~our ~~risks~~Farmout Agreement and ~~costs~~joint ~~inherent~~operating ~~in litigation~~agreements;

● ~~imprecision~~opposition into ~~estimates~~our ofregulatory ~~reserves,~~requests ~~resources~~by ~~and~~various ~~recoverable~~third ~~quantities of oil, bitumen and natural gas~~parties;

● ~~product~~actions ~~supply~~of aboriginals, environmental activists and ~~demand~~other industrial disturbances;

● ~~changes and amendments in~~ the ~~Canadian~~costs ~~Oil~~of ~~and~~environmental ~~Gas~~reclamation ~~Evaluation Handbook and or the Petroleum Resources Management System to general disclosure~~ of ~~reserves~~our ~~and resources standards and specific annual reserves and resources disclosure requirements for reporting issuers with oil and gas activities~~lands;

● ~~future~~availability ~~appraisal~~ of ~~potential~~labor ~~bitumen,~~or ~~oil~~materials ~~and~~or ~~gas~~increases ~~properties~~in ~~may~~their ~~involve unprofitable efforts~~costs;

● the ~~ability~~availability ~~to meet minimum level~~ of ~~requirements~~sufficient ~~and~~capital ~~obtain approval from Alberta Energy~~ to ~~continue~~finance our ~~oil~~business ~~sands~~or ~~leases~~development ~~beyond~~plans ~~their~~on ~~expiry~~terms ~~dates~~satisfactory to us;

● ~~the~~adverse ~~ability~~weather toconditions ~~pay~~and ~~future~~natural ~~escalating~~disasters ~~oil~~affecting ~~sands~~access ~~lease~~to ~~rents~~our onproperties ~~our~~and ~~continued~~well ~~leases~~sites;

● ~~changes~~risks inassociated ~~general~~with ~~business~~increased insurance costs or ~~economic~~unavailability ~~conditions~~of adequate coverage;

● ~~risks~~volatility ~~associated~~in ~~with~~market ~~the~~prices ~~finding~~for oil, ~~determination~~bitumen, ~~evaluation~~natural gas, ~~assessment~~diluent and ~~measurement~~natural gas liquids. A decline in oil prices could result in a downward revision of ~~bitumen,~~our future reserves and a ceiling test write-down of the carrying value of our oil sands properties, which could be substantial and ~~gas~~could ~~deposits~~negatively orimpact ~~reserves~~our future net income and stockholders’ equity;

● ~~geological, technical, drilling and processing problems~~competition;

● ~~third~~changes ~~party~~in ~~performance~~labor, ofequipment ~~obligations~~and ~~under~~capital ~~contractual arrangements~~costs;

● ~~failure~~future toacquisitions ~~obtain~~or ~~industry~~strategic ~~partner and other third-party consents and approvals, when required~~partnerships;

● ~~treatment~~the ~~under~~risks ~~governmental~~and ~~regulatory~~costs ~~regimes~~inherent ~~and~~in ~~tax laws~~litigation;

● ~~royalties~~imprecision ~~payable~~ in ~~respect~~estimates of ~~bitumen~~reserves, resources and recoverable quantities of oil, bitumen and ~~gas~~natural ~~production~~gas;

● ~~unanticipated~~product ~~operating~~supply ~~events~~and ~~which can reduce production or cause production to be shut-in or delayed~~demand;

~~● incorrect assessments of the value of acquisitions, and exploration and development programs;~~19

● ~~stock~~changes ~~market~~and ~~volatility~~amendments in the Canadian Oil and ~~market~~Gas ~~valuation~~Evaluation ofHandbook and or the ~~common~~Petroleum ~~shares~~Resources Management System to general disclosure of ~~our~~reserves ~~Company~~and resources standards and specific annual reserves and resources disclosure requirements for reporting issuers with oil and gas activities;

● ~~fluctuations~~future inappraisal ~~currency~~of ~~and~~potential ~~interest~~bitumen, ~~rates;~~oil and gas properties may involve unprofitable efforts;

18● the ability to obtain approval from the AER to continue our remaining oil sands lease beyond its expiry date;

● the ~~additional~~ability ~~risks and uncertainties, many of which are beyond our control, referred~~ to ~~elsewhere~~pay infuture ~~this~~escalating ~~Annual~~oil ~~Report~~sands ~~and~~lease inrents on our ~~other~~continued ~~SEC filings.~~leases;

~~The preceding~~● ~~bullets outline some of the risks and uncertainties that may affect~~ our ~~forward-looking~~ability ~~statements.~~to ~~For~~meet ~~a full description of risks and uncertainties, see~~ the ~~sections~~minimum ~~entitled~~level “Risk Factors” and “Environmental Laws and Regulations” as disclosed in this annual report on Form 10-K for the fiscal year ended September 30, 2019 filed with the United States Securities and Exchange Commission (“SEC”) and the Alberta Securities Commission (“ASC”) on SEDAR. Should one or more of ~~these~~production ~~risks~~requirements or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those anticipated, believed, estimated or expected. Any forward-looking statement speaks only as of the date on ~~which~~our ~~it was~~oil ~~made~~sands ~~and,~~leases ~~except~~ as ~~required~~set out by ~~law,~~the weAER ~~disclaim~~in ~~any~~order ~~obligation~~ to ~~publicly~~eliminate ~~update any forward-looking statements, whether as a result of new information,~~ future ~~events~~escalating oroil ~~otherwise.~~sands ~~However,~~lease ~~any~~rents ~~further disclosures made~~ on ~~related~~our ~~subjects~~continued ~~in subsequent reports on Forms 10-K, 10-Q, 8-K and any other SEC filing or amendments thereto should be consulted.~~leases;

~~ITEM~~● ~~7A.~~changes ~~QUANTITATIVE~~in ~~AND~~general ~~QUALITATIVE~~business ~~DISCLOSURES~~or ~~ABOUT~~economic ~~MARKET RISK~~conditions;

~~We are~~● arisks ~~smaller~~associated ~~reporting~~with ~~company~~the asfinding, ~~defined~~determination, byevaluation, ~~Rule~~assessment ~~12b-2~~and ~~under~~measurement ~~the~~of ~~Exchange~~bitumen, ~~Act~~oil and ~~therefore~~gas ~~are~~deposits ~~not~~or ~~required to provide the information required under this item.~~reserves;

~~ITEM~~● 8.geological, ~~FINANCIAL~~technical, ~~STATEMENTS~~drilling ~~AND~~and ~~SUPPLEMENTARY~~processing ~~DATA~~problems;

19● third party performance of obligations under contractual arrangements;

~~REPORT OF~~● ~~INDEPENDENT~~failure ~~REGISTERED~~to ~~PUBLIC~~obtain ~~ACCOUNTING~~industry ~~FIRM~~partner and other third-party consents and approvals, when required;

~~To the~~● ~~Board~~treatment ofunder ~~Directors~~governmental ~~and~~regulatory ~~Stockholders~~regimes ofand ~~Deep~~tax ~~Well Oil & Gas, Inc.~~laws;

~~Opinion on~~● ~~the~~royalties ~~Financial~~payable ~~Statements~~in respect of bitumen, oil and gas production;

~~We have~~● ~~audited~~unanticipated ~~the~~operating ~~accompanying~~events ~~consolidated~~which ~~balance~~can ~~sheets~~reduce ofproduction ~~Deep~~or ~~Well~~cause ~~Oil~~production & Gas, Inc. (the “Company”) as of September 30, 2019 and 2018, and the related consolidated statements of operations, shareholders’ equity, and cash flows for the years then ended, and the related notes (collectively referred to asbe ~~the “financial statements”). In our opinion, the financial statements present fairly,~~ shut-in ~~all~~or material respects, the financial position of the Company as of September 30, 2019 and 2018, and the results of its operations and its cash flows for the years then ended, in conformity with accounting principles generally accepted in the United States of America.delayed;

~~Basis for~~● ~~Opinion~~incorrect assessments of the value of acquisitions, and exploration and development programs;

~~These financial~~● ~~statements~~stock ~~are~~market ~~the~~volatility responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and ~~are~~market ~~required~~valuation toof ~~be independent with respect to~~ the ~~Company in~~common ~~accordance~~shares ~~with the U.S. federal securities laws and the applicable rules and regulations~~ of ~~the~~our ~~Securities and Exchange Commission and the PCAOB.~~Company;

~~We conducted~~● ~~our~~changes ~~audits~~or inamendments ~~accordance~~to ~~with~~ the ~~standards of the PCAOB~~U.S. ~~Those~~Securities ~~standards~~Exchange ~~require~~Acts that wemay ~~plan~~have ~~and~~an ~~perform~~impact on the ~~audits to~~over-the-counter ~~obtain~~(“OTC”) ~~reasonable~~market ~~assurance~~where ~~about~~our ~~whether~~common ~~the~~shares ~~financial statements~~ are ~~free~~publicly ~~of material misstatement~~traded, ~~whether~~of ~~due~~which tochanges ~~error~~ or ~~fraud.~~amendments ~~The~~such ~~Company~~as isRule ~~not~~15c2-11 ~~required~~which tomay ~~have,~~affect ~~nor~~whether ~~were~~or wenot ~~engaged to perform, an audit of its internal control over financial reporting. As part of~~ our ~~audits~~common weshares ~~are~~will ~~required~~continue to ~~obtain~~be anpublicly ~~understanding~~traded ofon ~~internal control over financial reporting but not for~~ the ~~purpose~~OTC ofMarket ~~expressing~~or andowngraded ~~opinion~~to on the ~~effectiveness~~Grey ~~of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.~~Market;

~~Our audits~~● ~~included~~fluctuations performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in ~~the~~currency ~~financial statements. Our audits also included evaluating the accounting principles used~~ and ~~significant~~interest ~~estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.~~rates;

~~/s/ Turner~~● the potential negative impact of public health epidemics and outbreaks, ~~Stone~~including &COVID-19, on our Company, ~~L.L.P.~~our operations, our employees, our contractors, our suppliers, our joint venture partners and the global economy; and

~~Dallas~~● the additional risks and uncertainties, ~~Texas~~ many of which are beyond our control, referred to elsewhere in this Annual Report and in our other SEC filings.

~~January~~The preceding bullets outline some of the risks 13and uncertainties that may affect our forward-looking statements. For a full description of risks and uncertainties, see the sections entitled “Risk Factors” and “Environmental Laws and Regulations” as disclosed in this Annual Report on Form 10-K for the fiscal year ended September 30, 2020 filed with the United States Securities and Exchange Commission (“SEC”). Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those anticipated, believed, estimated or expected. Any forward-looking statement speaks only as of the date on which it was made and, except as required by law, we disclaim any obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise. However, any further disclosures made on related subjects in subsequent reports on Forms 10-K, 10-Q, 8-K and any other SEC filing or amendments thereto should be consulted.

~~We have~~ITEM ~~served~~7A. asQUANTITATIVE ~~the~~AND ~~Company’s~~QUALITATIVE ~~auditor~~DISCLOSURES ~~since~~ABOUT ~~2015.~~MARKET RISK

20We are a smaller reporting company as defined by Rule 12b-2 under the Exchange Act and therefore are not required to provide the information required under this item.

~~DEEP WELL~~ITEM ~~OIL~~8. &FINANCIAL ~~GAS,~~STATEMENTS ~~INC. (~~AND ~~SUBSIDIARIES)~~SUPPLEMENTARY DATA

~~Consolidated Balance Sheets~~20

~~September~~NOTICE ~~30,~~OF ~~2019~~NO ~~and September 30, 2018~~AUDIT

	September 30,			September 30,
	2019			2018
ASSETS
Current Assets
Cash and cash equivalents	$	49,715		$	298,241
Accounts receivable		83,398			40,920
Prepaid expenses		34,266			24,730
Total Current Assets		167,379			363,891
Long-term investments		396,782			398,055
Oil and gas properties, net, based on full cost method of accounting		22,040,307			21,975,868
Property and equipment, net		73,509			89,518
TOTAL ASSETS	$	22,677,977		$	22,827,332
LIABILITIES
Current Liabilities
Accounts payable and accrued liabilities	$	69,617		$	45,137
Accounts payable and accrued liabilities – related parties		1,375			–
Total Current Liabilities		70,992			45,137
Asset retirement obligations (Note 10)		500,392			493,467
TOTAL LIABILITIES		571,384			538,604
(Commitments and contingencies Note 15)
SHAREHOLDERS’ EQUITY
Common Stock: (Note 11)
Authorized: 600,000,000 shares at $0.001 par value Issued and outstanding: 230,574,603 shares (September 30, 2018 – 230,574,603 shares)		230,574			230,574
Additional paid in capital		43,104,276			43,104,276
Subscriptions receivable – related party		–			(15,000	)
Accumulated deficit		(21,228,257	)		(21,031,122	)
Total Shareholders’ Equity		22,106,593			22,288,728
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY	$	22,677,977		$	22,827,332

DEEP WELL OIL & GAS, INC. (AND SUBSIDIARIES)

~~See~~Consolidated ~~accompanying~~Financial ~~notes to the consolidated financial statements~~Statements

21For the Year Ended September 30, 2020

~~DEEP~~The ~~WELL~~Company’s ~~OIL~~independent &auditor ~~GAS~~has not performed an audit of these consolidated financial statements for the year ended September 30, ~~INC.~~2020, in accordance with standards established by the Public Company Accounting Oversight Board (~~AND~~United ~~SUBSIDIARIES~~States) (“PCAOB”) for an audit of year end financial statements by an entity’s auditor.

~~Consolidated~~The accompanying unaudited consolidated financial ~~Statements~~statements, for the year ended September 30, 2020, of ~~Operations~~the Company have been prepared by our in-house Company accounting and other staff but are the responsibility of the Company’s management.

~~For the Years Ended September 30, 2019 and 2018~~21

	September 30,			September 30,
	2019			2018
Revenue	$	–		$	–
Royalty refunds (expenses)		–			–
Revenue, net of royalty		–			–
Expenses
Operating expenses		97,643			148,046
Operating expense covered by Farmout		(97,643	)		(148,046	)
General and administrative		165,405			289,209
Depreciation, accretion and depletion		46,036			56,032
Net loss from operations		(211,441	)		(345,241	)
Other income and expenses
Rental and other income		6,612			9,054
Interest income		7,694			6,056
Net loss	$	(197,135	)	$	(330,131	)
Net loss per common share
Basic and Diluted	$	(0.0009	)	$	(0.0014	)
Weighted Average Outstanding Shares (in thousands)
Basic and Diluted		230,574			229,735

DEEP WELL OIL & GAS, INC. (AND SUBSIDIARIES)

~~See~~Consolidated ~~accompanying~~Balance ~~notes to the consolidated financial statements~~Sheets

22September 30, 2020 and September 30, 2019

DEEP WELL OIL & GAS, INC. (AND SUBSIDIARIES)

	September 30,			September 30,
	2020			2019
	Unaudited			Audited

ASSETS
Current Assets
Cash and cash equivalents	$	(12,073	)	$	49,715
Accounts receivable		244,598			83,398
Prepaid expenses		22,672			34,266

Total Current Assets		255,197			167,379

Long-term investments		399,151			396,782
Oil and gas properties, net, based on full cost method of accounting		22,054,560			22,040,307
Property and equipment, net		60,056			73,509

TOTAL ASSETS	$	22,768,964		$	22,677,977

LIABILITIES
Current Liabilities
Accounts payable and accrued liabilities	$	204,847		$	69,617
Accounts payable and accrued liabilities – related parties		22,941			1,375

Total Current Liabilities		227,788			70,992

Asset retirement obligations (Note 10)		515,394			500,392
Loan payable (Note 3)		22,491			–

Total Non- Current Liabilities		537,885			500,392

TOTAL LIABILITIES		765,673			571,384
(Commitments and contingencies Note 15)

SHAREHOLDERS’ EQUITY
Common Stock: (Note 11)
Authorized: 600,000,000 shares at $0.001 par value
Issued and outstanding: 230,574,603 shares
(September 30, 2019 – 230,574,603 shares)		230,574			230,574
Additional paid in capital		43,104,276			43,104,276
Accumulated deficit		(21,331,559	)		(21,228,257	)

Total Shareholders’ Equity		22,003,291			22,106,593

TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY	$	22,768,964		$	22,677,977

~~Consolidated~~See ~~Statements~~accompanying ofnotes ~~Shareholders’~~to ~~Equity~~the consolidated financial statements

~~For the Years Ended September 30, 2019 and 2018~~22

	Common Shares
					Additional
					Paid in		Subscription			Accumulated
	Shares		Amount		Capital		Receivable			Deficit			Total
Balance at September 30, 2017		229,374,605	$	229,374	$	42,845,292	$	–		$	(20,700,991	)	$	22,373,675
Options exercised, June 2018		1,199,998		1,200		13,800		–			–			15,000
Subscription receivable		–		–		–		(15,000	)					(15,000	)
Distribution refund		–		–		245,184		–			–			245,184
Net Loss for the year ended September 30, 2018		–		–		–		–			(330,131	)		(330,131	)
Balance at September 30, 2018		230,574,603	$	230,574	$	43,104,276	$	(15,000	)	$	(21,031,122	)	$	22,288,728
Subscription receivable collected		–		–		–		15,000			–			15,000
Net Loss for the year ended September 30, 2019		–		–		–		–			(197,135	)		(197,135	)
Balance at September 30, 2019		230,574,603	$	230,574	$	43,104,276	$	–		$	(21,228,257	)	$	22,106,593

DEEP WELL OIL & GAS, INC. (AND SUBSIDIARIES)

~~See~~Consolidated ~~accompanying~~Statements ~~notes~~of toOperations ~~the consolidated financial statements~~

23For the Years Ended September 30, 2020 and 2019

DEEP WELL OIL & GAS, INC. (AND SUBSIDIARIES)

	September 30,			September 30,
	2020			2019
	Unaudited			Audited

Revenue	$	–		$	–
Royalty refunds (expenses)		–			–
Revenue, net of royalty		–			–

Expenses
Operating expenses		93,299			97,643
Operating expense covered by Farmout		(93,299	)		(97,643	)
General and administrative		124,688			165,405
Depreciation, accretion and depletion		43,026			46,036

Net loss from operations		(167,714	)		(211,441	)

Other income and expenses
Rental and other income		59,237			6,612
Interest income		5,175			7,694

Net loss	$	(103,302	)	$	(197,135	)

Net loss per common share
Basic and Diluted	$	(0.0004	)	$	(0.0009	)

Weighted Average Outstanding Shares (in thousands)
Basic and Diluted		230,574			230,574

~~Consolidated~~See ~~Statements~~accompanying ofnotes ~~Cash~~to ~~Flows~~the consolidated financial statements

~~For the Years Ended September 30, 2019 and 2018~~23

	September 30,			September 30,
	2019			2018
Operating Activities
Net loss	$	(197,135	)	$	(330,131	)
Items not affecting cash:
Depreciation, accretion and depletion		46,036			56,032
Net changes in non-cash working capital (Note 13)		(26,159	)		(69,297	)
Net Cash Used in Operating Activities		(177,258	)		(343,396	)
Investing Activities
Purchase of equipment		(882	)		(940	)
Investment in oil and gas properties		(93,078	)		(705,917	)
Long-term investments		7,692			5,659
Net Cash Used in Investing Activities		(86,268	)		(701,198	)
Financing Activities
Subscription receivable collected		15,000			–
Distribution refund		–			245,184
Net Cash Provided by Financing Activities		15,000			245,184
Decrease in cash and cash equivalents		(248,526	)		(799,410	)
Cash and cash equivalents, beginning of year		298,241			1,097,651
Cash and cash equivalents, end of year	$	49,715		$	298,241
Supplemental Cash Flow Information:
Cash paid for interest	$	–		$	–
Cash paid for income taxes	$	–		$	–

DEEP WELL OIL & GAS, INC. (AND SUBSIDIARIES)

~~See~~Consolidated ~~accompanying~~Statements ~~notes~~of toShareholders’ ~~the~~Equity ~~consolidated financial statements~~

24For the Years Ended September 30, 2020 and 2019

DEEP WELL OIL & GAS, INC. (AND SUBSIDIARIES)

					Additional
	Common Shares				Paid in		Subscription			Accumulated
	Shares		Amount		Capital		Receivable			Deficit			Total

Balance at September 30, 2018 (audited)		230,574,603	$	230,574	$	43,104,276	$	(15,000	)	$	(21,031,122	)	$	22,288,728

Subscription receivable collected		–		–		–		15,000			–			15,000

Net loss for the year ended September 30, 2019 (audited)		–		–		–		–			(197,135	)		(197,135	)

Balance at September 30, 2019 (audited)		230,574,603	$	230,574	$	43,104,276	$	–		$	(21,228,257	)	$	22,106,593

Net loss for the year ended September 30, 2020 (unaudited)		–		–		–		–			(103,302	)		(103,302	)

Balance at September 30, 2020 (unaudited)		230,574,603	$	230,574	$	43,104,276	$	–		$	(21,331,559	)	$	22,003,291

~~Notes~~See accompanying notes to the ~~Consolidated~~consolidated ~~Financial~~financial ~~Statements~~statements

~~September 30, 2019 and 2018~~24

1.DEEP WELL ~~NATURE~~OIL OF& ~~BUSINESS~~GAS, INC. (AND ~~BASIS OF PRESENTATION~~SUBSIDIARIES)

~~Nature~~Consolidated Statements of ~~Business~~Cash Flows

~~Deep Well Oil & Gas, Inc.~~For ~~was originally incorporated on July 18, 1988 under~~ the ~~laws~~Years ofEnded the state of Nevada as Worldwide Stock Transfer, Inc. (Worldwide Stock Transfer, Inc. later changed its name to Allied Devices Corporation) and in connection with a plan of reorganization, effective on September 1030, ~~2003,~~2020 ~~the company was reorganized~~ and ~~changed its name to Deep Well Oil & Gas, Inc. (“Deep Well”).~~2019

Deep Well together with its subsidiaries, Northern Alberta Oil Ltd. and Deep Well Oil & Gas (Alberta) Ltd, (collectively referred to as the “Company”) is an independent junior oil sands exploration and development company with an existing oil sands land base in the Peace River oil sands area in Alberta, Canada.

	September 30,			September 30,
	2020			2019
	Unaudited			Audited

Operating Activities
Net loss	$	(103,302	)	$	(197,135	)
Items not affecting cash:
Depreciation, accretion and depletion		43,026			46,036
Net changes in non-cash working capital (Note 13)		7,190			(26,159	)

Net Cash Used in Operating Activities		(53,086	)		(177,258	)

Investing Activities
Purchase of equipment		–			(882	)
Investment in oil and gas properties		(36,400	)		(93,078	)
Long-term investments		5,207			7,692

Net Cash Used in Investing Activities		(31,193	)		(86,268	)

Financing Activities
Subscription receivable collected		–			15,000
Loan payable		22,491			–

Net Cash Provided by Financing Activities		22,491			15,000

Decrease in cash and cash equivalents		(61,788	)		(248,526	)

Cash and cash equivalents, beginning of year		49,715			298,241

Cash and cash equivalents, end of year	$	(12,073	)	$	49,715

Supplemental Cash Flow Information:
Cash paid for interest	$	–		$	–
Cash paid for income taxes	$	–		$	–

~~These consolidated financial~~See ~~statements~~accompanying ~~have~~notes ~~been~~to ~~prepared showing~~ the ~~name~~consolidated ~~“Deep~~financial ~~Well Oil & Gas, Inc. (and Subsidiaries)” (“the Company”) and the post-split common stock, with $0.001 par value.~~statements

~~Basis of Presentation~~25

~~These consolidated financial~~DEEP ~~statements~~WELL ~~are~~OIL ~~expressed~~& inGAS, UINC.S. ~~dollars and are prepared in accordance with accounting principles generally accepted in the United States of America~~ (~~“U.S.~~AND ~~GAAP”~~SUBSIDIARIES).

~~These statements reflect all~~Notes ~~adjustments,~~to ~~consisting solely of normal recurring adjustments (unless otherwise disclosed) which, in~~ the ~~opinion~~Consolidated ofFinancial ~~management, are necessary for a fair presentation of the information contained herein.~~Statements

2.September 30, ~~SUMMARY~~2020 OF(Unaudited) ~~SIGNIFICANT~~and ~~ACCOUNTING~~2019 ~~POLICIES~~(Audited)

~~Basis~~1. NATURE OF ofBUSINESS ~~Consolidation~~AND BASIS OF PRESENTATION

~~These consolidated financial~~Nature ~~statements include the accounts~~ of ~~two wholly owned subsidiaries: (1) Northern Alberta Oil Ltd. (“Northern”) from the date of acquisition, being June 7, 2005, incorporated under the~~ Business Corporations Act (Alberta), Canada; and (2) Deep Well Oil & Gas (Alberta) Ltd., incorporated under the Business Corporations Act (Alberta), Canada on September 15, 2005. All inter-company balances and transactions have been eliminated.

~~Cash~~Deep Well Oil & Gas, Inc. was originally incorporated on July 18, 1988 under the laws of the state of Nevada as Worldwide Stock Transfer, Inc. (Worldwide Stock Transfer, Inc. later changed its name to Allied Devices Corporation) and ~~Cash~~in ~~Equivalents~~connection with a plan of reorganization, effective on September 10, 2003, the company was reorganized and changed its name to Deep Well Oil & Gas, Inc. (“Deep Well”).

~~The~~Deep Well ~~Company~~together ~~considers~~with ~~all~~its ~~highly~~subsidiaries, Northern Alberta Oil Ltd. and Deep Well Oil & Gas (Alberta) Ltd, (collectively referred to as ~~liquid~~the ~~instruments~~“Company”) ~~with~~is aan ~~maturity~~independent ofjunior ~~three~~oil ~~months~~sands orexploration ~~less~~and atdevelopment company with an existing oil sands land base in the ~~time~~Peace ofRiver ~~issuance~~oil tosands bearea ~~cash~~in ~~equivalents~~Alberta, Canada.

~~Allowance~~These consolidated ~~for~~financial ~~Doubtful~~statements have been prepared showing the name “Deep Well Oil & Gas, Inc. (and Subsidiaries)” ~~Accounts~~(“the Company”) and the post-split common stock, with $0.001 par value.

~~The Company determines allowances~~Going for doubtful accounts based on aging of specific accounts. Accounts receivable are stated at the historical carrying amounts net of allowances for doubtful accounts and include only the amounts the Company deems to be collectable. The allowance for bad debts was $nil and $nil at September 30, 2019 and September 30, 2018, respectively.Concern

~~Crude~~The Company’s ~~oil~~consolidated financial statements are prepared using generally accepted accounting principles applicable to a going concern which contemplates the realization of assets and ~~natural~~liquidation ~~gas~~of liabilities in the normal course of business. As of September 30, 2020, ~~properties~~the Company has a working capital deficit, and continues to have an accumulated deficit and has generated negative cash flows from operations. These factors raise substantial doubt regarding the Company’s ability to continue as a going concern. In order to continue as a going concern and achieve a profitable level of operations, the Company will need, among other things, additional capital resources and to develop a consistent source of dependent upon the ability to raise equity or debt financing, and the attainment of profitable operations from the Company’s operations. The management of the Company is developing a strategy, which it hopes will accomplish this objective through short-term related party loans and additional equity funding, which will enable the Company to operate for the coming year. The accompanying consolidated financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

~~The Company follows the full~~Basis ~~cost method~~ of accounting for oil sands properties pursuant to SEC Regulation S-X Rule 4-10. The full cost method of accounting for oil and gas operations requires that all costs associated with the exploration for and development of oil and gas reserves be capitalized on a country by country basis. Such costs include lease acquisition costs, geological and geophysical expenses, carrying charges on non-producing properties, costs of drilling both productive and non-productive wells, production equipment and overhead charges directly related to acquisition, exploration and development activities.Presentation

~~Under~~The ~~the~~consolidated ~~full~~financial ~~cost~~statements ~~method,~~for ~~oil and gas properties are subject to~~ the ~~ceiling~~year ~~test~~ended ~~performed~~September ~~quarterly.~~30, ~~A ceiling~~2020 ~~test~~included ~~write-down~~herein ishave ~~recognized~~been inprepared ~~net~~by ~~earnings if~~ the ~~carrying~~Company, ~~amount~~without ~~of a cost centre exceeds the "cost centre ceiling"~~audit. ~~The~~These ~~carrying~~consolidated ~~amount~~financial ofstatements ~~the~~are ~~cost~~expressed ~~centre~~in ~~includes the capitalized costs of proved oil and natural gas properties, net of accumulated depletion and deferred income taxes~~U.S. ~~The~~dollars ~~cost centre ceiling is the sum of (A) present value of the estimated future net cash flows from proved oil~~ and ~~natural~~are ~~gas~~prepared ~~reserves~~in ~~using~~accordance awith 10accounting ~~percent~~principles ~~per year discount factor, (B) the costs of unproved properties not~~generally ~~being~~accepted ~~amortized,~~in ~~and (C)~~ the ~~lower~~United ofStates ~~cost or fair value~~ of ~~unproved~~America ~~properties included in the costs being amortized; less~~ (~~D) related income tax effects~~“U.S. ~~During the 2019 fiscal year, no ceiling test write-downs were recorded for the Company’s oil and gas properties~~GAAP”).

25These statements reflect all adjustments, consisting solely of normal recurring adjustments (unless otherwise disclosed) which, in the opinion of management, are necessary for a fair presentation of the information contained herein.

~~Costs associated with unproved properties are excluded from the depletion calculation until it is determined that proved reserves are attributable or impairment has occurred~~2. ~~Unproved properties are assessed annually for impairment. Costs that have been impaired are included in the costs~~ SUMMARY ~~subject~~OF toSIGNIFICANT ~~depletion~~ACCOUNTING ~~within the full cost pool.~~POLICIES

~~Property~~Basis of ~~and Equipment~~Consolidation

~~Property~~These consolidated ~~and~~financial ~~equipment~~statements ~~are~~include ~~stated at~~the ~~cost~~accounts ~~less~~of ~~accumulated~~two ~~depreciation.~~wholly ~~Depreciation~~owned ~~expense~~subsidiaries: is(1) ~~computed~~Northern ~~using~~Alberta Oil Ltd. (“Northern”) from the ~~declining~~date ~~balance~~of ~~method~~acquisition, ~~over~~being ~~the~~June ~~estimated~~7, ~~useful life~~2005, ofincorporated under the ~~asset.~~Business ~~Only~~Corporations ~~half~~Act of(Alberta), ~~the~~Canada; ~~depreciation~~and ~~rate~~(2) isDeep ~~taken~~Well Oil in& Gas (Alberta) Ltd., incorporated under the ~~year~~Business ofCorporations ~~acquisition.~~Act ~~The~~(Alberta), ~~following~~Canada ison aSeptember ~~summary~~15, of2005. ~~the~~All ~~depreciation~~inter-company ~~rates~~balances ~~used~~and intransactions ~~computing~~have ~~depreciation~~been ~~expense:~~eliminated.

	%
Software		100
Computer equipment		55
Portable work camp		30
Vehicles		30
Road Mats		30
Wellhead		25
Office furniture and equipment		20
Oilfield Equipment		20
Tanks		10

Cash and Cash Equivalents

~~Expenditures~~The Company ~~for~~considers ~~major~~all ~~repairs and~~highly ~~renewals~~liquid ~~that~~instruments ~~extend~~with ~~the~~a ~~useful~~maturity ~~life~~ of ~~the~~three ~~asset~~months ~~are~~or ~~capitalized.~~less ~~Minor~~at ~~repair expenditures are charged to expense as incurred. Leasehold improvements are amortized over~~ the ~~greater~~time of ~~five~~issuance ~~years~~to orbe ~~the~~cash ~~remaining life of the lease agreement~~equivalents.

Depreciation, Depletion and Amortization - Capitalized costs within each country are depleted and depreciated on the unit-of-production method based on the estimated gross proved reserves as determined by 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.26

~~Costs of acquiring and evaluating~~Allowance ~~unproved~~for ~~properties~~Doubtful and major development projects are initially excluded from the depletion and depreciation calculation 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. Since there was no production in the last two fiscal years no depletion has been booked in either year.Accounts

~~Asset~~The Company ~~Retirement~~determines ~~Obligations~~allowances for doubtful accounts based on aging of specific accounts. Accounts receivable are stated at the historical carrying amounts net of allowances for doubtful accounts and include only the amounts the Company deems to be collectable. The allowance for bad debts was $nil and $nil at September 30, 2020 and September 30, 2019, respectively.

~~The Company accounts for asset~~Crude retirement obligations by recording the fair value of the estimated future cost of the Company’s plugging and abandonment obligations. The asset retirement obligation is recorded when there is a legal obligation associated with the retirement of a tangible long-lived asset and the fair value of the liability can reasonably be estimated. Upon initial recognition of an asset retirement obligation, the Company increases the carrying amount of the long-lived asset by the same amount as the liability. Over time, the liabilities are accreted for the change in their present value through charges to oil and natural gas production and well operations costs. The initial capitalized costs are depleted over the useful lives of the related assets through charges to depreciation, depletion, and amortization. If the fair value of the estimated asset retirement obligation changes, an adjustment is recorded to both the asset retirement obligation and the asset retirement cost.properties

~~Revisions~~The Company infollows ~~estimated~~the ~~liabilities can~~full ~~result~~cost ~~from~~method ~~revisions~~ of ~~estimated~~accounting ~~inflation~~for ~~rates,~~oil ~~escalating~~sands ~~retirement~~properties ~~costs,~~pursuant ~~and~~to ~~changes~~SEC inRegulation ~~the~~S-X ~~estimated~~Rule ~~timing~~4-10. ofThe ~~settling~~full cost method ~~asset~~of ~~retirement~~accounting ~~obligations.~~for Asoil ofand ~~September~~gas ~~30,~~operations ~~2019,~~requires ~~and~~that ~~2018,~~all ~~asset~~costs ~~retirement~~associated ~~obligations~~with ~~amount~~the toexploration ~~$500,392~~for and ~~$493,467,~~development of oil and gas reserves ~~respectively~~be capitalized on a country by country basis. ~~The~~Such ~~Company~~costs ~~has~~include ~~posted~~lease ~~bonds~~acquisition costs, ~~where~~geological ~~required~~and geophysical expenses, ~~with~~carrying charges ~~the~~on ~~Government~~non-producing properties, costs of ~~Alberta~~drilling ~~based~~both onproductive ~~the~~and ~~amount~~non-productive ~~the~~wells, ~~government~~production ~~estimates~~equipment and overhead charges ~~the~~directly ~~cost~~related ofto ~~abandonment~~acquisition, exploration and ~~reclamation~~development ~~to be~~activities.

~~Foreign~~Under the ~~Currency~~full ~~Translation~~cost method, oil and gas properties are subject to the ceiling test performed quarterly. A ceiling test write-down is recognized in net earnings if the carrying amount of a cost centre exceeds the “cost centre ceiling”. The carrying amount of the cost centre includes the capitalized costs of proved oil and natural gas properties, net of accumulated depletion and deferred income taxes. The cost centre ceiling is the sum of (A) present value of the estimated future net cash flows from proved oil and natural gas reserves using a 10 percent per year discount factor, (B) the costs of unproved properties not being amortized, and (C) the lower of cost or fair value of unproved properties included in the costs being amortized; less (D) related income tax effects. During the 2020 fiscal year, no ceiling test write-downs were recorded for the Company’s oil and gas properties.

~~The functional currency of~~Costs ~~the~~associated ~~Company~~with isunproved ~~the~~properties USare ~~dollar,~~excluded ~~but~~from the ~~functional~~depletion ~~currency~~calculation ofuntil ~~the~~it ~~Company’s Canadian subsidiaries~~ is ~~the~~determined ~~Canadian dollar.~~that ~~Consequently,~~proved ~~monetary~~reserves ~~assets and liabilities~~ are ~~remeasured into United States dollars at the exchange rate on the~~attributable ~~balance~~or ~~sheet~~impairment ~~date~~has ~~and~~occurred. ~~non-monetary~~The ~~items~~Company’s ~~are~~unproved ~~remeasured~~properties ~~at the rate of exchange in effect when the assets~~ are ~~acquired,~~assessed ~~or obligations~~annually ~~incurred.~~for ~~Revenues and expenses are remeasured at the average exchange rate prevailing during the period~~impairment. ~~Foreign currency~~Costs ~~transaction~~that ~~gains and losses~~ have ~~not~~ been ~~material and therefore~~ impaired are included in ~~results~~the ofcosts ~~operations and~~subject ~~not~~to ~~separately~~depletion ~~reported~~within asthe afull ~~component~~cost ~~of comprehensive income~~pool.

26Property and Equipment

~~Accounting~~Property and ~~Method~~equipment are stated at cost less accumulated depreciation. Depreciation expense is computed using the declining balance method over the estimated useful life of the asset. Only half of the depreciation rate is taken in the year of acquisition. The following is a summary of the depreciation rates used in computing depreciation expense:

The Company recognizes income and expenses based on the accrual method of accounting.

	%
Software		100
Computer equipment		55
Portable work camp		30
Vehicles		30
Road Mats		30
Wellhead		25
Office furniture and equipment		20
Oilfield Equipment		20
Tanks		10

~~Dividend~~Expenditures for ~~Policy~~major repairs and renewals that extend the useful life of the asset are capitalized. Minor repair expenditures are charged to expense as incurred. Leasehold improvements are amortized over the greater of five years or the remaining life of the lease agreement.

~~The~~Depreciation, Depletion ~~Company~~and ~~has~~Amortization ~~not~~- ~~yet~~Capitalized ~~adopted~~costs within each country are depleted and depreciated on the unit-of-production amethod ~~policy~~based ~~regarding~~on ~~payment~~the estimated gross proved reserves as determined by 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 ~~dividends~~estimated salvage value.

~~Financial,~~Costs of ~~Concentration~~acquiring and evaluating unproved properties and major development projects are initially excluded from the depletion and depreciation calculation until it is determined whether or not proved reserves can be assigned to such properties. Costs of unproved properties and major ~~Credit~~development ~~Risk~~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. Since there was no production in the last two fiscal years no depletion has been booked in either year.

The Company’s consideration or related financial credit risk related to cash and cash equivalents depends on if funds are fully insured by either The Canada Deposit Insurance Corporation (“CDIC”), or The Credit Union Deposit Guarantee Corporation (“CUDGC”) deposit insurance limit. As of the 2019 fiscal year end, the Company has approximately $3,470 funds that are in excess of deposit insurance limits, which may have financial credit risk. For the Company funds that are maintained in a financial institution which has its deposits fully guaranteed by CUDGC, there is no financial credit risk.27

~~The Company is not directly subject~~Asset toRetirement ~~credit risk resulting from the concentration of its crude oil sales. For the year ended September 30, 2019 and September 30, 2018, the Company recorded no oil sales.~~Obligations

~~Income~~The Company ~~Taxes~~accounts for asset retirement obligations by recording the fair value of the estimated future cost of the Company’s plugging and abandonment obligations. The asset retirement obligation is recorded when there is a legal obligation associated with the retirement of a tangible long-lived asset and the fair value of the liability can reasonably be estimated. Upon initial recognition of an asset retirement obligation, the Company increases the carrying amount of the long-lived asset by the same amount as the liability. Over time, the liabilities are accreted for the change in their present value through charges to oil and gas production and well operations costs. The initial capitalized costs are depleted over the useful lives of the related assets through charges to depreciation, depletion, and amortization. If the fair value of the estimated asset retirement obligation changes, an adjustment is recorded to both the asset retirement obligation and the asset retirement cost.

~~The~~Revisions in ~~Company~~estimated ~~utilizes~~liabilities ~~the~~can ~~liability method~~result offrom ~~accounting~~revisions ~~for~~of ~~income~~estimated ~~taxes.~~inflation ~~Under~~rates, ~~the~~escalating ~~liability~~retirement ~~method~~costs, ~~deferred tax assets~~ and ~~liabilities~~changes ~~are~~in ~~determined~~the ~~based on~~estimated ~~the~~timing ~~differences~~of ~~between~~settling ~~financial~~asset ~~reporting~~retirement ~~and~~obligations. ~~the~~As ~~tax bases~~ of ~~the~~September ~~assets~~30, ~~and liabilities~~2020, and ~~are~~2019, ~~measured~~asset ~~using~~retirement ~~the~~obligations ~~enacted tax~~amount ~~rates~~to $515,394 and ~~laws~~$500,392, ~~that~~respectively. ~~will~~The beCompany inhas ~~effect~~posted ~~when~~bonds, ~~the~~where ~~differences~~required, ~~are~~with ~~expected~~the toGovernment ~~reverse.~~of AnAlberta ~~allowance~~based ~~against~~on ~~deferred~~the ~~tax~~amount ~~assets~~the government isestimates ~~recorded~~the ~~when~~cost itof isabandonment ~~more~~and ~~likely~~reclamation ~~than~~to ~~not that such tax benefits will not~~ be ~~realized~~.

~~Due to the uncertainty regarding~~Foreign ~~the~~Currency ~~Company’s profitability, a valuation allowance has been recorded against the future tax benefits of its losses and no net benefit has been recorded in the consolidated financial statements.~~Translation

~~Revenue~~The functional ~~Recognition~~currency of the Company is the US dollar, but the functional currency of the Company’s Canadian subsidiaries is the Canadian dollar. Consequently, monetary assets and liabilities are remeasured into United States dollars at the exchange rate on the balance sheet date and non-monetary items are remeasured at the rate of exchange in effect when the assets are acquired, or obligations incurred. Revenues and expenses are remeasured at the average exchange rate prevailing during the period. Foreign currency transaction gains and losses have not been material and therefore are included in results of operations and not separately reported as a component of comprehensive income.

~~The Company is in the business~~Accounting of exploring for, developing, producing, and selling crude oil. Crude oil revenue is recognized when the product is taken from the storage tanks on the lease and delivered to the purchaser and title transfers to the purchaser. Payment is generally received one to three months after the sale has occurred.Method

~~Occasionally the~~ The Company ~~may sell~~recognizes ~~specific~~income ~~leases,~~ and ~~the~~expenses ~~gain~~based oron ~~loss associated with these transactions will be shown separately from~~ the ~~profit~~accrual ormethod ~~loss from the operations or sales~~ of ~~oil products~~accounting. Such gain or losses will be measured and recognized when all of the following have occurred: (1) there is persuasive evidence of an arrangement to sell; (2) the price of the sale is fixed or determinable; (3) the title to the lease has transferred; and (4) collection is reasonably assured.

~~Advertising and Market Development~~Dividend Policy

The Company ~~expenses~~has ~~advertising~~not ~~and~~yet ~~market~~adopted ~~development costs~~a aspolicy ~~incurred~~regarding payment of dividends.

~~Basic~~Financial, Concentration and ~~Diluted~~Credit ~~Net Loss Per Share~~Risk

~~Basic~~The Company’s ~~net~~consideration ~~loss~~or ~~per~~related ~~share~~financial ~~amounts are~~credit ~~computed~~risk ~~based~~related onto ~~the~~cash ~~weighted~~and ~~average~~cash ~~number~~equivalents ofdepends ~~shares~~on ~~actually~~if ~~outstanding.~~funds ~~Diluted~~are ~~net~~fully ~~loss~~insured by ~~per~~either ~~share~~The ~~amounts~~Canada ~~are~~Deposit ~~computed using~~Insurance ~~the~~Corporation ~~weighted~~(“CDIC”), ~~average~~or ~~number~~The ofCredit ~~common~~Union ~~shares~~Deposit ~~and~~Guarantee ~~common~~Corporation ~~equivalent~~(“CUDGC”) deposit ~~shares~~insurance ~~outstanding~~limit. asAs ifof ~~shares~~the ~~had~~2020 ~~been~~fiscal ~~issued~~year onend, the ~~exercise~~ ofCompany ~~the~~has ~~common~~approximately ~~share rights~~$1,922 ~~unless~~funds ~~the~~that ~~exercise~~are ~~becomes~~in ~~antidilutive~~excess ~~and~~of ~~then~~deposit ~~the~~insurance limits, ~~basic~~which ~~and~~may ~~diluted~~have ~~per~~financial ~~share~~credit ~~amounts are~~risk. For the ~~same.~~Company ~~There~~funds ~~were~~that ~~600,000~~are ~~potentially~~maintained ~~dilutive~~in ~~securities~~a ~~excluded~~financial ~~from~~institution ~~the~~which ~~the~~has ~~diluted~~its ~~earnings~~deposits fully ~~per~~guaranteed ~~share~~by ~~calculation~~CUDGC, ~~because their~~there ~~effect~~is ~~would~~no befinancial ~~antidilutive~~credit risk.

~~Financial~~The Company ~~Instruments~~is not directly subject to credit risk resulting from the concentration of its crude oil sales. For the year ended September 30, 2020 and September 30, 2019, the Company recorded no oil sales.

~~Financial instruments include~~Income cash and cash equivalents, accounts receivable, long-term investments, investment in equity securities, accounts payable and accounts payable - related parties. The fair value of these financial instruments approximates their carrying value because of the short-term maturity of these items unless otherwise noted. The fair value of the investment in equity securities cannot be determined as the market value is not readily obtainable. The equity securities are reported using the cost method.Taxes

27The Company utilizes the liability method of accounting for income taxes. Under the liability method, deferred tax assets and liabilities are determined based on the differences between financial reporting and the tax bases of the assets and liabilities, and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. An allowance against deferred tax assets is recorded when it is more likely than not that such tax benefits will not be realized.

~~Environmental~~Due to ~~Requirements~~the uncertainty regarding the Company’s profitability, a valuation allowance has been recorded against the future tax benefits of its losses and no net benefit has been recorded in the consolidated financial statements.

~~The Company is subject to federal,~~Revenue provincial and local environmental laws and regulations. These laws generally provide for control of pollutants released into the environment and protection of the environment. Under these laws and regulations, the Company could be liable for clean-up costs, other environmental damages and fines or penalties related to the Company’s oilsands operations. When the responsibility to remediate is probable and the amount of associated costs can be reasonably estimated environmental remediation liabilities are recorded. At the report date, environmental requirements related to the oil properties acquired are unknown and therefore an estimate of any future cost cannot be made.Recognition

~~Share-Based~~The Company ~~Compensation~~is in the business of exploring for, developing, producing, and selling crude oil. Crude oil revenue is recognized when the product is taken from the storage tanks on the lease and delivered to the purchaser and title transfers to the purchaser. Payment is generally received one to three months after the sale has occurred.

~~The~~Occasionally the Company ~~accounts~~may ~~for~~sell ~~stock options~~specific ~~granted to directors~~leases, ~~officers, employees~~ and ~~non-employees using~~ the ~~fair~~gain ~~value~~or ~~method~~loss ofassociated ~~accounting.~~with ~~The~~these ~~fair~~transactions ~~value~~will ~~of stock~~be ~~options~~shown ~~for~~separately ~~directors,~~from ~~officers, employees and their corporate entities are calculated at~~ the ~~date of grant and are expensed~~profit ~~over~~or ~~the~~loss ~~vesting~~from ~~period of~~ the ~~options~~operations onor asales ~~straight-line~~of ~~basis~~oil products. ~~For~~Such ~~non-employees,~~gain ~~the~~or ~~fair~~losses ~~value~~will ofbe ~~the~~measured ~~options~~and isrecognized ~~measured~~when ~~on the~~all ~~earlier~~ of the ~~date~~following athave occurred: ~~which~~(1) ~~the~~there ~~counterparty performance~~ is ~~complete~~persuasive orevidence ~~the date at which the performance commitment is reached. The Company uses the Black-Scholes model to calculate the fair value~~ of ~~stock~~an ~~options~~arrangement ~~issued, which requires certain assumptions~~ to besell; ~~made~~(2) at the ~~time~~price ~~the options are awarded, including the expected life~~ of the ~~option,~~sale ~~the~~is ~~expected~~fixed ~~number~~or ofdeterminable; ~~granted~~(3) ~~options that will vest and~~ the ~~expected~~title to ~~future volatility of~~ the ~~stock.~~lease ~~The~~has ~~Company~~transferred; ~~reflects estimates of award forfeitures at the time of grant~~ and ~~revises~~(4) incollection ~~subsequent~~is ~~periods,~~reasonably ~~if necessary, when forfeiture rates are expected to change~~assured.

~~Recently Adopted Accounting Standards~~28

~~In February 2016, the FASB issued~~Advertising ~~ASU 2016-02, “Leases (Topic 842),” requiring lessees to recognize lease assets~~ and ~~lease~~Market liabilities for most leases classified as operating leases under previous U.S. GAAP. The guidance is effective for fiscal years beginning after December 15, 2018, with early adoption permitted. The Company will be required to use a modified retrospective approach for leases that exist or are entered into after the beginning of the earliest comparative period in the financial statements. This ASU does not apply to the Company’s oil sand leases. It may affect the equipment leases. The adoption of this standard is not expected to have a material impact on the Company’s consolidated financial statements.Development

Accounting Standard Update No. 2014-09, (“ASU 2014-09”) Revenue from Customers (Topic 606), became effective for us in the period ending September 30, 2018. No significant adjustment was required as a result of adopting the new revenue standard. The ~~comparative information~~ ~~has~~Company ~~not~~expenses ~~been~~advertising ~~restated~~ and ~~continues~~market todevelopment becosts ~~reported~~as ~~under the historic accounting standards in effect for those periods~~incurred. ~~The impact of the adoption of the new revenue standard is expected to be immaterial to the Company’s net income on an ongoing basis.~~

~~Estimates~~ Basic and ~~Assumptions~~Diluted Net Loss Per Share

~~Management~~Basic net ~~uses~~loss ~~estimates~~per ~~and assumptions~~share inamounts ~~preparing~~are ~~financial~~computed ~~statements~~based inon ~~accordance~~the ~~with~~weighted ~~generally~~average ~~accepted~~number ~~accounting~~of ~~principles~~shares actually outstanding. ~~Those~~Diluted ~~estimates~~net ~~and~~loss per share ~~assumptions~~amounts ~~affect~~are computed using the ~~reported~~weighted ~~amounts~~average number of ~~the~~common ~~assets~~shares and ~~liabilities,~~common equivalent shares outstanding as if shares had been issued on the ~~disclosure~~exercise of ~~contingent~~the ~~assets~~common ~~and~~share ~~liabilities~~rights, ~~and~~ unless the ~~reported~~exercise ~~revenues~~becomes antidilutive and ~~expenses~~then the basic and diluted per share amounts are the same. ~~Actual~~There ~~results~~was ~~could~~no ~~vary~~potentially dilutive securities excluded from the ~~estimates~~the ~~that~~diluted ~~were~~earnings ~~used~~per inshare ~~preparing~~calculation ~~these consolidated~~because ~~financial~~their ~~statements~~effect would be antidilutive.

~~Significant estimates by management~~Financial include valuations of oil properties, valuation of accounts receivable, useful lives of long-lived assets, asset retirement obligations, valuation of share-based compensation, and the realizability of future income taxes.Instruments

3Financial instruments include cash and cash equivalents, accounts receivable, long-term investments, investment in equity securities, accounts payable and accounts payable - related parties. ~~OIL~~The ~~AND~~fair ~~GAS~~value ~~PROPERTIES~~of these financial instruments approximates their carrying value because of the short-term maturity of these items unless otherwise noted. The fair value of the investment in equity securities cannot be determined as the market value is not readily obtainable. The equity securities are reported using the cost method.

~~The Company’s oil sands~~Environmental ~~acreage as of September 30, 2019, covers 19,610 gross acres (13,442 net acres) of land under seven oil sands leases. The lease expiration dates of the Company’s oil sands leases are as follows:~~Requirements

1.The Company ~~Out~~is ofsubject ~~20,242 gross acres (13,284 net acres) under five oil sands leases that were set~~ to ~~expiry on July 10~~federal, ~~2018,~~provincial ~~14,549~~and ~~gross~~local ~~acres~~environmental ~~(8,571~~laws ~~net~~and ~~acres) were granted continuation under the Alberta Oil Sands Tenure~~ regulations. ~~and~~These ~~have~~laws nogenerally ~~set~~provide ~~expiry~~for ~~date.~~control Inof ~~November~~pollutants released ~~2017,~~into the ~~Company’s~~environment ~~joint venture partner~~ and ~~operator~~protection of ~~two~~the ofenvironment. ~~the~~Under ~~five~~these ~~oil~~laws ~~sands~~and ~~leases~~regulations, ~~submitted two continuation applications to~~ the ~~Alberta~~Company ~~Oil~~could ~~Sands~~be ~~Tenure~~liable ~~division~~for ~~to apply to continue 7~~clean-up costs,~~591~~ ~~gross~~other ~~acres~~environmental ~~(1,898~~damages ~~net acres)~~ and infines ~~January~~or ~~2018,~~penalties ~~approval~~related ~~was received from Alberta Energy~~ to ~~continue 6,958 gross acres (1,740 net acres). In June 2018,~~ the Company’s asoilsands ~~operator~~operations. ofWhen ~~three of these five oil sands leases, submitted three continuation applications to~~ the ~~Alberta Oil Sands Tenure division~~ responsibility to ~~apply~~remediate tois ~~continue~~probable ~~another 7,591 gross acres (6,832 net acres) where resources were identified~~ and inthe ~~July~~amount ~~2018~~of ~~and~~associated ~~April~~costs ~~2019,~~can ~~approval~~be ~~was~~reasonably ~~received~~estimated ~~from~~environmental ~~Alberta~~remediation ~~Energy~~liabilities toare ~~continue~~recorded. At ~~7,591~~the ~~gross~~report ~~acres (6~~date,~~832~~ ~~net~~environmental ~~acres).~~requirements Ofrelated ~~these five oil sands leases that were set~~ to ~~expiry on July 10, 2018, a total of 5,693 gross acres (4,713 net acres) expired without being continued. These expired lands were primarily areas where~~ the ~~Company~~oil ~~determined~~properties ~~that~~acquired ~~there was no or limited exploitable resources. These continued leases~~ are ~~now~~unknown ~~held~~and bytherefore ~~the~~an ~~Company~~estimate ~~for~~of ~~perpetuity,~~any ~~subject~~future cost tocannot ~~yearly escalating rental payments until they are deemed to~~ be ~~producing leases;~~made.

28Share-Based Compensation

2.The Company ~~19,610~~accounts ~~gross~~for ~~acres~~stock ~~(17~~options granted to directors,~~649~~ ~~net~~officers, ~~acres)~~employees ~~under~~and non-employees using the ~~three~~fair ~~most~~value ~~northern~~method ~~oil~~of ~~sands~~accounting. The ~~leases~~fair ~~were~~value ~~set~~of tostock ~~expire~~options onfor ~~August~~directors, 19officers, ~~2019.~~employees Inand ~~August~~their ~~2019,~~corporate entities are calculated at the ~~Company~~date ~~submitted~~of ~~one~~grant ~~continuation~~and are ~~application~~expensed toover the ~~Alberta~~vesting ~~Oil~~period ~~Sands~~of ~~Tenure~~the ~~division~~options toon ~~apply~~a tostraight-line ~~continue~~basis. ~~1,898~~For ~~acres (1~~non-employees,~~708~~ ~~net~~the ~~acres)~~fair value of the ~~19,610~~options ~~gross~~is ~~acres~~measured on ~~(17,649~~the ~~net~~earlier ~~acres)~~of onthe ~~one~~date ofat which the ~~northern~~counterparty ~~most~~performance ~~leases~~is ~~and~~complete ~~subsequently~~or inthe ~~early~~date ~~October~~at ~~2019~~which ~~approval~~the ~~was~~performance ~~received~~commitment ~~from~~is ~~Alberta~~reached. The ~~Energy~~Company uses the Black-Scholes model to ~~continue~~calculate ~~1,898~~the ~~gross~~fair ~~acres~~value (1of stock options issued,~~708~~ ~~net~~which ~~acres)~~requires ~~past~~certain ~~the~~assumptions ~~expiry~~to ~~date~~be made ofat the ~~lease.~~time Onthe ~~August~~options ~~19,~~are ~~2019~~awarded, ~~17,712~~including ~~gross~~the ~~acres~~expected ~~(15~~life of the option,~~941~~ ~~net~~the ~~acres)~~expected ~~expired~~number ~~without~~of ~~being~~granted ~~continued.~~options ~~These~~that ~~expired~~will vest ~~lands~~and ~~were~~the ~~primarily~~expected ~~areas~~future ~~where~~volatility of the stock. The Company ~~determined~~reflects ~~that~~estimates ~~there~~of ~~was~~award noforfeitures orat ~~limited~~the ~~exploitable~~time ~~resources;~~of grant and revises in subsequent periods, if necessary, when forfeiture rates are expected to change.

3.Recently Adopted ~~3,163~~Accounting gross acres (3,163 net acres) under one oil sands lease are set to expire on April 9, 2024. It is the Company’s opinion that they have already met the governmental requirements for this lease, and they will be applying to continue this lease into perpetuity.Standards

~~Lease~~In February ~~Rental~~2016, ~~Commitments~~the FASB issued ASU 2016-02, “Leases (Topic 842),” requiring lessees to recognize lease assets and lease liabilities for most leases classified as operating leases under previous U.S. GAAP. The guidance is effective for fiscal years beginning after December 15, 2018, with early adoption permitted. The Company will be required to use a modified retrospective approach for leases that exist or are entered into after the beginning of the earliest comparative period in the financial statements. This ASU does not apply to the Company’s oil sand leases. The adoption of this standard did not have a material impact on the Company’s consolidated financial statements because the Company has no leases that the new accounting standard applies to.

~~The Company has acquired interests~~Estimates in certain oil sands properties located in North Central Alberta, Canada. The lease terms include certain commitments related to oil sands properties that require the payments of yearly rents. As required by the Oil Sands Tenure Regulation of the Mines and ~~Minerals~~ Act of Alberta continued oil sands leases past their expiry dates are subject to escalating rental payments in respect of each term year of a continued lease that is designated as non-producing less any eligible research costs, exploration costs and development costs that are incurred in the term year of a continued lease. Escalating rent is payable at the end of each term year, while annual rent for leases are due at the beginning of each term year. Lessees of continued oil sands leases may reduce or eliminate their escalating rent obligations by conducting exploration or development work, or research, on the non-producing lease. As of September 30, 2019, excluding any eligible research, exploration and or development costs that may be used to reduce the Company’s yearly escalating future rents, the following table sets out the estimated net payments due under this commitment, which could be as high:Assumptions

	(USD $)		(Cdn $)
2020	$	23,796	$	31,514
2021	$	22,782	$	30,170
2022	$	29,623	$	39,230
2023	$	31,188	$	41,303
2024	$	26,898	$	35,621
Subsequent	$	144,465	$	191,318

Management uses estimates and assumptions in preparing financial statements in accordance with generally accepted accounting principles. Those estimates and assumptions affect the reported amounts of the assets and liabilities, the disclosure of contingent assets and liabilities, and the reported revenues and expenses. Actual results could vary from the estimates that were used in preparing these consolidated financial statements.

~~The Company follows the full~~Significant ~~cost~~estimates ~~method~~by ofmanagement ~~accounting~~include ~~for~~valuations ~~costs~~ of oil properties~~. Under this method~~, ~~oil~~valuation ~~and~~of ~~gas~~accounts ~~properties~~receivable, ~~for~~useful ~~which~~lives noof ~~proved~~long-lived ~~reserves have been assigned~~assets, ~~must be assessed at least annually to ascertain whether or not a write down should occur. Unproven properties~~asset ~~are~~retirement ~~assessed annually~~obligations, orvaluation ~~more~~of ~~frequently~~share-based ascompensation, ~~economic~~and ~~events~~the ~~indicate,~~realizability ~~for~~of ~~potential~~future ~~write~~income ~~down~~taxes.

Estimates of expected future cash flows represent management’s best estimate based on reasonable and supportable assumptions. Proven oil properties are reviewed for any write down on a field-by-field basis. No write downs were recognized for the period ended September 30, 2019.29

~~Capitalized costs of proven oil properties will be depleted using the unit~~Covid-~~of-production method when the property is placed in production.~~19 Impact

~~Many~~On March 11, 2020, the World Health Organization assessed and characterized the novel coronavirus disease (“COVID-19”) as a pandemic. In an effort to contain and mitigate the spread of COVID-19, several measures have been implemented in Canada and the rest of the world in response to the impact from COVID-19. The Company’s ~~oil~~continues to operate its business at this time and continues to monitor ~~activities~~the ~~are~~COVID-19 ~~conducted~~developments ~~jointly~~but ~~with~~since ~~others~~the duration and impact of the COVID-19 pandemic is unknown at this time, it is not possible to reliably estimate the length of the outbreak, or the severity of its impact will have on the Company. The ~~accounts~~ongoing ~~reflect~~spread ~~only~~of COVID-19 and mitigation measures to prevent its spread, along with a decline in oil prices, could have a material adverse effect on the Company’s ~~proportionate~~business, financial ~~interest~~condition, inresults ~~such~~of ~~activities~~operations and its future ability to raise funds. The Company, if eligible, has or will apply for any financial relief available to the Company.

~~Farmout Agreement~~ 3. LOAN PAYABLE

On April ~~July 31~~20, ~~2013~~2020, one of the Company ~~entered~~’s ~~into~~Canadian asubsidiaries ~~Farmout~~received ~~agreement~~a ~~(the~~loan ~~“Farmout~~from ~~Agreement”)~~that ~~with~~subsidiary’s anCanadian ~~additional~~chartered ~~joint venture partner (the “Farmee”)~~bank toin ~~fund~~ the ~~Company’s~~amount ~~share~~ of ~~the~~$29,988 ~~Alberta Energy Regulator~~ (~~“AER”~~$40,000 Cdn) ~~approved~~as ~~joint~~part ~~Steam~~of ~~Assisted Gravity Drainage Demonstration project (“SAGD Project”) at~~ the ~~Company~~Canadian government’s ~~Sawn~~COVID-19 ~~Lake~~relief ~~heavy~~program. ~~oil~~Under this ~~reservoir~~loan ~~in North Central Alberta~~program, ~~Canada.~~ Ineligible ~~accordance~~businesses ~~with~~receive ~~the~~a ~~Farmout~~$40,000 ~~Agreement~~Cdn ~~the~~interest-free ~~Farmee~~loan ~~has~~until ~~agreed~~December to31, ~~provide~~2022. upIf to $4030,000~~,000~~ inCdn ~~funding~~is ~~for~~repaid ~~the Farmee’s~~on ~~share~~or ~~and~~before December 31, 2022, the ~~Company’s~~remaining ~~share~~amount of the ~~capital~~loan ~~costs~~is ~~and~~eligible ~~operating expenses~~ for ~~the~~complete ~~SAGD~~forgiveness. ~~Project,~~If inthe ~~return~~loan ~~for~~is anot ~~net~~repaid ~~25%~~by ~~working~~December ~~interest~~31, in2022, 12it ~~sections~~will ~~(now~~be 11extended ~~sections)~~for ~~where~~an ~~the~~additional ~~Company~~3-year ~~had~~term abearing ~~working~~an interest rate of 505% ~~(before~~per ~~the~~annum. ~~execution~~It ofis the ~~Farmout~~Company’s intention ~~Agreement).~~to ~~The~~repay ~~Farmee~~$30,000 ~~will~~Cdn ~~also~~of ~~provide~~the ~~funding~~loan toon ~~cover~~or ~~monthly~~before ~~operating~~December ~~expenses~~31, of2022. ~~the~~As ~~Company~~such, ~~of which~~ the ~~first~~forgivable ~~such~~portion ~~monthly payment began in respect~~ of the ~~month~~loan of$7,437 ($10,000 ~~August~~Cdn) ~~2013~~has ~~and~~been ~~shall~~recorded ~~not~~as toincome; ~~exceed~~and $22,491 ($30,000 ~~per~~Cdn) ~~month~~has been recorded as loan payable.

294. OIL AND GAS PROPERTIES

4The Company’s oil sands acreage as of September 30, 2020, covers 17,712 gross acres (11,734 net acres) of land under six oil sands leases. ~~CAPITALIZATION~~The OFlease ~~COSTS~~expiration ~~INCURRED~~dates INof ~~OIL~~the ~~AND~~Company’s ~~GAS~~oil ~~ACTIVITIES~~sands leases are as follows:

1. The ~~following~~Company ~~table~~has ~~illustrates capitalized~~five ~~costs relating to~~ oil ~~producing~~sands ~~activities~~leases ~~for~~that ~~the~~cover ~~year~~14,549 ~~ended~~gross ~~September~~acres 30(8,571 ~~2019~~net acres) and ~~September~~have 30no set expiry date. These continued leases are now held by the Company for perpetuity, ~~2018:~~subject to yearly escalating rental payments until they are deemed to be producing leases;

	September 30, 2019			September 30, 2018
Unproved Oil and Gas Properties	$	22,147,367		$	22,071,787
Accumulated Depreciation and Depletion		(107,060	)		(95,919	)
Net Capitalized Cost	$	22,040,307		$	21,975,868

3,163 gross acres (3,163 net acres) under one oil sands lease are set to expire on April 9, 2024. The Company will be applying to continue this lease into perpetuity.

~~Depreciation and depletion expenses~~Lease ~~for~~Rental ~~the years ended September 30, 2019 and 2018 were $11,141 and $11,141 respectively.~~Commitments

5The Company has acquired interests in certain oil sands properties located in North Central Alberta, Canada. ~~EXPLORATION~~The ~~ACTIVITIES~~lease terms include certain commitments related to oil sands properties that require the payments of yearly rents. As required by the amended Oil Sands Tenure Regulation of the Mines and Minerals Act of Alberta continued oil sands leases past their expiry dates are subject to escalating rental payments in respect of each term year of a continued lease that is designated as non-producing. Annual and escalating rent of continued leases are due at the beginning of each term year. As of September 30, 2020, the following table sets out the estimated net payments due under lease rental commitments for non-producing continued leases, which could be as high as, until the leases are classified as producing continued leases:

The following table presents information regarding the Company’s costs incurred in the oil property acquisition, exploration and development activities for the years ended September 30, 2019 and September 30, 2018:

	(USD $)		(Cdn $)
2021	$	17,144	$	22,868
2022	$	28,059	$	37,426
2023	$	28,059	$	37,426
2024	$	30,938	$	41,266
2025	$	46,537	$	62,074
Subsequent	$	257,185	$	343,048

	September 30, 2019		September 30, 2018
Acquisition of Properties:
Proved	$	–	$	–
Unproved	$	–	$	38,185
Exploration costs	$	75,580	$	710,012
Development costs	$	–	$	–

The Company follows the full cost method of accounting for costs of oil properties. Under this method, oil and gas properties, for which no proved reserves have been assigned, must be assessed at least annually to ascertain whether or not a write down should occur. Unproven properties are assessed annually for potential write down.

6Estimates of expected future cash flows represent management’s best estimate based on reasonable and supportable assumptions. ~~INVESTMENT~~No INwrite ~~EQUITY~~downs were ~~SECURITIES~~recognized for the year ended September 30, 2020.

~~On February 25, 2005, the Company~~Capitalized ~~acquired~~costs anof ~~interest~~proven inoil ~~Signet~~properties ~~Energy~~will ~~Inc.~~be ~~(“Signet”~~depleted ~~formerly~~using ~~Surge~~the ~~Global Energy, Inc.) as a result~~ unit-of-production amethod ~~Farmout~~when ~~Agreement dated~~the ~~February~~property ~~25,~~is ~~2005.~~placed ~~Signet amalgamated with Andora Energy Corporation (“Andora”)~~ in ~~2007~~production.

As Many of ~~November 19, 2008,~~ the ~~Company~~ ~~converted its Signet shares into 2,241,558 shares of Andora, which presently represents an equity interest in Andora of approximately 2.24% as of March 31, 2019, which is Andora~~Company’s ~~first~~oil ~~quarter~~activities ~~end. These shares~~ are ~~carried~~conducted atjointly awith ~~nominal~~others. ~~value using~~The ~~the~~accounts ~~cost~~reflect ~~method~~only ~~and their value is included under oil and gas properties on~~ the Company’s ~~balance~~proportionate interest ~~sheet~~in such activities.

~~7. PROPERTY AND EQUIPMENT~~30

	September 30, 2019
			Accumulated		Net Book
	Cost		Depreciation		Value
Computer equipment	$	36,569	$	35,177	$	1,392
Office furniture and equipment		34,130		31,826		2,304
Software		5,826		5,826		–
Leasehold improvements		4,936		4,936		–
Portable work camp		170,580		166,578		4,002
Vehicles		38,077		38,077		–
Oilfield equipment		249,046		223,818		25,228
Road mats		364,614		355,859		8,755
Wellhead		3,254		3,254		–
Tanks		96,085		64,257		31,828
	$	1,003,117	$	929,608	$	73,509

Farmout Agreement

On July 31, 2013, the Company entered into a Farmout agreement (the “Farmout Agreement”) with an additional joint venture partner (the “Farmee”) to fund the Company’s share of the Alberta Energy Regulator (“AER”) approved joint Steam Assisted Gravity Drainage Demonstration project (“SAGD Project”) at the Company’s Sawn Lake heavy oil reservoir in North Central Alberta, Canada. In accordance with the Farmout Agreement the Farmee has agreed to provide up to $40,000,000 in funding for the Farmee’s share and the Company’s share of the capital costs and operating expenses for the SAGD Project, in return for a net 25% working interest in 12 sections (now 11 sections) where the Company had a working interest of 50% (before the execution of the Farmout Agreement). The Farmee will also provide funding to cover monthly operating expenses of the Company, of which the first such monthly payment began in respect of the month of August 2013 and shall not to exceed $30,000 per month.

	September 30, 2018
			Accumulated		Net Book
	Cost		Depreciation		Value
Computer equipment	$	35,689	$	34,175	$	1,514
Office furniture and equipment		34,130		31,249		2,881
Software		5,826		5,826		–
Leasehold improvements		4,936		4,936		–
Portable work camp		170,580		164,862		5,718
Vehicles		38,077		38,077		–
Oilfield equipment		249,046		217,511		31,534
Road mats		364,614		352,108		12,506
Wellhead		3,254		3,254		–
Tanks		96,085		60,721		35,364
	$	1,002,237	$	912,720	$	89,518

See “Subsequent Events” in the notes to the Condensed Consolidated Financial Statements for the year ended September 30, 2020, as disclosed herein.

~~There was $16,889 of depreciation~~5. ~~expense~~CAPITALIZATION ~~for~~OF ~~the~~COSTS ~~year~~INCURRED ~~ended~~IN ~~September~~OIL ~~30,~~AND ~~2019~~GAS ~~(September 30, 2018 - $26,942).~~ACTIVITIES

8.The following ~~LONG-TERM~~table ~~INVESTMENTS~~illustrates capitalized costs relating to oil producing activities for the year ended September 30, 2020 and September 30, 2019:

Our Long-term investments consist of cash held in trust on behalf of our potential obligations with the AER. These cash investments earn an interest rate of prime minus 0.375% and mature once our obligations to the AER are satisfied. These investments are required by the AER to ensure that there are sufficient future cash reserves to meet the expected future asset retirement obligations for abandonment and reclamation of the Company’s wells and wellsites and are restricted for this purpose.

	September 30, 2020			September 30, 2019
Unproved Oil and Gas Properties	$	22,172,761		$	22,147,367
Accumulated Depreciation and Depletion		(118,201	)		(107,060	)
Net Capitalized Cost	$	22,054,560		$	22,040,307

9.Depreciation and ~~SIGNIFICANT~~depletion ~~TRANSACTIONS~~expenses ~~WITH~~for ~~RELATED~~the ~~PARTIES~~years ended September 30, 2020 and 2019 were $11,141 and $11,141 respectively.

~~Accounts payable – related parties were $1,375 as of September 30, 2019 (September 30, 2018 - $Nil) for expenses to be reimbursed to directors~~6. ~~This amount~~ isEXPLORATION ~~unsecured, non-interest bearing, and has no fixed terms of repayment.~~ACTIVITIES

~~Subscriptions~~The following ~~receivable~~table ~~– related~~presents ~~parties~~information ~~was~~regarding $the ~~Nil~~Company’s ascosts ofincurred ~~September~~in ~~30,~~the ~~2019~~oil ~~(September~~property 30acquisition, ~~2018~~exploration -and ~~$15,000)~~development activities for the ~~amount~~years ~~owed~~ended toSeptember ~~the~~30, ~~Company~~2020 ~~from~~and ~~one~~September ~~director for~~30, ~~the exercise of his stock options.~~2019:

As of September 30, 2019, officers, directors, their families, and their controlled entities have acquired 53.96% of the Company’s outstanding common capital stock. This percentage does not include unexercised stock options.

	September 30, 2020		September 30, 2019
Acquisition of Properties:
Proved	$	–	$	–
Unproved	$	–	$	–
Exploration costs	$	25,394	$	75,580
Development costs	$	–	$	–

The Company incurred expenses $135,666 to one related party, Concorde Consulting, an entity controlled by a director, for professional fees and consulting services provided to the Company during the year ended September 30, 2019 (September 30, 2018 - $140,274)7. ~~These amounts were fully paid~~ asINVESTMENT ofIN ~~September~~EQUITY ~~30, 2019.~~SECURITIES

10On February 25, 2005, the Company acquired an interest in Signet Energy Inc. ~~ASSET~~(“Signet” ~~RETIREMENT~~formerly ~~OBLIGATIONS~~Surge Global Energy, Inc.) as a result of a Farmout Agreement dated February 25, 2005. Signet amalgamated with Andora Energy Corporation (“Andora”) in 2007.

~~The total future asset retirement~~As ~~obligation~~of isNovember ~~estimated~~19, by2008, ~~management based on~~ the Company’s ~~net~~converted ~~working~~its ~~interests~~Signet inshares ~~all~~into ~~wells and facilities~~2,241,558 ~~estimated costs~~shares ~~as determined by the AER to reclaim and abandon wells and facilities and the estimated timing~~ of ~~the costs to be incurred in future periods. At September 30~~Andora, ~~2019,~~which ~~the~~presently ~~Company~~represents ~~estimates~~an ~~the~~equity ~~undiscounted cash flows related to asset retirement obligation~~interest toin ~~total~~Andora of approximately ~~$610,291 (September 30, 2018 - $624,354)~~2.24% ~~The~~as ~~fair value~~ of ~~the liability at~~ September 30, ~~2019~~2020 which is ~~estimated to~~Andora’s befirst ~~$500,392~~quarter ~~(September~~end. ~~30,~~These ~~2018~~shares -are ~~$493,467)~~carried ~~using~~at a ~~risk~~nominal value ~~free~~using ~~rate~~the ofcost ~~3.74%~~method and antheir ~~inflation~~value ~~rate~~is ofincluded ~~2%.~~under ~~The~~oil ~~actual~~and ~~costs~~gas ~~to settle~~properties on the ~~obligation~~Company’s ~~are~~balance ~~expected to occur in approximately 24 years~~sheet.

~~Changes to the asset retirement obligation were as follows:~~31

	September 30, 2019			September 30, 2018
Balance, beginning of period	$	493,467		$	493,411
Liabilities incurred		–			–
Effect of foreign exchange		(11,081	)		(17,893	)
Disposal		–			–
Accretion expense		18,006			17,949
Balance, end of period	$	500,392		$	493,467

8. PROPERTY AND EQUIPMENT

	September 30, 2020
			Accumulated		Net Book
	Cost		Depreciation		Value
Computer equipment	$	36,569	$	36,113	$	456
Office furniture and equipment		34,130		32,286		1,844
Software		5,826		5,826		–
Leasehold improvements		4,936		4,936		–
Portable work camp		170,580		167,779		2,801
Vehicles		38,077		38,077		–
Oilfield equipment		249,046		228,863		20,182
Road mats		364,614		358,486		6,128
Wellhead		3,254		3,254		–
Tanks		96,085		67,440		28,645
	$	1,003,117	$	943,060	$	60,056

11. COMMON STOCK

	September 30, 2019
			Accumulated		Net Book
	Cost		Depreciation		Value
Computer equipment	$	36,569	$	35,177	$	1,392
Office furniture and equipment		34,130		31,826		2,304
Software		5,826		5,826		–
Leasehold improvements		4,936		4,936		–
Portable work camp		170,580		166,578		4,002
Vehicles		38,077		38,077		–
Oilfield equipment		249,046		223,818		25,228
Road mats		364,614		355,859		8,755
Wellhead		3,254		3,254		–
Tanks		96,085		64,257		31,828
	$	1,003,117	$	929,608	$	73,509

AsThere was $13,453 of ~~September~~depreciation ~~30, 2019,~~expense for the ~~Company~~year ~~had~~ended ~~outstanding~~September ~~230~~30,~~574,603~~ ~~shares~~2020 of(September ~~common~~30, ~~stock~~2019 - $16,889).

~~Return~~9. LONG-TERM ~~of Capital Distribution~~INVESTMENTS

~~On August 9, 2013, the Company~~Our ~~approved~~Long-term ainvestments ~~distribution~~consist toof ~~its~~cash ~~shareholders~~held in ~~the~~trust ~~amount~~on behalf of ~~$0.07~~our ~~per~~potential ~~share~~obligations towith bethe ~~payable~~AER. onThese ~~September~~cash ~~20,~~investments ~~2013~~earn an tointerest ~~the~~rate ~~holders~~ of ~~record~~prime ofminus ~~all~~0.375% ~~the issued~~ and ~~outstanding~~mature ~~shares~~once ofour ~~common~~obligations ~~stock~~to of the ~~Company~~AER asare ofsatisfied. ~~the~~These ~~close~~investments ofare ~~business~~required onby ~~August 16, 2013.~~the ~~This~~AER ~~cash distribution~~ to ~~the~~ensure ~~Company’s~~that ~~shareholders~~there ~~was~~are ~~not~~sufficient afuture ~~dividend~~cash ~~paid~~reserves ~~out~~to of meet the ~~earnings~~expected ~~and~~future ~~profits,~~asset ~~but~~retirement ~~was~~obligations afor ~~non-dividend~~abandonment and ~~distribution~~reclamation ~~characterized as a “return~~ of ~~capital”.~~the OnCompany’s ~~June~~wells ~~20,~~and ~~2018, $245,184~~wellsites ~~was~~and ~~returned~~are torestricted ~~the~~for ~~Company~~this purpose.

~~Warrants~~10. SIGNIFICANT TRANSACTIONS WITH RELATED PARTIES

~~There~~Accounts payable ~~were~~– norelated ~~warrants~~parties ~~outstanding~~ were $22,941 as of September 30, ~~2019~~2020 (September 30, ~~2018~~2019 –- ~~Nil~~$1,375) for expenses to be reimbursed to directors. This amount is unsecured, non-interest bearing, and has no fixed terms of repayment.

12As of September 30, 2020, officers, directors, their families, and their controlled entities have acquired 53.08% ~~STOCK~~of ~~OPTIONS~~the Company’s outstanding common capital stock. This percentage does not include unexercised stock options.

OnThe Company ~~November~~incurred ~~28,~~expenses ~~2005~~$133,866 ~~and~~to ~~as amended~~one onrelated ~~December 4~~party, ~~2013,~~Concorde ~~the Board of Deep Well adopted the Deep Well Oil & Gas~~Consulting, ~~Inc.~~an ~~Stock~~entity ~~Option~~controlled ~~Plan (the “Plan’). The Plan was approved~~ by ~~the~~a ~~majority of shareholders at the February 24~~director, ~~2010~~for ~~general~~professional ~~meeting of shareholders. The Plan, is administered~~fees byand ~~the~~consulting ~~Board,~~services ~~permits~~provided ~~options~~ to ~~acquire shares of~~ the Company’s ~~common~~during ~~stock (~~the ~~“Common~~year ~~Shares”)~~ended toSeptember ~~be granted to directors~~30, ~~senior~~2020 ~~officers~~(September ~~and employees of the Company and its subsidiaries~~30, as2019 ~~well~~- ~~as certain consultants and other persons providing services to the Company or its subsidiaries~~$135,666).

The maximum number of shares, which may be reserved for issuance under the Plan, may not exceed 10% of the Company’s issued and outstanding Common Shares, subject to adjustment as contemplated by the Plan. The aggregate number of Common Shares with respect to which options may be vested to any one person (together with their associates) under the plan, together with all other incentive plans of the Company in any one year shall not exceed 2% of the total number of Common Shares outstanding, and in total may not exceed 6% of the total number of Common Shares outstanding.32

~~Between June 8 to 10, 2018, five directors, two contractors and one employee of the Company, exercised a total of 3,150,000 option shares at an exercise price of $0~~11.~~05 by way of a cashless exercise to acquire a total of 899,998 common shares of the Company, based upon the market value of~~ ~~the~~ASSET ~~Company’s~~RETIREMENT common stock of $0.07 per share on June 8, 2018, whereby 2,250,002 common shares were withheld by the Company to pay for the exercise price of the options. The stock certificates from the latest exercise of stock options are currently held in escrow upon final approval and release by Management of the Company.OBLIGATIONS

OnThe total ~~June~~future ~~19,~~asset ~~2018,~~retirement ~~one~~obligation ~~director of~~is estimated by management based on the Company’s ~~acquired~~net ~~300~~working interests in all wells and facilities,~~000~~ ~~common~~estimated ~~shares~~costs as determined by the AER to reclaim and abandon wells and facilities and the estimated timing of the costs to be incurred in future periods. At September 30, 2020, the Company ~~upon~~estimates ~~exercising~~the ~~stock~~undiscounted ~~options~~cash flows related to asset retirement obligation to total approximately $605,926 (September 30, 2019 - $610,291). The fair value of the liability at September 30, 2020 is estimated to be $515,394 (September 30, 2019 - $500,392) using a risk free rate of 3.74% and an ~~exercise~~inflation ~~price~~rate of $02%.05 ~~per~~The ~~common~~actual costs ~~share~~to ~~for~~settle ~~total~~the ~~gross~~obligation ~~proceeds~~are expected to ~~the~~occur ~~Company~~in ofapproximately ~~$15,000~~23 years.

~~On October 28, 2018, 250,000~~Changes ~~stock options previously granted on October 28, 2013~~ to athe ~~contractor~~asset ~~for~~retirement ~~services~~obligation inwere ~~connection~~as ~~with the Farmout Agreement, expired unexercised.~~follows:

On December 4, 2018, 450,000 stock options previously granted on December 4, 2013 to one director, expired unexercised.

	September 30, 2020			September 30, 2019
Balance, beginning of period	$	500,392		$	493,467
Liabilities incurred		–			–
Effect of foreign exchange		(3,430	)		(11,081	)
Disposal		–			–
Accretion expense		18,432			18,006
Balance, end of period	$	515,394		$	500,392

~~On September 19, 2019, 6,780,000~~12. ~~stock~~COMMON ~~options previously granted on September 19, 2014 to seven directors, two contractors and one employee expired unexercised.~~STOCK

~~For the year ended September~~Common ~~30,~~Stock ~~2019,~~Issued ~~the~~and Company recorded no share-based compensation expense related to stock options (September 30, 2018 – $Nil). As of September 30, 2019, there was no unrecognized compensation cost related to option awards. Compensation expense is based upon straight-line depreciation of the grant-date fair value over the vesting period of the underlying unit option.Outstanding

	Shares Underlying Options Outstanding						Shares Underlying Options Exercisable
Range of Exercise Prices	Shares Underlying Options Outstanding		Weighted Average Remaining Contractual Life		Weighted Average Exercise Price		Shares Underlying Options Exercisable		Weighted Average Exercise Price
$0.23 at September 30, 2019		600,000		0.13	$	0.23		600,000	$	0.23

As of September 30, 2020, the Company had outstanding 230,574,603 shares of common stock. See “Subsequent Events” in the notes to the Consolidated Financial Statements for the year ended September 30, 2020, as disclosed herein.

32Warrants

~~The aggregate intrinsic value~~There ofwere ~~exercisable~~no ~~options~~warrants outstanding as of September 30, ~~2019,~~2020 ~~was $Nil~~ (September 30, ~~2018~~2019 -– $Nil).

~~The following is a summary of stock option activity~~13. asSTOCK ~~at September 30, 2019:~~OPTIONS

	Number of Underlying Shares			Weighted Average Exercise Price		Weighted Average Fair Market Value
Balance, September 30, 2018		8,080,000		$	0.36	$	0.29
Expired, October 28, 2018		(250,000	)		0.30		0.30
Expired, December 4, 2018		(450,000	)		0.34		0.36
Expired, September 19, 2019		(6,780,000	)		0.38		0.30
Balance, September 30, 2019		600,000		$	0.23	$	0.18
Exercisable, September 30, 2019		600,000		$	0.23	$	0.18

On November 28, 2005, and as amended on December 4, 2013, the Board of Deep Well adopted the Deep Well Oil & Gas, Inc. Stock Option Plan (the “Plan’). The Plan was approved by the majority of shareholders at the February 24, 2010 general meeting of shareholders. The Plan, is administered by the Board, permits options to acquire shares of the Company’s common stock (the “Common Shares”) to be granted to directors, senior officers and employees of the Company and its subsidiaries, as well as certain consultants and other persons providing services to the Company or its subsidiaries.

AThe maximum ~~summary~~number of ~~stock~~shares, ~~options~~which ~~at September~~may 30be reserved for issuance under the Plan, ~~2019~~may ~~and~~not ~~2018~~exceed 10% of the Company’s issued and ~~changes~~outstanding Common ~~during~~Shares, subject to adjustment as contemplated by the ~~periods~~Plan. ~~then~~The ~~ended~~aggregate isnumber ~~presented~~of ~~below:~~Common Shares with respect to which options may be vested to any one person (together with their associates) under the plan, together with all other incentive plans of the Company in any one year shall not exceed 2% of the total number of Common Shares outstanding, and in total may not exceed 6% of the total number of Common Shares outstanding.

	September 30, 2019					September 30, 2018
	Shares			Weighted Average Exercise Price		Shares			Weighted Average Exercise Price
Outstanding balance at beginning of period		8,080,000		$	0.36		11,530,000		$	0.29
Exercised, June 8, 2018							(3,450,000	)		0.05
Expired, October 28, 2018		(250,000	)		0.30
Expired, December 4, 2018		(450,000	)		0.34
Expired, September 19, 2019		(6,780,000	)		0.38
Outstanding at end of period		600,000		$	0.23		8,080,000		$	0.36
Exercisable		600,000		$	0.23		8,080,000		$	0.36

For the year ended September 30, 2020, the Company recorded no share-based compensation expense related to stock options (September 30, 2019 – $Nil). As of September 30, 2020, there was no unrecognized compensation cost related to option awards. Compensation expense is based upon straight-line depreciation of the grant-date fair value over the vesting period of the underlying unit option.

There were no remaining unvested stock options outstanding as of September 30, 2019 (September 30, 2018 – Nil).

Shares Underlying
Options Outstanding

Shares Underlying
Options Exercisable

Range of Exercise Prices

Shares Underlying Options Outstanding

Weighted Average Remaining Contractual Life

Weighted Average Exercise Price

Shares Underlying Options Exercisable

Weighted Average Exercise Price

As of September 30, 2020

–

~~Measurement~~The aggregate ~~Uncertainty~~intrinsic ~~for~~value ~~Stock~~of ~~Options~~exercisable options as of September 30, 2020, was $Nil (September 30, 2019 - $Nil).

The Company used the Black-Scholes pricing model (“Black-Scholes”) to value the stock options. This pricing model was developed for use in estimating the fair value of traded “European” options. The stock options that are granted to employees, directors and consultants are non-transferable and some vest over time, and are “American” options. This pricing model requires the input of subjective assumptions including expected share price volatility. The fair value estimate can vary materially as a result of changes in the assumptions, and therefore can materially affect the calculated fair value of the stock options. The following assumptions were used in the Black-Scholes pricing model to value the stock options:33

~~Expected~~The following ~~Term~~is –a ~~Expected term~~summary of ~~5 years represents the period that the Company’s~~ stock~~-based~~ ~~awards~~option ~~are~~activity ~~expected~~as toat beSeptember ~~outstanding.~~30, 2020:

Expected Volatility – Expected volatilities are based on historical volatility of the Company’s stock, adjusted where determined by management for unusual and non-representative stock price activity not expected to recur. The expected volatility used ranged from 102% to 122%.

	Number of Underlying Shares			Weighted Average Exercise Price		Weighted Average Fair Market Value

Balance, September 30, 2019		600,000		$	0.23	$	0.18

Expired, November 17, 2019		(600,000	)		0.23		0.18
Balance, September 30, 2020		–		$	–	$	–
Exercisable, September 30, 2020		–		$	–	$	–

~~Expected Dividend – The~~A ~~Black-Scholes~~summary ~~valuation~~of ~~model~~stock ~~calls~~options ~~for~~at aSeptember ~~single~~30, ~~expected~~2020 ~~dividend~~and ~~yield~~2019 ~~as an input. The Company currently pays no dividends~~ and ~~does~~ ~~not~~changes ~~expect~~during tothe ~~pay~~periods ~~dividends~~then inended ~~the~~is ~~foreseeable~~presented ~~future.~~below:

Risk-Free Interest rate – The Company bases the risk-free interest rate on the implied yield currently available on U.S. Treasury zero-coupon issues with an equivalent remaining term. The risk-free rate used ranged from 1.31% to 2.07%.

	September 30, 2020					September 30, 2019
	Shares			Weighted Average Exercise Price		Shares			Weighted Average Exercise Price

Outstanding balance at beginning of period		600,000		$	0.23		8,080,000		$	0.36

Expired, October 28, 2018							(250,000	)		0.30
Expired, December 4, 2018							(450,000	)		0.34
Expired, September 19, 2019							(6,780,000	)		0.38
Expired, November 17, 2019		(600,000	)		0.23

Outstanding at end of period		–		$	–		600,000		$	0.23

Exercisable		–		$	–		600,000		$	0.23

33There were no remaining unvested stock options outstanding as of September 30, 2020 (September 30, 2019 – Nil).

~~13.~~See “Subsequent ~~CHANGES~~Events” INin ~~NON-CASH~~the ~~WORKING~~notes ~~CAPITAL~~to the Condensed Consolidated Financial Statements for the year ended September 30, 2020, as disclosed herein.

	September 30,			September 30,
	2019			2018
Accounts receivable	$	(42,478	)	$	40,372
Prepaid expenses		(9,536	)		11,346
Accounts payable		25,855			(121,015	)
	$	(26,159	)	$	(69,297	)

Measurement Uncertainty for Stock Options

14The Company used the Black-Scholes pricing model (“Black-Scholes”) to value the stock options. ~~INCOME~~This ~~TAXES~~pricing model was developed for use in estimating the fair value of traded “European” options. The stock options that are granted to employees, directors and consultants are non-transferable and some vest over time and are “American” options. This pricing model requires the input of subjective assumptions including expected share price volatility. The fair value estimate can vary materially as a result of changes in the assumptions, and therefore can materially affect the calculated fair value of the stock options. The following assumptions were used in the Black-Scholes pricing model to value the stock options:

~~As of September 30, 2019, the~~Expected ~~Company~~Term ~~has approximately $2,190,855 (2018~~ – ~~$6,442,069)~~Expected ofterm ~~operating losses expiring through 2039 that may be used to offset future taxable income but are subject to various limitations imposed by rules and regulations~~ of ~~the~~5 ~~Internal~~years ~~Revenue~~represents ~~Service. The net operating losses are limited each year to offset future taxable income, if any, due to~~ the ~~change~~period ofthat ~~ownership in~~ the Company'’s ~~outstanding~~ ~~shares of common~~ stock~~. In addition, at September 30, 2019, the Company had an unused Canadian net operating loss carry~~-~~forward of~~based ~~approximately~~awards ~~$7,865,973~~are ~~(2018~~expected –to ~~$8,096,433),~~be ~~expiring through 2039~~outstanding. These operating loss carry-forwards may result in future income tax benefits of approximately $2,269,253. However, because realization is uncertain at this time, a valuation reserve in the same amount has been established. Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes.

~~The~~Expected Volatility ~~components~~– ofExpected ~~the~~volatilities ~~net~~are ~~deferred~~based ~~tax~~on ~~asset,~~historical volatility of the ~~statutory~~ ~~tax~~Company’s ~~rate~~stock, ~~the~~adjusted ~~effective~~where ~~rate~~determined by management for unusual and ~~the~~non-representative ~~elected~~stock ~~amount~~price ofactivity ~~the~~not ~~valuation~~expected ~~allowance~~to ~~are~~recur. asThe ~~follows:~~expected volatility used ranged from 102% to 122%.

	Year Ended September 30, 2019			Year Ended September 30, 2018
Statutory and effective tax rate
Domestic
Statutory U.S. federal rate		21	%		21	%
Foreign		26.75	%		27	%

Expected Dividend – The Black-Scholes valuation model calls for a single expected dividend yield as an input. The Company currently pays no dividends and does not expect to pay dividends in the foreseeable future.

	Year Ended September 30, 2019			Year Ended September 30, 2018
Income taxes recovered at the statutory and effective tax rate
Domestic
Statutory U.S. federal rate	$	24,637		$	28,484
Foreign		21,347			52,513
Timing differences:
Non-deductible expenses		(12,534	)		(21,102	)
Other deductible charges
Benefit of tax losses not recognized in the year		(33,450	)		(59,895	)
Income tax recovery (expense) recognized in the year	$	–		$	–

~~The approximate tax effects of each type of temporary difference that gives rise to deferred tax assets are as follows:~~34

	Year Ended September 30, 2019			Year Ended September 30, 2018
Deferred income tax assets (liabilities)
Net operating loss carry-forwards	$	2,563,850		$	3,538,871
Oil and gas properties		(2,043,926	)		(1,936,342	)
Equipment		204,147			209,647
Valuation allowance		(724,071	)		(1,812,176	)
Net deferred income tax assets	$	–		$	–

14. CHANGES IN NON-CASH WORKING CAPITAL

	September 30,			September 30,
	2020			2019

Accounts receivable	$	(161,200	)	$	(42,478	)
Prepaid expenses		11,594			(9,536	)
Accounts payable		156,796			25,855
	$	7,190		$	(26,159	)

In accordance with generally accepted accounting principles, the Company has its filing positions in all jurisdictions where it is required to file income tax returns for the open tax years in such jurisdictions15. ~~The Company has identified its federal income tax returns for~~INCOME the previous five years remain subject to examination. The Company’s income tax returns in state income tax jurisdictions also remain subject to examination for the previous five years. The Company currently believes that all significant filing positions are highly certain and that all of its significant income tax filing positions and deductions would be sustained upon audit. Therefore, the Company has no significant reserves for uncertain tax positions, and no adjustments to such reserves were required by generally accepted accounting principles. No interest or penalties have been levied against the Company and none are anticipated, therefore no interest or penalty has been included in the provision for income taxes in the consolidated statements of operations.TAXES

15As of September 30, 2020, the Company has approximately $ 6,557,601 (2019 – $2,190,855) of operating losses expiring through 2040 that may be used to offset future taxable income but are subject to various limitations imposed by rules and regulations of the Internal Revenue Service. ~~COMMITMENTS~~The net operating losses are limited each year to offset future taxable income, if any, due to the change of ownership in the Company’s outstanding shares of common stock. In addition, at September 30, 2020, the Company had an unused Canadian net operating loss carry-forward of approximately $7,735,325 (2019 – $7,865,973), expiring through 2040. These operating loss carry-forwards may result in future income tax benefits of approximately $3,291,854. However, because realization is uncertain at this time, a valuation reserve in the same amount has been established. Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes.

~~Office~~The components ~~Lease~~of the net deferred tax asset, the statutory tax rate, the effective rate and the elected amount of the valuation allowance are as follows:

The Company is currently negotiating a one year extension to its office lease which expired on June 30, 2019. The Company has paid the landlord the monthly rentals it understands to be due as the landlord finalizes a lease agreement extension with the Company.

	Year Ended September 30, 2020			Year Ended September 30, 2019
Statutory and effective tax rate
Domestic
Statutory U.S. federal rate		21	%		21	%
Foreign		24.75	%		26.75	%

Compensation to Executive Officers

	Year Ended September 30, 2020			Year Ended September 30, 2019
Income taxes recovered at the statutory and effective tax rate
Domestic
Statutory U.S. federal rate	$	18,314		$	24,637
Foreign		3,983			21,347

Timing differences:
Non-deductible expenses		(10,490	)		(12,534	)
Other deductible charges
Benefit of tax losses not recognized in the year		(11,808	)		(33,450	)
Income tax recovery (expense) recognized in the year	$	–		$	–

~~Concorde Consulting, a company~~The ~~owned~~approximate ~~100%~~tax byeffects ~~Mr.~~of ~~Curtis~~each J.type ~~Sparrow,~~of ~~for~~temporary ~~providing~~difference ~~services~~that asgives ~~Chief~~rise ~~Financial Officer~~ to ~~the~~deferred ~~Company~~tax ~~for~~assets ~~$11,306~~are ~~per~~as ~~month (Cdn $15,000 per month). As of September 30, 2019, the Company did not owe Concorde Consulting any of this amount.~~follows:

16. CRUDE OIL AND NATURAL GAS PROPERTY INFORMATION (Unaudited)

	Year Ended September 30, 2020			Year Ended September 30, 2019
Deferred income tax assets (liabilities)
Net operating loss carry-forwards	$	3,291,854		$	2,563,850
Oil and gas properties		(1,934,917	)		(2,043,926	)
Equipment		188,996			204,147
Valuation allowance		(1,545,934	)		(724,071	)
Net deferred income tax assets	$	–		$	–

~~Results of Operations from Oil and Gas Producing Activities~~35

~~The~~In accordance ~~following~~with ~~table~~generally ~~sets~~accepted ~~forth~~ accounting principles, the ~~results~~Company ofhas its filing positions in all jurisdictions where it is required to file income tax returns for the open tax years in such jurisdictions. The Company’s ~~operations~~has ~~from~~identified ~~oil~~its ~~producing~~federal ~~activities~~income ~~from~~tax returns for the previous five years remain subject to examination. The Company’s ~~Sawn~~income ~~Lake~~tax ~~oil~~returns ~~sands~~in ~~properties~~state income tax jurisdictions also ~~located~~remain insubject ~~Alberta,~~to ~~Canada,~~examination for the previous five years. ~~ending~~The ~~September~~Company 30currently believes that all significant filing positions are highly certain and that all of its significant income tax filing positions and deductions would be sustained upon audit. Therefore, ~~2019~~the Company has no significant reserves for uncertain tax positions, and ~~2018:~~no adjustments to such reserves were required by generally accepted accounting principles. No interest or penalties have been levied against the Company and none are anticipated, therefore no interest or penalty has been included in the provision for income taxes in the consolidated statements of operations.

	September 30, 2019			September 30, 2018
Oil sales after royalties	$	–		$	–
Production (Operating) expenses		–			–
Depreciation, accretion and depletion		(44,457	)		(54,036	)
Oil sales less expenses		(44,457	)		(54,036	)
Income tax expenses		–			–
Results of operations from producing activities	$	(44,457	)	$	(54,036	)

16.

COMMITMENTS

~~There was no production volumes~~Office or revenues for the fiscal years ending September 30, 2019 and 2018, due to a majority of the Company’s Joint Venture partners voting to temporarily suspend operations of the SAGD Project at the end of February 2016. In accordance with the Farmout Agreement the Company entered into on July 31, 2013, the Farmee has agreed to provide up to $40,000,000 in funding for the Company’s working interest portion of the costs of the SAGD Project before the execution of the Farmout Agreement in return for a net 25% working interest in two oil sands leases where the Company had a working interest of 50%. The Farmee is also required to provide funding to cover monthly administrative expenses of the Company provided that such funding shall not exceed $30,000 per month. The Farmee shall continue to cover the Company’s administrative costs up to $30,000 per month, under the Farmout Agreement, until completion in all substantial respects of the SAGD Project agreement entered into between the Company and the operator of the SAGD Project.Lease

~~Operating expenses are zero since~~On atJune this time they are paid for under the Farmout Agreement. Transportation costs are included in these operating costs. The total share of the capital costs and operating expenses of the Company’s joint Steam Assisted Gravity Drainage Demonstration project (“SAGD Project”)24, ~~has been funded in accordance with the Farmout Agreement~~2020, ~~at a net cost to~~ the Company ofextended ~~$Nil. As required by~~ the ~~Farmout~~Edmonton ~~Agreement,~~office ~~the~~lease ~~Farmee~~commencing ~~has~~effective ~~since~~on ~~reimbursed~~July ~~the~~1, ~~Company~~2020 and orexpiring ~~paid~~on ~~the~~June ~~operator in total approximately $20.6 million (Cdn $27.3 million) for the Farmee’s share and the Company’s share of the capital costs and operating expenses of the SAGD Project up to September~~ 30, ~~2019~~2021. These costs include the drilling and completion of one SAGD well pair; the purchase and transportation of equipment of which included the once through steam generator (“OTSG”), production tanks, water treatment plant, and power generators; installation and construction of the steam plant facility; testing and commissioning; the purchase of the water source and disposal wells, construction of pipelines and expenditures to connect and tie-in the source and disposal water wells to the steam plant facility along with a fuel source tie-in pipeline; equipment for processing and treating the bitumen production at the SAGD facility site; replacement of the electrical submersible pump; front end costs for the expansion; the operating expenses associated with the steaming and production of the one SAGD well pair when the facility was producing; and the expenses associated with the monthly shut-in operations of the SAGD Project facility. The ~~capital costs of the existing the~~ ~~SAGD~~quarterly ~~Project~~payments ~~steam plant facility~~due, ~~with pipelines and one SAGD well pair was approximately $26.5 million (Cdn $34.8 million) on a 100% working interest basis, of which the Company’s share was covered~~ under the ~~Farmout~~original ~~Agreement.~~lease, ~~These~~are ~~capital~~as ~~costs do not include the start-up operating expenses to initiate oil production from the SAGD well pair.~~follows:

	USD $		Cdn $

2021 Q1 (October - December)		3,722		4,965
2021 Q2 (January - March)		3,722		4,965
2021 Q3 (April - June)		3,722		4,965

~~SAGD~~In an ~~Project~~effort ~~Outlook~~to contain and mitigate the spread of COVID-19, Canada has imposed unprecedented, but are not limited to, restrictions on businesses, ~~The~~including ~~SAGD~~mandatory ~~Project~~work ~~has~~from ~~successfully~~home ~~shown~~measures unless the ~~capability~~employer ofdetermines ~~producing~~a ~~oil~~physical ~~from~~presence is required for operational effectiveness. Due to COVID-19 the ~~Bluesky~~Company ~~reservoir~~implemented ~~using~~a ~~steam~~work from home program for its staff beginning on March 14, 2020. ~~The~~Therefore ~~SAGD Project~~the Company has: moved out of this office space.

●See “Subsequent ~~confirmed~~Events” ~~that~~in the ~~SAGD~~notes ~~process~~to ~~works~~the inCondensed Consolidated Financial Statements for the ~~Bluesky~~year ~~formation~~ended atSeptember ~~Sawn~~30, ~~Lake;~~2020, as disclosed herein.

●Compensation to ~~established~~Executive ~~characteristics of ramp up through stabilization of SAGD performance;~~Officers

●Concorde Consulting, ~~indicated~~a ~~the~~company ~~productive~~owned ~~capability~~100% ~~and~~by ~~steam-oil~~Mr. ~~ratio~~Curtis ~~(“SOR”)~~J. ofSparrow, for providing services as Chief Financial Officer to the ~~reservoir;~~Company ~~and~~for $11,156 per month (Cdn $15,000 per month).

●17. ~~provided~~CRUDE ~~critical~~OIL ~~information~~AND ~~required~~NATURAL ~~for~~GAS ~~well~~PROPERTY ~~and~~INFORMATION ~~facility design associated with future commercial development.~~(Unaudited)

~~The first SAGD well pair, for~~Results ~~the SAGD Project, was drilled to a vertical depth~~ of ~~approximately~~Operations ~~650 meters with a horizontal length of 780 meters each. Steam injection commenced in May 2014 and production started in September of 2014. Production~~ from ~~this~~Oil ~~one SAGD well pair increased significantly over the 18-month period it produced. Over January~~ and ~~February~~Gas ofProducing 2016 production from the SAGD Project averaged 615 bopd, on a 100% basis (154 bopd net to the Company), with an average SOR of 2.1 from one SAGD well pair. The SOR is reflective of the amount of steam needed to produce one barrel of oil. This SAGD Project was temporarily suspended at the end of February 2016. In early May of 2016, an amended application was submitted to the Alberta Energy Regulator (“AER”) for a commercial expansion of the existing SAGD Project facility site and received regulatory approval in December 2017. This expansion application sought approval to expand the existing SAGD Project facility site to 3,200 bopd (100% basis). The Company anticipates that only five SAGD well pairs will need to be operating to achieve this production level. The Company anticipates that the commercial expansion to 3,200 bopd (100% basis) would include the reactivation of the existing demonstration project SAGD facility and existing SAGD well pair, the drilling of an additional four wellpairs and expansion of the existing SAGD facility to generate the additional necessary steam. The SAGD Project continues to move forward with completing detailed engineering and assessing potential marketing arrangements for the commercial development expansion to 3,200 bopd (100% basis).Activities

~~Capitalized~~The following ~~Costs~~table ~~Relating~~sets ~~Specifically~~forth tothe results of the Company’s operations from oil producing activities from the Company’s Sawn ~~SAGD~~Lake ~~Project~~oil sands properties located in Alberta, Canada, for the years ending September 30, 2020 and 2019:

The Company entered into a Farmout Agreement dated July 31, 2013, whereby the Company’s costs of the SAGD Project are paid in full by the Farmee in accordance with the Farmout Agreement; therefore, the Company has not capitalized any of the capital costs and operating expenses paid by the Farmee to the operator of the SAGD Project. See Note 4 herein “Capitalization of Costs Incurred in Oil and Gas Activities”.

	September 30, 2020			September 30, 2019
Oil sales after royalties	$	–		$	–

Production (Operating) expenses		–			–
Depreciation, accretion and depletion		(41,629	)		(44,457	)
Oil sales less expenses		(41,629	)		(44,457	)
Income tax expenses		–			–
Results of operations from producing activities	$	(41,629	)	$	(44,457	)

~~Costs~~There was ~~Incurred~~no inproduction ~~Oil~~volumes or revenues for the fiscal years ending September 30, 2020 and ~~Gas~~2019, ~~Property~~due ~~Acquisition~~to a majority of the Company’s Joint Venture partners voting to temporarily suspend operations of the SAGD Project at the end of February 2016. In accordance with the Farmout Agreement the Company entered into on July 31, 2013, the Farmee has agreed to provide up to $40,000,000 in funding for the Company’s ~~Exploration~~working interest portion of the costs of the SAGD Project before the execution of the Farmout Agreement in return for a net 25% working interest in two oil sands leases where the Company had a working interest of 50%. The Farmee is also required to provide funding to cover monthly administrative expenses of the Company provided that such funding shall not exceed $30,000 per month. The Farmee shall continue to cover the Company’s administrative costs up to $30,000 per month, under the Farmout Agreement, until completion in all substantial respects of the SAGD Project agreement entered into between the Company and ~~Development~~the operator of the SAGD Project.

~~See Note 5 herein “Exploration Activities”.~~36

17Operating expenses are zero since at this time they are paid for under the Farmout Agreement. ~~Subsequent~~Transportation ~~Event~~costs ~~Note~~are included in these operating costs. The total share of the capital costs and operating expenses of the Company’s joint Steam Assisted Gravity Drainage Demonstration project (“SAGD Project”), has been funded in accordance with the Farmout Agreement, at a net cost to the Company of $Nil. As required by the Farmout Agreement, as of September 30, 2020, the Farmee has reimbursed the Company and/or paid the operator up to a total of approximately Cdn $27.5 million, which depending upon the exchange rates used over time could presently be approximately $20.6 million USD for the Farmee’s share and the Company’s share of the capital costs and operating expenses of the SAGD. These costs include the drilling and completion of one SAGD well pair; the purchase and transportation of equipment of which included the once through steam generator (“OTSG”), production tanks, water treatment plant, and power generators; installation and construction of the steam plant facility; testing and commissioning; the purchase of the water source and disposal wells, construction of pipelines and expenditures to connect and tie-in the source and disposal water wells to the steam plant facility along with a fuel source tie-in pipeline; equipment for processing and treating the bitumen production at the SAGD facility site; replacement of the electrical submersible pump; front end costs for the expansion; the operating expenses associated with the steaming and production of the one SAGD well pair when the facility was producing; and the expenses associated with the monthly shut-in operations of the SAGD Project facility. The capital costs of the existing the SAGD Project steam plant facility, with pipelines and one SAGD well pair was approximately $26.5 million (Cdn $34.8 million) on a 100% working interest basis, of which the Company’s share was covered under the Farmout Agreement. These capital costs do not include the start-up operating expenses to initiate oil production from the SAGD well pair.

~~On October 28, 2019, Provident~~SAGD ~~Premier~~Project ~~Master~~Outlook ~~Fund~~- ~~Ltd.~~The ~~(the~~SAGD ~~“Plaintiff”),~~Project ~~filed~~has ~~and~~successfully ~~served~~shown anthe ~~Amended~~capability ~~Statement~~ of ~~Claim~~producing ~~against~~oil ~~Northern~~from ~~Alberta Oil Ltd., Deep Well Oil & Gas (Alberta) Ltd., Andora Energy Corporation and MP Energy West Canada Corp. (~~the ~~“Defendants”) in~~Bluesky ~~the~~reservoir ~~Court~~using ~~of Queen’s Bench of Alberta Judicial District of Calgary~~steam. The ~~Original~~SAGD ~~Statement~~Project ~~of Claim had been filed on November 1, 2018 but the Company states that it had never been served so the Company was not aware of it.~~has:

~~The~~● ~~Plaintiff~~confirmed ~~claims~~ that ~~on December~~the ~~12,~~SAGD ~~2003,~~process ~~Nearshore~~works ~~Petroleum Corporation (“Nearshore”) entered into a royalty agreement with Northern Alberta Oil Ltd. (“Northern”)~~ in ~~which Northern granted a 6.5% gross overriding royalty (“GORR”) in all petroleum substances produced, saved and marketed from six of~~ the ~~Company's~~Bluesky ~~oil~~formation ~~sands~~at ~~leases located within the Company's~~ Sawn Lake properties. The Plaintiff further claims that on September 22, 2006, Nearshore and Gemini Strategies LLC (“Gemini”) entered into a royalty conveyance agreement whereby Nearshore sold 1% of the GORR to Gemini. The Plaintiff further states that Gemini acquired the 1% GORR as agent for Provident, Grey K Fund LP (“Grey K”) and Grey K Offshore Fund Ltd. (“Grey K Offshore”). The Plaintiff further claims that on September 22, 2006, Gemini delivered a notice of assignment, in accordance with the 1993 Canadian Association of Petroleum Landmen Assignment Procedure (the “1993 CAPL”), to the grantors of the 1% GORR, novating Provident (66.67%, net 0.6667%), Grey K (19.33%, net 0.1933%) and Grey K Offshore (14%, net 0.14%) into the GORR agreement. The Plaintiff further claims that on September 2, 2009, any legal title in the GORR beneficially owned by Grey K and Grey K Offshore vested in the Crown in right of Alberta pursuant to Section 229(1) of the Business Corporations Act and pursuant to section 15 of the Unclaimed Personal Property and Vested Property Act. The Plaintiff further claims that the GORR was payable by one or more of the Defendants to Provident and that the Defendants are in breach of the GORR agreement by failing to pay the GORR. Despite the allegation within the claim that the GORR was payable to each of Provident, Grey K and Grey K Offshore, the only Plaintiff named in the Amended Statement of Claim is Provident and relief is only being sought by Provident in relation to its purported 0.67% interest.;

~~The~~● ~~Plaintiff~~established ~~seeks:~~characteristics ~~1) A declaration that the Plaintiff is the legal owner~~ of ~~0.67%~~ramp ofup ~~the~~through ~~GORR~~stabilization ~~payable on all oil sands produced from the lands which is payable by one or more~~ of ~~the~~SAGD ~~Defendants~~performance; ~~2) An accounting to determine the amount of the outstanding royalty of which judgment is estimated by the Plaintiff to be in the amount of $100,000 Cdn; and 3) Interest and costs.~~

~~The~~● ~~Company~~indicated ~~continues to deny~~ the ~~validity~~productive ofcapability ~~the~~and ~~Purported~~steam-oil ~~6.5%~~ratio ~~Royalty~~(“SOR”) ~~in the first instance. As well, if the Purported 6.5% Royalty was valid, which is denied, it was not a gross overriding interest, but rather an overriding interest, which allowed for the deduction~~ of ~~operating and marketing costs. The Company plans to vigorously defend itself against~~ the ~~Plaintiff’s~~reservoir; ~~claims.~~and

36● provided critical information required for well and facility design associated with future commercial development.

~~ITEM~~The first 9SAGD well pair, for the SAGD Project, was drilled to a vertical depth of approximately 650 meters with a horizontal length of 780 meters each. ~~CHANGES~~Steam INinjection ~~AND~~commenced ~~DISAGREEMENTS~~in ~~WITH~~May ~~ACCOUNTANTS~~2014 ONand ~~ACCOUNTING~~production ~~AND~~started ~~FINANCIAL~~in ~~DISCLOSURE~~September of 2014. Production from this one SAGD well pair increased significantly over the 18-month period it produced. Over January and February of 2016 production from the SAGD Project averaged 615 bopd, on a 100% basis (154 bopd net to the Company), and achieved an instantaneous Steam Oil Ratio (“ISOR”) efficiency of 2.1 from one SAGD well pair, demonstrating the productive capability of our Sawn Lake reservoir. The ISOR is reflective of the amount of steam needed to produce one barrel of oil. The lower the ISOR the lower the production costs and emissions per barrel of oil produced. In early May of 2016, an amended application was submitted to the Alberta Energy Regulator (“AER”) for a commercial expansion of the existing SAGD Project facility site and received regulatory approval in December 2017. This expansion application sought approval to expand the existing SAGD Project facility site to 3,200 bopd (100% basis). The Company anticipates that only five SAGD well pairs will need to be operating to achieve this production level. The Company anticipates that the commercial expansion to 3,200 bopd (100% basis) would include the reactivation of the existing demonstration project SAGD facility and existing SAGD well pair, the drilling of an additional four wellpairs and expansion of the existing SAGD facility to generate the additional necessary steam. As 2021 and 2022 proceeds, the operator of the SAGD Project should be consulting with its joint venture partners regarding development potential and alternatives for the SAGD Project.

~~During the fiscal years ended September~~Capitalized ~~30,~~Costs ~~2019~~Relating ~~and~~Specifically ~~2018,~~to ~~there~~the ~~were~~SAGD ~~no changes in, or disagreements with, our independent accountant on accounting and financial disclosure matters.~~Project

~~ITEM~~The Company 9Aentered into a Farmout Agreement dated July 31, 2013, whereby the Company’s costs of the SAGD Project are paid in full by the Farmee in accordance with the Farmout Agreement; therefore, the Company has not capitalized any of the capital costs and operating expenses paid by the Farmee to the operator of the SAGD Project. ~~CONTROLS~~See ~~AND~~Note ~~PROCEDURES~~5 herein “Capitalization of Costs Incurred in Oil and Gas Activities”.

~~Disclosure~~Costs Incurred ~~Controls~~in Oil and ~~Procedures~~Gas Property Acquisition, Exploration, and Development

~~As of the end of the fiscal year ended~~See ~~September~~Note ~~30,~~5 ~~2019,~~herein ~~an evaluation of the effectiveness of our~~ “~~disclosure~~Exploration ~~controls and procedures~~Activities” (as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) was carried out under the supervision and with the participation of our principal executive officer and principal financial officer. Based upon that evaluation our principal executive officer and principal financial officer have concluded that as of the end of that fiscal year, our disclosure controls and procedures were effective to ensure that information required to be disclosed by us in reports that we file or submit under the Exchange Act is (i) recorded, processed, summarized and reported within the time periods specified in SEC rules and forms and (ii) accumulated and communicated to our management, including our principal executive officer and principal financial officer, to allow timely decisions regarding required disclosure.

It should be noted that while our principal executive officer and principal financial officer believe that our disclosure controls and procedures provide a reasonable level of assurance that they are effective, they do not expect that our disclosure controls and procedures or internal control over financial reporting will prevent all errors and fraud. A control system, no matter how well conceived or operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met.37

~~Management’s~~18. ~~Annual~~LEGAL ~~Report on Internal Control Over Financial Reporting~~ACTIONS

~~Our management is responsible for establishing~~Provident ~~and~~Premier ~~maintaining~~Master ~~adequate~~Fund ~~internal~~Ltd. ~~control~~vs ~~over~~Northern ~~financial~~Alberta ~~reporting~~Oil ~~(as~~Ltd., ~~such~~Deep ~~term~~Well isOil ~~defined~~& inGas ~~Rule 13a-15~~(fAlberta) ~~under~~Ltd., ~~the~~Andora ~~Exchange Act)~~Energy toCorporation ~~provide reasonable assurance regarding the reliability of our financial reporting~~ and ~~consolidated~~MP ~~financial statements~~Energy ~~for~~West ~~external~~Canada ~~purposes in accordance with U~~Corp.~~S. generally accepted accounting principles.~~

~~Our~~On October ~~management~~28, ~~which~~2019, ~~included~~Provident ~~our~~Premier ~~principal executive~~Master ~~officer~~Fund Ltd. (the “Plaintiff”), filed and ~~principal~~served ~~financial~~an ~~officer~~Amended Statement of Claim against Northern Alberta Oil Ltd., ~~assessed~~Deep ~~our~~Well ~~internal~~Oil ~~control~~& ~~over~~Gas ~~financial~~(Alberta) ~~reporting~~Ltd., asAndora Energy Corporation and MP Energy West Canada Corp. (the “Defendants”) in the Court of ~~September~~Queen’s ~~30,~~Bench ~~2019~~of Alberta Judicial District of Calgary. The Original Statement of Claim had been filed on November ~~This~~1, ~~assessment~~2018 but the Company states that it was ~~based~~never served, so the Company was not aware of the claim until served with the Amended Statement of Claim. The Plaintiff claims that on ~~criteria~~December ~~for~~12, ~~effective~~2003, ~~internal~~Nearshore ~~control~~Petroleum ~~over~~Corporation ~~financial~~(“Nearshore”) ~~reporting~~entered ~~described~~into a royalty agreement with Northern Alberta Oil Ltd. (“Northern”) in ~~the~~which ~~internal~~Northern ~~control~~supposedly granted a 6.5% gross overriding royalty ~~integrated~~(the ~~framework~~“Purported ~~issued~~GORR”) byin all petroleum substances produced, saved and marketed from certain oil sands leases located within the ~~Committee~~Company’s Sawn Lake properties. The Plaintiff further claims that on September 22, 2006, Nearshore and Gemini Strategies LLC (“Gemini”) entered into a royalty conveyance agreement whereby Nearshore sold 1% of ~~Sponsoring~~the ~~Organizations~~Purported GORR to Gemini. The Plaintiff further states that Gemini acquired the 1% of the ~~Treadway~~Purported ~~Commission~~GORR as agent for Provident, Grey K Fund LP (“Grey K”) and Grey K Offshore Fund Ltd. ~~Based~~(“Grey K Offshore”). The Plaintiff further claims that on ~~this~~September ~~assessment~~22, 2006, Gemini delivered a notice ~~our~~of ~~management~~assignment, ~~concluded~~in ~~that~~accordance with the 1993 Canadian Association of Petroleum Landmen Assignment Procedure (the “1993 CAPL”), to asthe grantors of the 1% of the Purported GORR, novating Provident (66.67%, net 0.6667%), Grey K (19.33%, net 0.1933%) and Grey K Offshore (14%, net 0.14%) into the Purported GORR agreement. The Plaintiff further claims that on September 302, ~~2019~~2009, ~~our~~any ~~internal~~legal ~~control~~title ~~over~~in ~~financial~~the ~~reporting~~Purported GORR beneficially owned by Grey K and Grey K Offshore vested in the Crown in right of Alberta pursuant to Section 229(1) of the Business Corporations Act and pursuant to section 15 of the Unclaimed Personal Property and Vested Property Act. The Plaintiff further claims that the Purported GORR was ~~effective~~payable by one or more of the Defendants to Provident and that the Defendants are in breach of the Purported GORR agreement by failing to pay the Purported GORR. Despite the allegation within the claim that the Purported GORR was payable to each of Provident, Grey K and Grey K Offshore, the only Plaintiff named in the Amended Statement of Claim is Provident and relief is only being sought by Provident in relation to its purported 0.67% interest.

~~Attestation~~The Plaintiff ~~Report~~seeks: 1) A declaration that the Plaintiff is the legal owner of 0.67% of the ~~Independent~~Purported ~~Registered~~GORR ~~Public~~payable on all oil sands produced ~~Accounting~~from ~~Firm~~the lands which is payable by one or more of the Defendants; 2) An accounting to determine the amount of the outstanding royalty of which judgment is estimated by the Plaintiff to be in the amount of $74,970 ($100,000 Cdn); and 3) Interest and costs.

~~We are a smaller reporting and emerging~~The ~~growth~~Company ~~company~~continues ~~within~~to deny the ~~meaning~~validity of ~~Rule~~the ~~12b-2~~Purported ~~under~~GORR in the ~~Exchange~~first ~~Act~~instance. ~~Therefore~~As well, ~~this~~if ~~Annual~~the ~~Report~~Purported isGORR ~~not~~was ~~required~~valid, towhich ~~include~~is andenied, ~~attestation~~it ~~report~~was ofnot ~~our~~a ~~independent~~gross ~~registered~~overriding ~~public accounting firm~~interest, ~~with~~but ~~respect~~rather toan ~~our~~overriding ~~internal~~interest, ~~control~~which ~~over~~allowed ~~financial reporting.~~for ~~Turner~~the ~~Stone’s~~deduction ~~audit included consideration~~ of ~~internal~~operating ~~control~~and ~~over financial reporting as a basis for designing~~marketing ~~audit~~costs. ~~procedures~~The ~~that~~Company ~~are~~plans ~~appropriate~~to invigorously ~~the~~defend ~~circumstances,~~itself ~~but~~against ~~not for~~ the ~~purpose~~Plaintiff’s ofclaims. ~~expressing~~As anat ~~opinion~~September on30, ~~the effectiveness of our internal control over financial reporting. Accordingly~~2020, ~~Turner Stone expressed~~ no ~~such~~contingent ~~opinion~~liability has onbeen ~~our~~recorded, ~~internal~~as ~~control~~a ~~over financial~~successful ~~reporting~~outcome asfor ofthe ~~September~~Plaintiff ~~30,~~is ~~2019~~not probable.

~~Changes~~See “Subsequent Events” in ~~Internal~~the ~~Control~~notes ~~Over~~to the Condensed Consolidated Financial ~~Reporting~~Statements for the year ended September 30, 2020, as disclosed herein.

~~There~~19. ~~was~~SUBSEQUENT no change in our internal controls over financial reporting during the year end covered by this Annual Report on Form 10-K that materially affected, or is reasonably likely to materially affect, our internal controls over financial reporting.EVENTS

~~ITEM 9B. OTHER INFORMATION~~Loan

~~Our~~As previously disclosed in Note 3 above, on April 20, 2020, one of the Company’s ~~reported~~Canadian ~~all~~subsidiaries, ~~information~~received a loan from that ~~was~~subsidiary’s ~~required~~Canadian tochartered bebank ~~disclosed~~in onthe ~~Form~~amount ~~8-K~~of ~~during~~$29,988 ~~the~~($40,000 ~~fourth~~Cdn) ~~quarter~~as part of the ~~fiscal~~Canadian ~~year~~government’s ~~ended~~COVID-19 relief ~~September~~program. 30In addition, ~~2019~~on December 18, as2020, ~~covered~~the byCompany’s ~~this~~Canadian subsidiary, received an additional $14,994 ($20,000 Cdn) ~~Annual~~under ~~Report~~the same COVID-19 relief program.

3738

~~PART III~~Office Lease

~~ITEM~~From March 1014, 2020 thru to September 30, 2021, the Company did not utilize its office space, and therefore the Company did not renew its office lease on June 30, 2021. ~~DIRECTORS~~Due to COVID-19 and certain governmental restrictions and recommendations, ~~EXECUTIVE~~the ~~OFFICERS~~Company’s ~~AND~~staff ~~CORPORATE~~have continued ~~GOVERNANCE~~to work from home.

~~Directors~~Effective February ~~and~~2021, ~~Executive~~the ~~Officers~~Company currently rents office space on a month-to-month basis with no lease commitment. The quarterly payments due are as follows:

As of September 30, 2019, the directors and executive officers of Deep Well are as follows:

	USD $		Cdn $

2021 Q2 (January - March)		1,612		2,150
2021 Q3 (April - June)		2,418		3,225

Name	Age	Director Since	Position/Office
Dr. Horst A. Schmid	86	2004	Director and Chairman of the Board, President and Chief Executive Officer
Mr. Said Arrata	79	2011	Director
Mr. Satya Brata Das	63	2011	Director
Mr. Pascal Nodé-Langlois	72	2013	Director
Mr. Colin P. Outtrim	69	2014	Director
Mr. David Roff	48	2006	Director
Mr. Curtis Sparrow	62	2004	Director and Chief Financial Officer, Corporate Secretary and Treasurer
Mr. Malik Youyou	66	2008	Director

Legal Actions

~~Biographies~~Provident Premier ofMaster ~~Directors~~Fund Ltd. vs Northern Alberta Oil Ltd., Deep Well Oil & Gas (Alberta) Ltd., Andora Energy Corporation and ~~Executive~~MP ~~Officers~~Energy West Canada Corp.

~~Brief~~On October ~~biographies~~22, of2020, Provident Premier Master Fund Ltd. (the ~~directors~~“Plaintiff”), filed and ~~executive~~ ~~officers~~served a Second Amended Statement of Claim against Northern Alberta Oil Ltd., Deep Well ~~are~~Oil ~~set~~& ~~forth~~Gas ~~below~~(Alberta) Ltd., ~~All~~Andora ~~directors~~Energy ~~hold~~Corporation ~~office~~and ~~until~~MP Energy West Canada Corp. (the ~~next~~“Defendants”) ~~shareholders~~in the Court of Queen’s ~~meeting~~Bench orof ~~until~~Alberta Judicial District of Calgary. The Original Statement of ~~their~~Claim ~~death,~~had ~~resignation~~been filed on November 1, ~~retirement~~2018, ~~removal~~but the Company states that it was never served, ~~disqualification~~so orthe Company was not aware of the claim until ~~their~~served ~~successors~~with ~~have~~the ~~been~~first ~~elected~~Amended ~~and~~Statement ~~qualified~~of Claim filed with the Court of Queen’s Bench of Alberta Judicial District of Calgary on October 24, 2019. ~~Vacancies~~The Plaintiff claims that on December 12, 2003, Nearshore Petroleum Corporation (“Nearshore”) entered into a royalty agreement with Northern Alberta Oil Ltd. (“Northern”) in which Northern granted a 6.5% gross overriding royalty (the ~~existing~~“Purported ~~Board~~GORR”) ~~may~~in beall ~~filled~~petroleum substances produced, saved and marketed from certain oil sands leases held by ~~majority~~the Company ~~vote~~located ofwithin the ~~remaining~~Company’s ~~directors~~Sawn Lake properties. ~~Officers~~The Plaintiff seeks: 1) A declaration that the Plaintiff is the legal owner of ~~our~~0.67% ~~Company~~of ~~serve~~the atPurported GORR payable on all oil sands produced from the ~~will~~lands which is payable by one or more of the Defendants; ~~Board.~~2) As stated in Clause 18(b) of ~~September~~the ~~30,~~Second ~~2019~~Amended Statement of Claim, ~~there~~an ~~were~~accounting noto ~~written~~determine ~~employment~~the ~~contracts~~amount of the outstanding ~~for~~royalty; 3.) ~~officers,~~Judgment ~~other~~or ~~than~~restitution in the ~~consulting~~amount determined pursuant to clause 18(b) in the approximate amount of $74,970 ($100,000 Cdn) plus ~~contracts~~such further amounts as ~~disclosed~~come indue ~~this~~following ~~Annual~~the ~~Report~~filing onof ~~Form~~the ~~10-K~~action; and 4) Interest and costs.

~~Dr. Horst A. Schmid has served as director~~On ~~and~~November ~~Chairman~~30, of2020, the ~~Board~~Defendants offiled ~~Deep~~a ~~Well~~Statement ~~since~~of ~~February~~Defence 6,against ~~2004.~~the ~~Since~~Plaintiff ~~June~~in ~~29,~~the ~~2005,~~Court heof ~~has~~Queen’s ~~been~~Bench ~~the~~of ~~Chief~~Alberta ~~Executive Officer and~~Judicial ~~President~~District of ~~Deep Well~~Calgary. ~~From~~The ~~September~~Defendants ~~1996~~continue to ~~present,~~deny ~~Dr. Schmid has been~~ the ~~director,~~validity ~~President and Chief Executive Officer~~ of ~~Portwest~~the ~~Investment~~Purported ~~Ltd.,~~GORR ~~a private firm, located~~ in ~~Edmonton,~~the ~~Alberta,~~first ~~Canada~~instance. ~~Prior~~As ~~to that~~well, ~~Dr.~~if ~~Schmid~~the ~~spent 15 years as~~Purported ~~Cabinet~~GORR ~~Minister~~was ~~for~~valid, ~~the~~which ~~Government~~is ~~of Alberta and 10 years as Commissioner General for Trade and Tourism for the province of Alberta. During that time~~denied, heit was ~~involved~~not ina ~~numerous~~gross ~~successful~~overriding ~~overseas~~interest, ~~negotiations~~but ~~for~~rather ~~the~~an ~~Alberta~~overriding ~~oil and gas industry~~interest, ~~achieving major~~which ~~contracts~~allowed for ~~Alberta exploration and production service companies. He is~~ the ~~recipient~~ deduction of ~~many~~operating ~~Canadian~~ and ~~international awards~~marketing ~~for his accomplishments~~costs. ~~Dr.~~The ~~Schmid~~Defendants ~~received~~plan anto ~~Honorary~~vigorously ~~Law~~defend ~~Degree~~itself ~~from~~against the ~~University~~Plaintiff’s ~~of Alberta~~claims.

~~Mr.~~December 21,2020, ~~Said~~Northern ~~Arrata~~Alberta ~~has~~Oil ~~served~~Ltd., ~~as director of~~ Deep Well ~~since~~Oil ~~March~~& 8,Gas ~~2011.~~(Alberta) MrLtd. ~~Arrata~~(the is“Third-Party aDefendants”) ~~highly~~filed ~~experienced energy executive who brings~~ a ~~sophisticated understanding~~Statement of ~~energy~~Defence ~~company development~~ to ~~the~~Third ~~Deep~~Party ~~Well~~Claim ~~Board.~~against ~~Mr.~~the ~~Arrata~~Plaintiff isin the ~~chairman~~Court of ~~the~~Queen’s ~~board~~Bench of ~~directors~~Alberta ~~and~~Judicial ~~chief~~District ~~executive officer~~ of ~~Sea Dragon Energy Inc~~Calgary., ~~a firm domiciled in Calgary, Alberta, devoted exclusively to overseas production, and concentrated~~The inremedy ~~Egypt.~~sought Inby ~~2007~~ the ~~company he co~~Third-~~founded,~~Party ~~Centurion~~Defendants ~~Energy,~~is: ~~was sold for $~~1.2) ~~billion~~the toThird-Party ~~Dana~~Defendants ~~Gas~~ask ~~Inc.~~that ~~and~~the ~~Mr.~~Plaintiff’s ~~Arrata~~claim ~~subsequently established~~against ~~Sea~~MP ~~Dragon~~ Energy West ~~Inc.~~Canada ~~Since May of 2007, Mr~~Corp. ~~Arrata~~and ~~has~~Andora ~~been~~Energy aCorporation ~~board~~be ~~member of Dan Gas Inc.~~dismissed, awith ~~company~~costs ~~which~~payable ~~operates oil~~by ~~and~~the ~~gas~~Plaintiff; ~~concessions in Egypt~~ and ~~the Province of Kurdistan~~2.) ~~Reputed~~The ~~as a company~~Third-~~builder,~~Party ~~he focused on building maximum value~~Defendants ~~for~~ask ~~shareholders~~that ~~during~~no ~~his~~costs ~~more~~be ~~than~~payable 40in ~~years~~relation into the oil and gas industry during which he held management and board positions with major oil and gas companies in Canada and overseas. Mr. Arrata holds a B.Sc. degree in Petroleum Engineering along with several postThird-~~graduate~~Party ~~accreditations at various universities in North America and is an active member of several professional engineering and industry associations~~Claim.

~~Mr. Satya Brata Das has served as director~~Andora ofEnergy ~~Deep~~Corporation ~~Well~~vs ~~since~~Northern March 8, 2011. Mr. Satya Brata Das is a seasoned strategist, author, board director and policy guru. Mr. Das’ guidance and counsel is highly valued in the public, private and philanthropic sectors. Mr. Das advised on more than 50 major files for the governments of Canada, Alberta, ~~and~~Oil ~~municipalities~~Ltd. Mr. Das’ private sector engagement ranges from start-ups to listed firms. Building on a distinguished career in journalism in the last quarter of the 20th century, Mr. Das launched his advisory firm Cambridge Strategies Inc. at the turn of the millennium. Mr. Das’ proven skills in integrating the political, economic, societal and ~~cultural~~Deep ~~dimensions~~Well of policy challenges have brought effective results to professional and voluntary endeavours. Mr. Das pioneered values-based public policy, using quantitative measures of citizen values to win social license and widespread societal support. Mr. Das is a frequent commentator and public speaker in both national languages, in media and on stage. A best-selling author, Mr. Das’ books include “Dispatches from a Borderless World”; “The Best Country: Why Canada Will Lead the Future”, “Green Oil: ~~Clean~~& ~~Energy~~Gas ~~for the 21st Century?”~~(Alberta), ~~and “Us”~~Ltd. ~~Mr. Das’ volunteer work is deeply informed with a lifelong commitment to human rights as a way of life, and the principles of human dignity espoused by M.K. Gandhi.~~

~~Mr. Pascal Nodé-Langlois has served~~On ~~as a director of Deep Well since~~ December 43, ~~2013.~~2020, ~~Mr.~~Andora ~~Nodé-Langlois~~Energy isCorporation a(the ~~French~~“Plaintiff”), ~~entrepreneur~~filed ~~with~~ a ~~broad~~Statement ~~experience~~of ~~in banking.~~Claim Inagainst ~~1975,~~Northern heAlberta ~~founded~~Oil inLtd. and ~~Switzerland,~~Deep ~~the~~Well ~~company~~Oil ~~Stock~~& ~~and~~Gas ~~Commodity~~(Alberta) ~~Services~~Ltd. SA (the “~~SCS~~Defendants”). Inin ~~1991,~~the ~~SCS~~Court ~~became Banque~~of ~~SCS~~Queen’s ~~Alliance~~Bench SAof ~~(BSA),~~Alberta aJudicial ~~fully~~District of ~~licensed~~Calgary. ~~Swiss~~The ~~bank~~Company ~~with~~states ~~branches~~that init ~~Switzerland~~was ~~and~~first ~~subsidiaries~~served ~~abroad.~~with Inthis ~~2006,~~Statement ~~after a consistent career~~ of ~~more~~Claim ~~than~~on 30January ~~years as the principal owner~~26, ~~Managing~~2021. ~~Director~~The ~~and~~Plaintiff ~~Chairman~~claims ofthat the Defendants ~~Board~~owe ofthe ~~BSA~~Plaintiff $100,316 (~~previously SCS)~~$133,808 ~~Mr.~~Cdn) ~~Nodé-Langlois~~for ~~sold~~unpaid ~~his~~joint ~~stake~~interest ~~in the bank~~billings. InThe ~~2007,~~Plaintiff heseeks: ~~founded~~1.) aJudgment, ~~new~~or ~~financial boutique~~alternatively damages, in ~~Luxembourg:~~the ~~Voltaire Group~~amount ~~SA.~~of ~~This~~the ~~company~~indebtedness, ~~operates~~or assuch afurther ~~holding~~amounts ~~company.~~as Itmay ~~acquires~~be ~~majority~~due ~~participations~~ and~~/or~~ ~~creates~~owing ~~operating~~as ~~companies~~at ~~with~~ the ~~aim~~date toof ~~cover~~trail; a2.) ~~large~~Interest ~~portion of~~ on the ~~different~~amount ~~financial~~found ~~services corresponding~~ to ~~the~~be ~~field~~owing; ~~of expertise that Mr~~3.) ~~Nodé-Langlois developed~~Costs ~~during~~of ~~his~~this ~~previous~~action; ~~activity~~and ~~in banking~~4.) ~~Its~~Such ~~main~~further ~~present~~and ~~participation~~other isrelief ~~PARfinance~~as ~~SA,~~counsel amay ~~Swiss~~advise ~~registered~~and ~~wealth~~the ~~management~~court deems ~~company~~just.

38On February 17, 2021, the Defendants filed a Statement of Defence against the Plaintiff in the Court of Queen’s Bench of Alberta Judicial District of Calgary. The Defendants claimed that the Plaintiff owes monies to the Defendants for leases operated by the Defendants, and that the Defendants have a right to off-set costs against any monies that may be owed to the Plaintiff’s.

Mr. Colin P. Outtrim has served as director of Deep Well since November 17, 2014. Mr. Outtrim is a highly experienced petroleum engineer bringing with him extensive reservoir appraisal knowledge to the Company. Mr. Outtrim has over 40 years of experience in the global petroleum reserves and resources industry and has conducted and or participated in several hundred reservoir engineering and economic evaluation projects covering oil, gas and geothermal properties in all parts of the world having asset values from between one million to 20 billion dollars. Early in his career he worked with the Alberta Government Energy Resources and Conversation Board (now known as the Alberta Energy Regulator or “AER”) as a Reserves Engineer assessing the Alberta oil sands, at which time he also published and co-authored a paper entitled “The Oil Sands Reserves of Alberta”. From 1992 to 2004, he was the co-founder, President and CEO of Outtrim Szabo Associates Ltd. which served petroleum companies undertaking energy developments around the world. In 2004, Outtrim Szabo Associates Ltd. was acquired by DeGolyer and Mr. Outtrim became president and a director of DeGolyer until his retirement in 2012. From 2008 to 2012, the Company engaged DeGolyer to prepare the Company’s independent reserves and resources analysis reports, at which time Mr. Outtrim was providing independent consulting engineering services to the Company through DeGolyer. His career has provided him broad experience reporting to audit committees as a “qualified reserves evaluator and auditor”. He is one of a few expert members from around the world selected to sit on and serve as a technical member of the Experts Group sub-committee on the United Nations Economic Commission for Europe, the United Nations Framework Classification for the standardization of petroleum reserves and resource definitions, and has recently completed a three-year term on the board of trustees of the Society of Petroleum Engineers Canadian Educational Trust Fund as trustee and treasurer. He is currently serving as director and reserves audit committee chairman of CaiTerra International Energy Corporation and currently provides reservoir engineering advisory services to Tallahassee Resources Inc. He is also the past chairman of the Petroleum Society of the Canadian Institute of Mining. Mr. Outtrim holds a Bachelor of Applied Science in Geological Engineering from the University of British Columbia and is a registered Petroleum Engineer. Mr. Outtrim completed his professional qualifications at the highest level with the Institute of Corporate Directors (“ICD”) and attained his ICD.D designation.39

~~Mr.~~On March ~~David~~18, ~~Roff~~2021, ~~has~~Andora ~~served~~Energy asCorporation a(the ~~director~~“Plaintiff”), filed an Application for Summary of Judgment and Affidavit to support the Application for Summary of Judgment against Northern Alberta Oil Ltd. and Deep Well ~~since~~Oil ~~April~~& 3,Gas ~~2006.~~(Alberta) MrLtd. ~~Roff~~(the is“Defendants”) in the ~~Vice~~Court ~~President,~~of ~~Business~~Queen’s ~~Development~~Bench atof ~~Cranson~~Alberta ~~Capital,~~Judicial anDistrict ~~Exempt~~of ~~Market~~Calgary. ~~Dealer a~~The ~~position~~Plaintiff heseeks ~~has~~the ~~held~~repayment ~~since~~of ~~Sept~~outstanding ~~2017.~~joint Heinterest billings ispursuant ~~also~~to a ~~real~~joint ~~estate~~operating ~~advisor~~agreement tobetween ~~Globalive~~the ~~Capital~~parties a(the ~~position~~“JOA”). heThe ~~has~~Plaintiff ~~held~~seeks ~~since~~an ~~April~~Order granting the ~~2015~~following relief: 1.) ~~Globalive~~summary ~~Capital~~judgment isin afavour ~~family~~of ~~office.~~Plaintiff Mras ~~Roff~~against isthe ~~also~~Defendant ~~co-president~~Northern ofAlberta ~~Brave~~Oil ~~Investment~~Ltd. ~~Corporation,~~in athe ~~private~~amount ~~consulting~~of $98,367 ~~and~~($131,209 ~~investment~~Cdn); ~~company~~2.) ~~and~~summary ~~has~~judgment ~~held~~in ~~this~~favour ~~position~~of ~~since~~Plaintiff ~~2001.~~as Hethe ~~has~~Defendant ~~over~~Deep ~~twenty~~Well ~~years~~Oil ~~experience~~& ~~investing~~Gas (Alberta) Ltd. in, ~~building~~the ~~and~~amount ~~operating~~of ~~companies.~~$14,777 Mr($19,710 Cdn); 3.) ~~Roff~~interest ison athe ~~Chartered~~amounts ~~Professional~~pursuant ~~Accountant~~to ~~and~~the ~~obtained~~contractual ~~his~~interest ~~designation~~rate ~~while~~prescribed ~~working~~by atthe ~~Coopers~~JOA, &or ~~Lybrand~~alternatively, ~~Consulting.~~pursuant Heto ~~also~~the ~~has~~Judgement aInterest BAct RSA 2000, c J-1; 4.A.) ~~degree~~costs ~~from~~of ~~the~~this ~~University~~Action, including costs of ~~Western~~this ~~Ontario.~~Application, ~~Mr.~~on ~~Roff~~such basis aas ~~director~~the ofCourt ~~Findev~~deems ~~(FDI~~appropriate; and 5.) such further and other relief as counsel may advices and the Court may deem just.

~~Mr. Curtis James Sparrow has served as~~On ~~director~~June ~~of Deep Well since February 6~~21, ~~2004. Mr. Sparrow has also been the Chief Financial Officer~~2021, ~~Corporate Secretary and Treasurer of Deep Well. Since~~ the ~~mid-1980s,~~Defendants ~~Mr.~~filed ~~Sparrow~~an ~~has~~Affidavit ~~been~~against ~~a self-employed management consultant specializing in~~ the ~~natural~~Plaintiff’s ~~resource sector.~~application ~~Mr.~~for ~~Sparrow~~an ~~has~~order ~~been involved in the oil and gas industry in various capacities~~ for ~~over~~Summary 38of ~~years.~~Judgment ~~He has held directorships~~against ~~and~~the ~~senior~~Defendants ~~officer positions with junior exploration and development companies before becoming a self-employed consultant. He has also participated~~ in the ~~marketing~~Court ~~side~~ of ~~the~~Queen’s ~~oil~~Bench ~~and~~of ~~gas~~Alberta ~~industry,~~Judicial ~~and~~District ~~was part~~ of ~~an acquisition team formed to assess and develop a bid for a multi-billion dollar integrated oil company~~Calgary. ~~His~~The ~~experience~~Defendants ~~also~~claim ~~includes~~that ~~corporate~~the ~~and~~Plaintiff ~~project management~~owes $128,597 ~~international businesses and mining. Mr. Sparrow is a National Association of Corporate Directors~~ (~~“NACD”~~$171,531 Cdn) ~~Governance Fellow. He has demonstrated his commitment~~ to ~~boardroom~~the ~~excellence~~Defendants byfor, ~~completing~~but ~~NACD’s~~are ~~comprehensive~~not ~~program~~limited ofto, ~~study~~ for ~~corporate directors.~~expenses Heincurred ~~supplements~~on ~~his~~leases ~~skill~~operated ~~sets~~by ~~through ongoing engagement with~~ the ~~director community~~Defendants, and ~~access to leading practices.~~ ~~The~~that ~~NACD is~~ the ~~recognized~~Defendants ~~authority~~have ~~focused~~a onright ~~advancing~~to ~~exemplary~~off-set ~~board~~costs ~~leadership~~against ~~and~~any ~~establishing~~monies ~~leading~~that ~~boardroom~~may ~~practices. Mr.~~be ~~Sparrow~~owed ~~received~~to ~~his~~the ~~Bachelor of Science Degree in Engineering and Master~~Plaintiff’s ~~Degree in Business Administration from the University of Alberta~~. Mr. Sparrow is also a registered Professional Engineer a member of the Association of Professional Engineers and Geoscientists of Alberta (APEGA), the Society of Petroleum Engineers (SPE), and the American Finance Association (AFA).

~~Mr. Malik Youyou has served as director~~On ofJune ~~Deep~~22, ~~Well since August 20~~2021, ~~2008.~~upon ~~Mr. Youyou is~~ an ~~experienced~~application ~~international~~by ~~entrepreneur,~~the ~~investor~~Plaintiff ~~and~~for ~~director~~an oforder ~~several~~for ~~companies. With~~Summary ~~more than three decades~~ of ~~business~~Judgment ~~experience~~against inthe ~~highly~~Defendants ~~competitive~~and ~~global~~upon ~~markets,~~the ~~beginning~~Court inreviewing the ~~his~~Affidavits ~~native~~filed ~~France,~~by ~~Mr.~~the ~~Youyou brings~~Plaintiff aand ~~strong~~Defendants ~~international~~and ~~perspective~~upon tohearing ~~Deep~~counsel ~~Well's~~for ~~Board.~~the ~~Mr.~~Plaintiff ~~Youyou has created~~ and ~~led~~counsel ~~several~~for ~~companies~~the ~~involved~~Defendants, in the Court ~~development,~~denied ~~branding,~~the ~~and~~Plaintiff’s ~~marketing~~order offor ~~luxury~~a ~~goods~~Summary ~~from~~of ~~leading~~Judgment ~~international~~against ~~houses~~the Defendants.

~~Family~~The Defendants ~~Relationships~~deny the Plaintiff’s claim regarding all of the monies which are claimed to be owed to the Defendants by the Plaintiff. The Defendants plan to vigorously defend itself against the Plaintiff’s claims, but has provided for some of the claimed amounts in the Company’s books.

~~There~~Common Stock ~~are~~Issued ~~no family relationships among the directors~~ and ~~executive officers of our Company.~~Outstanding

~~Involvement~~As previously disclosed in ~~Certain~~the ~~Legal~~Company’s ~~Proceedings~~Annual Report on Form 10-K for the year ending September 30, 2019, between June 8 to 10, 2018, five directors, two contractors and one employee of the Company, exercised a total of 3,150,000 option shares at an exercise price of $0.05 by way of a cashless exercise to acquire a total of 899,998 common shares of the Company. On June 19, 2018, one director of the Company acquired 300,000 common shares of the Company upon exercising stock options, at an exercise price of $0.05 per common share for total gross proceeds to the Company of $15,000. All of the stock certificates from the exercise of these stock options are held in escrow upon final approval and release by Management of the Company. Subsequently, on June 8, 2021, Management of the Company determined that the conditions to issue the common shares were not met and 1,199,998 common shares previously exercised in June of 2018 will be returned to treasury and $15,000 will be booked as a loan from one director.

~~The following does not describe any past~~Farmout ~~legal~~Agreement ~~proceeding to which Deep Well or its subsidiaries are a party. In the past ten years:~~

NoIn accordance ~~bankruptcy~~with ~~petition~~the ~~has~~Farmout ~~been~~Agreement ~~filed~~the byCompany entered into on July 31, 2013, the Farmee is required to provide up to $30,000 per ormonth ~~against~~to ~~any~~cover ~~business~~the Company’s monthly administrative expenses. Since March of ~~which~~2020, ~~any~~the ~~current~~Farmee ~~director~~has ~~was~~been adelinquent ~~general~~in ~~partner~~making orits monthly ~~executive~~payments ~~officer~~in ~~either~~full atto the ~~time~~Company. Currently the Farmee has only been paying about half of the ~~bankruptcy~~$30,000 per month payments to the orCompany ~~within~~late ~~two~~and ~~years~~not ~~prior~~on toa ~~that~~consistent ~~time~~monthly basis. To date the Farmee owes the Company approximately $345,000 in administrative costs as required by the Farmout Agreement.

~~No current director has been convicted in a criminal proceeding and is not subject to a pending criminal proceeding (excluding traffic violations and other minor offenses).~~40

39ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

NoDuring ~~current~~the ~~director~~fiscal ~~has~~year ~~been~~ended ~~the~~September ~~subject to~~30, ~~any order~~2019, there ~~judgment~~were orno ~~decree~~changes in, ~~not~~or ~~subsequently~~disagreements ~~reversed~~with, ~~suspended~~our orindependent ~~vacated,~~accountant ofon ~~any~~accounting ~~court~~and offinancial ~~competent~~disclosure ~~jurisdiction,~~matters. ~~permanently~~During the orfiscal ~~temporarily~~year ~~enjoining~~ended September 30, ~~barring~~2020, ~~suspending~~our orindependent ~~otherwise~~accountant ~~limiting~~reviewed ~~his~~without ~~involvement~~audit inour ~~any~~interim ~~type~~condensed ofconsolidated ~~business,~~financial ~~securities~~statements for orthe ~~banking activities~~period ending December 31, 2019.

NoEven ~~current~~though ~~director~~our ~~has~~Company ~~been~~engaged ~~the~~our ~~subject~~independent ofaccountant ~~any~~on ~~order~~January 20, ~~judgment~~2020, orour ~~decree,~~Company’s ~~not~~independent ~~subsequently~~auditor ~~reversed,~~has ~~suspended~~not orperformed ~~vacated,~~an audit of ~~any~~our ~~Federal~~consolidated orfinancial ~~State~~statements for ~~authority~~the ~~barring~~year ended September 30, ~~suspending or~~2020, ~~otherwise~~in ~~limiting~~accordance with standards established by the Public Company Accounting Oversight Board (United States) (“PCAOB”) for ~~more~~an ~~than~~audit 60of ~~days~~annual financial statements by an entity’s auditor. Our accompanying unaudited consolidated financial statements for the ~~right~~year ofended ~~such~~September ~~person~~30, to2020, ~~engage~~included in ~~any~~this ~~activity~~Annual ~~described~~Report inon ~~paragraph~~Form-10K, ~~(f)(3)(i)~~have been prepared inhouse by our Company and are the responsibility of ~~section~~our ~~229~~Company’s management.~~401~~ Due to financial constraints and the expense of ~~Regulation~~an ~~S-K~~audit, orour Company was unable to becomplete ~~associated~~its engagement with ~~persons~~our ~~engaged~~independent inaccountant ~~any~~to ~~such~~perform ~~activity~~an audit of our consolidated financial statements for the year ended September 30, 2020.

NoITEM ~~current~~9A. ~~director~~CONTROLS ~~has~~AND ~~been found by a court of competent jurisdiction in a civil action or by the SEC to have violated a Federal or State securities law that has not been reversed, suspended, or vacated.~~PROCEDURES

NoDisclosure ~~current~~Controls ~~director~~and has been found by a court of competent jurisdiction in a civil action or by the Commodity Futures Trading Commission to have violated any Federal commodities law that has not been subsequently reversed, suspended or vacated.Procedures

NoAs ~~current~~of ~~director~~the ~~has~~end ~~been~~of the ~~subject~~fiscal year ended September of30, or2020, aan ~~party~~evaluation ~~to,~~of ~~any~~the ~~Federal~~effectiveness orof ~~State~~our ~~judicial~~“disclosure orcontrols ~~administrative~~and ~~order,~~procedures” ~~judgment,~~(as ~~decree,~~such orterm ~~finding,~~is ~~not~~defined ~~subsequently~~in ~~reversed,~~Rules ~~suspended~~13a-15(e) orand ~~vacated,~~15d-15(e) ~~relating~~under tothe anExchange ~~alleged~~Act) ~~violation~~was carried out under the supervision and with the participation of ~~any~~our ~~federal~~principal orexecutive officer ~~state~~and ~~securities~~principal orfinancial ~~commodities~~officer. ~~law~~Based orupon ~~regulation;~~that ~~any~~evaluation and specifically due to the fact that our Company was late in filing ~~law~~our orAnnual ~~regulation~~Report ~~respecting~~on Form 10-K for the year ended September 30, 2020, our principal executive officer and principal financial ~~institutions~~officer have orconcluded ~~insurance~~that ~~companies~~as ~~including~~of the end of that fiscal year, ~~but~~our disclosure controls and procedures were not ~~limited~~effective to, aensure ~~temporary~~that ~~or permanent~~information ~~injunction,~~required ~~order~~to orbe ~~disgorgement~~disclosed orby ~~restitution,~~us ~~civil~~in ~~money~~reports ~~penalty~~that orwe ~~temporary~~file or ~~permanent~~submit ~~cease-and-desist~~under ~~order~~the Exchange Act is (i) recorded, orprocessed, ~~removal~~summarized and reported orwithin ~~prohibition~~the ~~order;~~time orperiods ~~any~~specified ~~law~~in orSEC ~~regulation~~rules ~~prohibiting~~and ~~mail~~forms orand ~~wire~~(ii) ~~fraud~~accumulated orand ~~fraud~~communicated into ~~connection~~our ~~with~~management, ~~any~~including ~~business~~our ~~entity~~principal executive officer and principal financial officer, to allow timely decisions regarding required disclosure.

NoIt ~~current~~should ~~director~~be ~~has~~noted ~~been~~that ~~the~~while ~~subject~~our principal executive ~~of,~~officer orand principal financial officer believe that our disclosure controls and procedures provide a ~~party~~reasonable ~~to,~~level ~~any~~of ~~sanction~~assurance orthat they ~~order~~are effective, they do not ~~subsequently~~expect ~~reversed,~~that ~~suspended~~our disclosure controls and procedures or ~~vacated,~~internal ofcontrol ~~any~~over ~~self-regulatory~~financial ~~organization,~~reporting will prevent ~~any~~all ~~registered~~errors ~~entity,~~and orfraud. ~~any~~A ~~equivalent~~control ~~exchange~~system, ~~association,~~no ~~entity~~matter how well conceived or ~~organization~~operated, ~~that~~can ~~has~~provide ~~disciplinary~~only ~~authority~~reasonable, ~~over~~not ~~its~~absolute, assurance ~~members~~that orthe ~~persons~~objectives ~~associated~~of ~~with~~the acontrol ~~member~~system are met.

~~Section 16 (a) Beneficial Ownership Reporting Compliance~~41

~~Based~~Management’s ~~solely~~Annual onReport the review of Forms 3 and 4 received by us during the September 30, 2019 fiscal year, as required under Section 16(a)(2) of the Exchange Act, all of our directors and officers reported all their transactions as required on aInternal ~~Form~~Control 4,Over ~~on a timely basis.~~Financial Reporting

~~Code~~Our management is responsible for establishing and maintaining adequate internal control over financial reporting (as such term is defined in Rule 13a-15(f) under the Exchange Act) to provide reasonable assurance regarding the reliability of ~~Ethics~~our financial reporting and consolidated financial statements for external purposes in accordance with U.S. generally accepted accounting principles.

Our ~~Company~~management, ~~has~~which ~~adopted~~included ~~a formal Code of Business Conduct and Ethics policy governing~~ our principal executive officer, and principal financial officer, ~~principal~~assessed ~~accounting officer~~our orinternal ~~controller,~~control orover ~~persons~~financial ~~performing~~reporting ~~similar~~as ~~functions,~~of ~~including~~September ~~our directors and employees~~30, to2020. ~~promote~~This ~~honest and ethical~~assessment ~~conduct,~~was ~~full,~~based ~~fair,~~on ~~accurate,~~criteria ~~understandable~~for ~~and~~effective ~~timely~~internal ~~disclosure~~control inover ~~our~~financial ~~reports~~reporting todescribed in the ~~SEC,~~internal ~~and~~control ~~compliance~~integrated ~~with~~framework ~~applicable governmental~~issued ~~laws,~~by ~~rules~~the ~~and~~Committee ~~regulations. A copy~~ of ~~our~~Sponsoring ~~Code~~Organizations of ~~Business~~the ~~Conduct~~Treadway ~~and~~Commission. ~~Ethics~~Based ~~policy~~on ~~may~~this ~~be obtained~~assessment, ~~free of charge, from~~ our ~~website~~ atmanagement ~~www.deepwelloil.com~~concluded that, oras ~~by written request addressed to the Corporate Secretary~~ of September ~~Deep Well Oil & Gas~~30, ~~Inc.~~2020, ~~Suite 700,~~our ~~10150~~internal –control ~~100~~over ~~Street~~financial ~~NW,~~reporting ~~Edmonton,~~was ~~Alberta,~~not ~~T5J 0P6~~effective, ~~Canada.~~which ~~Incorporated~~was bydue ~~reference,~~to asthe ~~Exhibit~~fact ~~14.1,~~that isour aCompany ~~copy~~was oflate ~~our~~in ~~Code~~filing ofour ~~Business~~Annual ~~Conduct~~Report ~~and~~on ~~Ethics~~Form ~~policy~~10-K ~~filed~~for ~~with~~ the ~~SEC~~year onended ~~January~~September 1330, ~~2015~~2020.

~~Corporate~~Attestation ~~Governance~~Report of the Independent Registered Public Accounting Firm

~~Director~~We ~~Independence~~are a smaller reporting and emerging growth company within the meaning of Rule 12b-2 under the Exchange Act. Therefore, this Annual Report is not required to include an attestation report of our independent registered public accounting firm, with respect to our internal control over financial reporting.

~~Our~~Changes ~~Board~~in ~~with~~Internal ~~the~~Control ~~assistance~~Over of management, reviews and determines director independence requirements for each director, based on the NASDAQ standards for director independence as set forth by the NASDAQ Stock Market Rule 5605(a)(2) and pursuant to Rule 10A-3 of the Exchange Act of 1934. Our Board determined that as of September 30, 2019 and 2018, the Company’s Board consisted of five independent and three non-independent directors. It was determined that Dr. Horst A. Schmid and Mr. Curtis Sparrow, who serve as directors of our Company, are not independent because they serve our Company as President and CEO and Chief Financial Officer, respectively. It was also determined that Mr. Malik Youyou, who serves as a director of our Company, is not independent because he owns a controlling interest of our Company’s issued and outstanding common stock. The directors of our Company, when they became directors and our Company’s opinion as to each director’s independence are as follows:Reporting

Name	Year Appointed	Director Independence
Dr. Horst A. Schmid	2004	Non-independent director – Chairman of the Board
Mr. Said Arrata	2011	Independent director
Mr. Satya Brata Das	2011	Independent director
Mr. Pascal Nodé-Langlois	2013	Independent director
Mr. Colin P. Outtrim	2014	Independent director
Mr. David Roff	2006	Independent director
Mr. Curtis Sparrow	2004	Non-independent director
Mr. Malik Youyou	2008	Non-independent director

There was no change in our internal controls over financial reporting during the year end covered by this Annual Report on Form 10-K that materially affected, or is reasonably likely to materially affect, our internal controls over financial reporting.

40ITEM 9B. OTHER INFORMATION

~~Corporate~~Our ~~Governance~~Company ~~and~~reported ~~Nominating~~all information that was ~~Committee~~required to be disclosed on Form 8-K during the fourth quarter of the fiscal year ended September 30, 2020, as covered by this Annual Report, except for the following:

~~Provisionally~~On ~~our~~July ~~entire~~28, ~~Board~~2020, ~~which~~Mr. ~~has~~ Said Arrata, a ~~majority~~member of the ~~independent~~Board ~~directors,~~of ~~will~~Directors ~~act~~of ~~and~~Deep ~~fulfill~~Well ~~the~~since ~~role~~March of ~~the~~2011, ~~Corporate~~informed ~~Governance~~Deep Well that he was retiring; and ~~Nominating~~therefore ~~committee.~~he ~~This~~would ~~committee~~also be retiring ~~currently~~from ~~does~~Deep Well’s Board. Mr. Arrata did not ~~have~~advise aDeep ~~specific~~Well ~~policy~~of inany ~~place~~disagreement with ~~respect~~Deep Well on any matter relating to ~~evaluating~~Deep ~~candidates~~Well’s ~~for~~operations, ~~director~~policies, ~~nominees~~or atpractices. ~~this~~On ~~time~~July 28, 2020, Deep Well acknowledged and accepted Mr. Arrata’s resignation.

~~Any~~ ~~shareholder~~ITEM ~~proposals~~9C toDISCLOSURE beREGARDING ~~presented at~~FOREIGN ~~our~~JURISDICTIONS ~~next~~THAT ~~annual~~PREVENT meeting of shareholders (including the inclusion of shareholder director nominees) must be given in writing to our Company, along with proof of ownership of our stock in accordance with Rule 14a-8(b)(2), and received at our Company’s principal executive office, located at Suite 700, 10150 – 100 Street NW, Edmonton, Alberta, T5J 0P6. Any such proposal must comply with the rules pursuant to Rule 14a-8 under the Exchange Act and in accordance with our Company’s Bylaws. Our Company reserves the right to reject, rule out of order or take other appropriate action with respect to any proposal that does not comply with these and other applicable requirements, including conditions set forth in our bylaws and conditions established by the SEC. If our Company has its shareholder meeting by way of resolution any complying proposal will be considered at that time. It is recommended that shareholders submitting proposals direct them to our Corporate Secretary and utilize certified mail return receipt requested in order to provide proof of timely receipt. Copies of the bylaws are available by writing to our Company at the mailing address above or downloading them as previously filed on September 3, 2009 with the SEC on Form 8-K.INSPECTIONS

~~Audit~~Not ~~Committee~~applicable.

Provisionally our entire Board, which has a majority of independent directors, will act and fulfill the role of the Audit committee. Of our eight directors serving on our Board, Dr. Horst A. Schmid, Mr. Curtis Sparrow and Mr. Malik Youyou have been determined by our Board not to be independent directors under director independence standards noted above. Our Board has determined that Mr. David Roff, as a director of our Company, is independent and is also recognized as an audit committee financial expert. Mr. Roff is a Chartered Professional Accountant, with a B.A. degree from the University of Western Ontario, and he worked as an auditor from 1995 to 1998.42

~~Compensation~~PART ~~Committee~~III

~~Provisionally~~ITEM ~~our entire Board, which has a majority of independent directors, will act and fulfill the role of our Compensation committee~~10. ~~Of our eight directors serving on our Board~~DIRECTORS, ~~Dr.~~EXECUTIVE ~~Horst~~OFFICERS A.AND ~~Schmid,~~CORPORATE Mr. Curtis Sparrow and Mr. Malik Youyou have been determined by our Board not to be independent directors under director independence standards noted above. During the September 30, 2019 fiscal year Dr. Horst A. Schmid and Mr. Curtis Sparrow served as officers of our Company.GOVERNANCE

OnDirectors orand ~~about~~Executive ~~July 31, 2018, a majority of shareholders approved by written consent, on a non-binding basis, the compensation paid to our Company's named executive officers.~~Officers

~~Reserves~~As of September 30, 2020, the directors and ~~Resources~~executive ~~Committee~~officers of Deep Well are as follows:

On January 3, 2015, our Board appointed a Reserves and Resources Committee consisting of four Board members, three of which are independent. Our Board appointed the following Directors: Mr. Said Arrata, Mr. Colin Outtrim, Mr. David Roff and Mr. Curtis Sparrow to serve on this committee and Mr. Colin Outtrim was appointed as chairman of the committee. Of our four members serving on this committee it was determined by our Board that Mr. Curtis Sparrow is not an independent member or director under director independence standards noted above.

Name	Age	Director Since	Position/Office
Dr. Horst A. Schmid	87	2004	Director and Chairman of the Board, President and Chief Executive Officer
Mr. Satya Brata Das	64	2011	Director
Mr. Pascal Nodé-Langlois	73	2013	Director
Mr. Colin P. Outtrim	70	2014	Director
Mr. Curtis James Sparrow	63	2004	Director and Chief Financial Officer, Corporate Secretary and Treasurer
Mr. Malik Youyou	67	2008	Director

~~The~~Biographies ~~purpose~~ of ~~this~~Directors ~~committee is to assist our Board in monitoring: (i) the integrity of the independent reserves~~ and ~~resources~~Executive ~~estimates and related U.S. and Canadian regulatory disclosures of our Company; and (ii) the qualifications and independence of the independent reservoir engineers, geologists and geophysicists.~~Officers

~~Our~~Brief ~~Company’s~~biographies ~~reserves, if any, and/or resources data and estimates are prepared by independent examination and evaluation~~ of ~~our~~the ~~Company’s~~directors ~~production data, reservoir pressure data, logs, geological data,~~ and ~~offset analogies in compliance with SEC definitions and guidance and in accordance with~~executive ~~generally~~officers ~~accepted~~of ~~petroleum~~Deep ~~engineering~~Well ~~principles. The technical persons employed by the independent reserves evaluators~~ are ~~required~~ ~~to meet the requirements regarding qualifications, independence, objectivity and confidentiality~~ set forth inbelow. ~~the~~All ~~“Standards Pertaining~~directors tohold ~~the~~office ~~Estimating~~until ~~and Auditing of Oil and Natural Gas Reserves Information” promulgated by~~ the ~~Society~~next ~~of Petroleum Engineers. Our Company~~shareholders’s ~~independent~~meeting ~~reserves~~or ~~evaluators~~until ~~are~~their ~~provided~~death, resignation, ~~full~~retirement, ~~access~~removal, todisqualification ~~complete~~or ~~and~~until ~~accurate~~their ~~information~~successors ~~pertaining to~~have ~~our~~been ~~Company’s~~elected ~~properties,~~ and ~~to all applicable personnel of our Company~~qualified. ~~Our~~Vacancies ~~Company’s~~in ~~reserves,~~the ~~if any, and/or~~existing ~~resources~~Board ~~estimates~~may ~~and~~be ~~process~~filled ~~for developing such estimates are reviewed~~ by ~~our~~majority ~~Company’s~~vote ~~current~~of ~~Reserves~~the ~~and~~remaining ~~Resources Committee and approved by management~~directors. ~~Management~~Officers ~~on behalf~~ of our ~~Board~~Company ~~ensures~~serve ~~compliance~~at ~~with SEC disclosure and internal control requirements along with verifying~~ the ~~independence~~will of ~~all~~the ~~third-party consultants~~Board. ~~Our~~As ~~Company’s~~of ~~management is ultimately~~September ~~responsible for reserves~~30, ~~if any~~2020, ~~and~~there orwere ~~resources~~no ~~estimates~~written ~~and~~employment ~~reserves~~contracts ~~disclosures~~outstanding ~~and~~for ~~ensuring~~officers, ~~that~~other ~~they~~than ~~are~~the inconsulting ~~accordance with~~contracts ~~the~~as ~~applicable~~disclosed ~~regulatory~~in ~~requirements~~this Annual ~~and~~Report ~~industry~~on ~~standards~~Form ~~and practices~~10-K.

41Dr. Horst A. Schmid has served as director and Chairman of the Board of Deep Well since February 6, 2004. Since June 29, 2005, he has been the Chief Executive Officer and President of Deep Well. From September 1996 to present, Dr. Schmid has been the director, President and Chief Executive Officer of Portwest Investment Ltd., a private firm, located in Edmonton, Alberta, Canada. Prior to that, Dr. Schmid spent 15 years as Cabinet Minister for the Government of Alberta and 10 years as Commissioner General for Trade and Tourism for the province of Alberta. During that time, he was involved in numerous successful overseas negotiations for the Alberta oil and gas industry, achieving major contracts for Alberta exploration and production service companies. He is the recipient of many Canadian and international awards for his accomplishments. Dr. Schmid received an Honorary Law Degree from the University of Alberta.

~~ITEM~~On 11July 28, 2020, Mr. ~~EXECUTIVE~~Said ~~COMPENSATION~~Arrata, a member of the Board of Directors of Deep Well since March of 2011, informed Deep Well that he was retiring; therefore he would also be retiring from Deep Well’s Board. Mr. Arrata did not advise Deep Well of any disagreement with Deep Well on any matter relating to Deep Well’s operations, policies, or practices. On July 28, 2020, Deep Well acknowledged and accepted Mr. Arrata’s resignation.

OnMr. ~~July~~Satya ~~31,~~Brata ~~2018,~~Das ahas ~~majority~~served ofas ~~our~~director ~~shareholders~~of ~~approved~~Deep onWell ansince ~~advisory~~March ~~basis~~8, ~~the~~2011. ~~compensation~~Mr. ~~paid~~Satya toBrata ~~the~~Das ~~Company’s~~is ~~named~~a ~~executive~~seasoned ~~officers~~strategist, ~~(also~~author, ~~known~~board asdirector ~~“Say-on-Pay”)~~and policy guru. Mr. Das’ guidance Atand counsel is highly valued in the ~~Company’s~~public, ~~2013~~private ~~general~~and ~~meeting~~philanthropic ofsectors. ~~shareholders~~Mr. ~~held~~Das advised on ~~September~~more 17than 50 major files for the governments of Canada, ~~2014~~Alberta, aand ~~majority~~municipalities. ofMr. ~~our~~Das’ ~~shareholders~~private ~~approved~~sector engagement ranges from start-ups to listed firms. Building on a distinguished career in journalism in the ~~frequency~~last quarter of ~~which~~the to20th ~~hold~~century, ~~the~~Mr. ~~say-on-pay~~Das launched his advisory ~~vote~~firm onCambridge ~~the~~Strategies ~~compensation~~Inc. at ~~paid~~the toturn of the ~~Company~~millennium. Mr. Das’s ~~named~~proven ~~executive~~skills ~~officers~~in integrating the political, economic, societal and cultural dimensions of bepolicy ~~every~~challenges ~~three~~have ~~years~~brought effective results to professional and voluntary endeavours. ~~This~~Mr. ~~non~~Das pioneered values-~~binding~~based ~~“Frequency~~public ~~Vote”~~policy, using ~~must~~quantitative bemeasures ~~considered~~of bycitizen ~~our~~values ~~Company’s~~to ~~shareholders~~win atsocial ~~least once~~license ~~every~~and ~~six~~widespread ~~years~~societal support. WeMr. ~~will~~Das ~~have~~is ~~another~~a ~~non-binding~~frequent ~~vote~~commentator and onpublic ~~the~~speaker ~~frequency~~ in ~~which~~both tonational ~~hold~~languages, anin ~~advisory~~media ~~vote~~and on ~~compensation paid~~stage. toA ~~our~~best-selling ~~Company~~author, Mr. Das’s ~~named~~books ~~executive~~include ~~officers~~“Dispatches from ~~within~~a ~~six~~Borderless ~~years~~World”; ~~from~~“The Best Country: Why Canada Will Lead the ~~last~~Future”, ~~vote~~“Green ~~held~~Oil: onClean ~~September~~Energy 17for the 21st Century?”, ~~2014~~and “Us”. Mr. Das’ volunteer work is deeply informed with a lifelong commitment to human rights as a way of life, and the principles of human dignity espoused by M.K. Gandhi.

~~Summary Compensation Table~~43

~~The~~Mr. ~~following~~Pascal ~~table~~Nodé-Langlois ~~provides~~has ~~information~~served as ~~about~~a ~~the~~director ~~compensation~~of ~~paid~~Deep toWell since December 4, ~~earned~~2013. orMr. ~~received~~Nodé-Langlois ~~during~~is a French entrepreneur with a broad experience in banking. In 1975, he founded in Switzerland, the ~~two~~company ~~fiscal~~Stock ~~years~~and ~~ended~~Commodity ~~September~~Services 30SA (“SCS”). In 1991, ~~2019~~SCS became Banque SCS Alliance SA (BSA), a fully licensed Swiss bank with branches in Switzerland and ~~September~~subsidiaries abroad. In 2006, after a consistent career of more than 30 years as the principal owner, ~~2018~~Managing Director and Chairman of the Board of BSA (previously SCS), Mr. Nodé-Langlois sold byhis stake in the ~~executive~~bank. ~~officers~~In ~~listed~~2007, ~~below~~he (founded a new financial boutique, in Luxembourg: Voltaire Group SA. This company operates as a holding company. It acquires majority participations and/or creates operating companies with the ~~“Named~~aim ~~Executive~~to ~~Officers”)~~cover a large portion of the different financial services corresponding to the field of expertise that Mr. Nodé-Langlois developed during his previous activity in banking. Its main present participation is PARfinance SA, a Swiss registered wealth management company.

Executive Compensation Summary
Name and Principal Position	Fiscal Year Sept. 30	Fee			Bonus		Stock Awards		Option Awards		Non-Equity Incentive Plan Compensation		Non-qualified Deferred Compensation Earnings		All Other Compensation			Total
Dr. Horst A. Schmid (1)	2019	$	–	(2)	$	–	$	–	$	–	$	–	$	–	$	4,591	(2)	$	4,591	(5)
President and	2018	$	–	(2)	$	–	$	–	$	–	$	–	$	–	$	9,589	(2)	$	9,589	(5)
Chief Executive Officer
Mr. Curtis Sparrow (3)	2019	$	135,666	(4)	$	–	$	–	$	–	$	–	$	–	$	3,176	(4)	$	138,842	(5)
Chief Financial Officer	2018	$	140,274	(4)	$	–	$	–	$	–	$	–	$	–	$	5,164	(4)	$	145,438	(5)

~~(1)~~On ~~Dr.~~May ~~Horst~~11, A2020, Mr. ~~Schmid~~David ~~has~~Roff, ~~served~~a ~~our~~member ~~Company~~of asthe Board ~~director~~of ~~and~~Directors ~~Chairman~~ of ~~the~~Deep ~~Board~~Well since ~~February~~April 6of 2006, ~~2004~~submitted his notice of resignation to Deep Well. ~~Since~~Mr. Roff ~~June~~did ~~29,~~not ~~2005~~advise Deep Well of any disagreement with Deep Well on any matter relating to ~~present~~Deep DrWell’s operations, policies, or practices. ~~Schmid~~On ~~has~~May ~~been~~11, ~~the~~2020, ~~President~~Deep ~~and~~Well ~~Chief~~acknowledged ~~Executive~~and ~~Officer~~accepted ofMr. ~~our~~Roff’s ~~Company~~resignation.

~~(2)~~Mr. ~~Portwest~~Curtis ~~Investments~~James ~~Ltd~~Sparrow has served as director of Deep Well since February 6, 2004. ~~(“Portwest”)~~Mr. Sparrow has also been the Chief Financial Officer, Corporate Secretary and Treasurer of Deep Well. Since the mid-1980s, Mr. Sparrow has been a ~~company~~self-employed ~~owned~~management ~~100%~~consultant byspecializing Drin the natural resource sector. ~~Horst~~Mr. Sparrow Ahas been involved in the oil and gas industry in various capacities for over 39 years. ~~Schmid~~He has held directorships and senior officer positions with junior exploration and development companies before becoming a self-employed consultant. He is currently serving as a director of Mineworx Technologies Ltd. since his appointment on February 11, ~~provided~~2021. ~~services~~He is also currently serving as ~~Chief~~a ~~Executive~~director ~~Officer~~of BioNeutra Global Corporation, since his appointment on August 6, 2019, and ~~President~~is topresently ~~our~~Chairman ~~Company~~of ~~for~~the ~~$Nil~~Board ~~for~~and the ~~2019~~Audit ~~fiscal~~Committee ~~year~~of BioNeutra Global Corporation. He has also participated in the marketing side of the oil and gas ~~$Nil~~industry, and was part of an acquisition team formed to assess and develop a bid for ~~the~~a ~~2018~~multi-billion ~~fiscal~~dollar ~~year~~integrated oil company. His ~~Portwest~~experience ~~Investments~~also ~~Ltd~~includes corporate and project management, international businesses and mining. ~~was~~Mr. ~~reimbursed~~Sparrow is a National Association of Corporate Directors (“NACD”) Governance Fellow. He has demonstrated his commitment to boardroom excellence by completing NACD’s comprehensive program of study for ~~expenses~~corporate ~~paid~~directors. ~~that~~He ~~were~~supplements ~~related~~his skill sets through ongoing engagement with the director community, and access to ~~health~~leading ~~care~~practices. The NACD is the recognized authority focused on advancing exemplary board leadership and establishing leading boardroom practices. Mr. Sparrow received his Bachelor of Science Degree in Engineering and Master’s Degree in Business Administration from the ~~amount~~University of ~~$4,591~~Alberta. ~~for~~Mr. Sparrow is also a registered Professional Engineer a member of the ~~2019~~Association of ~~fiscal~~Professional ~~year~~Engineers and $9Geoscientists of Alberta (APEGA),~~589~~ ~~for~~the Society of Petroleum Engineers (SPE), and the ~~2018~~American ~~fiscal~~Finance ~~year~~Association (AFA).

(3) Mr. Curtis Sparrow has served our Company as director since February 6, 2004. Since February 9, 2004 Mr. Sparrow has been the Chief Financial Officer, Corporate Secretary and Treasurer of our Company.44

~~(4)~~Mr. ~~Concorde~~Malik ~~Consulting,~~Youyou ahas ~~company~~served ~~owned~~as ~~100%~~director byof Deep Well since August 20, 2008. Mr. ~~Curtis~~Youyou ~~Sparrow~~is an experienced international entrepreneur, ~~provided~~investor ~~services~~and asdirector ~~Chief~~of ~~Financial~~several ~~Officer~~companies. toWith more ~~our~~than ~~Company~~three ~~for~~decades ~~$135,666~~of ~~for~~business ~~the~~experience ~~2019~~in ~~fiscal~~highly ~~year~~competitive ~~and~~global ~~$140~~markets,~~274~~ ~~for~~beginning ~~the~~in ~~2018~~his ~~fiscal~~native ~~year~~France, Mr. ~~Concorde~~Youyou ~~Consulting~~brings a ~~was~~strong ~~reimbursed~~international ~~for~~perspective ~~expenses~~to ~~paid~~Deep ~~that~~Well’s ~~were~~Board. ~~related~~Mr. toYouyou ~~health~~has ~~care~~created inand ~~the~~led ~~amount~~several ofcompanies ~~$3,176~~involved ~~for~~in the ~~2019~~development, branding, ~~fiscal~~and ~~year~~marketing ~~and~~of ~~$5,164~~luxury ~~for~~goods ~~the~~from ~~2018~~leading ~~fiscal~~international ~~year~~houses.

~~(5)~~Family ~~US$ based on the average year-end exchange rates of $0.7537 and $0.7793, respectively.~~Relationships

~~Compensation~~There ~~Arrangements~~are ~~for~~no ~~Executive~~family ~~Officers~~relationships among the directors and executive officers of our Company.

~~Our~~Involvement ~~Company~~in ~~currently~~Certain ~~does~~Legal ~~not provide retirement benefits to its executive officers.~~Proceedings

~~Our~~The ~~Company~~following ~~has~~does ~~entered~~not ~~into~~describe aany ~~contract~~past legal ~~with~~proceeding ~~Concorde~~to ~~Consulting,~~which aDeep ~~company~~Well ~~owned~~or ~~100%~~its bysubsidiaries ~~Mr.~~are ~~Curtis~~a ~~Sparrow for providing services as Chief Financial Officer to our Company for Cdn$15,000 per month~~party. AsIn ofthe ~~September~~past ~~30,~~ten ~~2019, our Company owed Concorde Consulting $Nil for services provided to our Company.~~years:

OnNo ~~June~~bankruptcy ~~20,~~petition ~~2013,~~has ~~and~~been asfiled ~~herein~~by ~~reported under~~or ~~the Executive Compensation Summary table above, our Board granted Dr. Schmid and Mr. Sparrow, as directors of our Company,~~against ~~options~~any tobusiness ~~purchase 450,000 shares each~~ of ~~common~~which ~~stock~~any atcurrent andirector ~~exercise~~was price of $0.05 per common share, one-third vesting immediately, one-third vesting on June 20, 2014, and one-third on June 20, 2015. Between June 8 to 10, 2018, five directors, two contractors and one employee of our Company, exercised a ~~total~~general ofpartner ~~3,150,000~~or ofexecutive ~~their~~officer ~~option~~either ~~shares~~ at ~~an exercise price of $0.05 by way of a cashless exercise to acquire a total of 899,998 common shares of our Company, based upon~~ the ~~market~~time ~~value~~ of ~~our Company’s common stock of $0.07 per share on June 8, 2018, whereby 2,250,002 common shares were withheld by our Company to pay for~~ the ~~exercise price~~bankruptcy ofor ~~the~~within ~~options. On June 19, 2018, one director of our Company acquired 300,000 common shares of our Company upon exercising~~two ~~his~~years ~~stock~~prior ~~options, at an exercise price of $0.05 per common share for total gross proceeds~~ to ~~our~~that ~~Company of $15,000~~time. ~~The stock certificates from all of these exercises are currently held in escrow and, in addition, are restricted from trading upon final approval and release by the Management of our Company.~~

42No current director has been convicted in a criminal proceeding and is not subject to a pending criminal proceeding (excluding traffic violations and other minor offenses).

~~Compensation~~No current director has been the subject to any order, judgment or decree, not subsequently reversed, suspended or vacated, of ~~Directors~~any court of competent jurisdiction, permanently or temporarily enjoining, barring, suspending or otherwise limiting his involvement in any type of business, securities or banking activities.

OnNo ~~November~~current ~~28,~~director ~~2005~~has ~~and~~been asthe ~~amended~~subject ~~on December~~of 4any order, ~~2013,~~judgment ~~our~~or ~~Board~~decree, ~~adopted~~not ~~the~~subsequently ~~Deep~~reversed, ~~Well~~suspended ~~Oil~~or ~~& Gas~~vacated, ~~Inc.~~of ~~Stock~~any ~~Option~~Federal ~~Plan.~~or ~~The~~State ~~Stock~~authority ~~Option~~barring, ~~Plan~~suspending ~~was~~or ~~approved by~~otherwise ~~the~~limiting ~~majority~~for ofmore ~~shareholders~~than at60 days the ~~February~~right ~~24, 2010 general meeting~~ of ~~shareholders.~~such ~~The~~person ~~Stock Option Plan is administered by our Board and permits options~~ to ~~acquire~~engage ~~shares~~in ofany ~~Deep~~activity ~~Well’s~~described ~~common~~in ~~stock~~paragraph to(f)(3)(i) ~~be granted to directors~~ of ~~our~~section ~~Company~~229. ~~The~~401 ~~vesting~~ of ~~such~~Regulation ~~director~~S-K, ~~options~~or ~~will occur only if the holder of the options continues~~ to ~~provide~~be ~~services~~associated towith uspersons ~~during~~engaged ~~the~~in ~~immediate annual~~any ~~period~~such ~~preceding the relevant vesting date~~activity. ~~The options will terminate at the close of business five years from the date of grant.~~

OnNo ~~December~~current 4,director ~~2013,~~has ~~our~~been ~~Board~~found ~~appointed Mr.~~by ~~Pascal Nodé-Langlois as~~ a ~~director and in connection with the appointment our Board granted Mr. Nodé-Langlois~~court ~~an option to purchase 450,000 shares~~ of ~~common~~competent ~~stock~~jurisdiction atin ana ~~exercise~~civil ~~price~~action ofor ~~$0.34~~by ~~per share of common stock, 150,000 vesting immediately and~~ the ~~remaining~~SEC ~~vesting~~to ~~one-third~~have onviolated ~~December~~a 4,Federal ~~2014,~~or ~~and~~State ~~one-third~~securities onlaw ~~December~~that 4,has ~~2015,~~not ~~with~~been ~~such options expiring on December~~reversed, 4suspended, ~~2018.~~or ~~These options have since expired unexercised~~vacated.

OnNo ~~September~~current ~~19,~~director ~~2014,~~has ~~our~~been ~~Board~~found ~~granted each~~by ofa ~~its directors, Dr. Horst A. Schmid, Mr. Said Arrata, Mr. Satya Das, Mr. Pascal Nodé-Langlois, Mr. David Roff, Mr.~~court ~~Curtis Sparrow and Mr. Malik Youyou, options to purchase 600,000 shares each~~ of ~~common~~competent ~~stock~~jurisdiction atin ana ~~exercise~~civil ~~price~~action ofor ~~$0.38~~by ~~per share of common stock, 200,000 vesting immediately and~~ the ~~remaining~~Commodity ~~vesting~~Futures ~~one-third~~Trading onCommission ~~September~~to ~~19,~~have ~~2015,~~violated ~~and~~any ~~one-third~~Federal oncommodities law ~~September~~that ~~19,~~has ~~2016,~~not ~~with~~been ~~such~~subsequently ~~options expiring on September 19~~reversed, ~~2019.~~suspended ~~These~~or ~~options have since expired unexercised~~vacated.

OnNo ~~November~~current ~~17,~~director ~~2014,~~has ~~our~~been ~~Board~~the ~~appointed Mr.~~subject ~~Colin~~of, ~~Outtrim~~or a asparty ato, ~~director~~any ~~and~~Federal inor ~~connection~~State ~~with~~judicial ~~Mr.~~or ~~Outtrim’s~~administrative ~~appointment~~order, ~~our~~judgment, ~~Board~~decree, ~~granted~~or ~~Mr.~~finding, ~~Outtrim~~not ansubsequently ~~option~~reversed, suspended toor ~~purchase 600~~vacated,~~000~~ ~~shares~~relating ~~each~~to an alleged violation of ~~common~~any ~~stock~~federal ator anstate ~~exercise~~securities ~~price~~or ofcommodities ~~$0.23~~law ~~per~~or ~~share~~regulation; ofany ~~common~~law ~~stock,~~or ~~200~~regulation respecting financial institutions or insurance companies including,~~000~~ ~~vesting~~but ~~immediately and~~not ~~the~~limited ~~remaining~~to, ~~vesting~~a ~~one-third~~temporary onor ~~November~~permanent 17injunction, ~~2015~~order or disgorgement or restitution, ~~and~~civil ~~one-third~~money onpenalty ~~November~~or ~~17,~~temporary ~~2016~~or permanent cease-and-desist order, ~~with~~or ~~such~~removal ~~options~~or ~~expiring~~prohibition onorder; ~~November~~or ~~17,~~any ~~2019.~~law ~~These~~or ~~options~~regulation ~~have~~prohibiting ~~since~~mail ~~expired~~or ~~unexercised~~wire fraud or fraud in connection with any business entity.

~~For~~No ~~the~~current ~~year~~director ~~ended~~has ~~September~~been ~~30,~~the ~~2019~~subject of, or ~~our~~a ~~Company~~party ~~recorded~~to, noany ~~share-based~~sanction ~~compensation~~or ~~expense~~order, ~~related~~not tosubsequently ~~stock~~reversed, ~~options~~suspended ~~(September~~or 30vacated, ~~2018~~of any self-regulatory ~~$NIL).~~organization, Asany ~~of September~~registered 30entity, ~~2019,~~or ~~there~~any ~~was~~equivalent noexchange, ~~unrecognized~~association, ~~compensation~~entity ~~cost~~or ~~related~~organization tothat ~~option~~has ~~awards.~~disciplinary ~~Compensation~~authority ~~expense is based upon straight-line depreciation of the grant-date fair value~~ over ~~the~~its ~~vesting~~members ~~period~~or ofpersons ~~the~~associated with ~~underlying~~a ~~unit option~~member.

~~ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS~~45

~~Securities~~Section ~~Authorized~~16 ~~for~~(a) ~~Issuance~~Beneficial ~~under~~Ownership ~~Equity~~

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