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NXT Energy Solutions Inc. - Quarter Report: 2004 March (Form 10-Q)

Filed By Filing Services Canada Inc. 403-717-3898

As filed with the Securities and Exchange Commission on May 14, 2004.



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



FORM 10-Q


(Mark One)

[]

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2004; OR

[  ]

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM ________ TO _______

Commission File No. 0-24027


ENERGY EXPLORATION TECHNOLOGIES INC.
(Exact name of registrant as specified in its charter)


Alberta, Canada
(State or other jurisdiction of
incorporation or organization)

 

N/A
(I.R.S. Employer
Identification No.)


840 7th Avenue S.W., Suite 700, Calgary, Alberta, Canada T2P 3G2
(Address of principal executive offices) (Zip Code)


(403) 264–7020
(Registrant’s telephone number, including area code)


Indicate by check mark whether the registrant (1) has filed all Reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registration was required to file such Reports), and (2) has been subject to such filing requirements for the past 90 days:   YES  [√]   NO  [  ]


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


Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court.  YES [  ]  NO  [   ]

APPLICABLE ONLY TO CORPORATE ISSUERS:


Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date:


20,005,959 common shares, no par value, as of April 30, 2004

 
 

ENERGY EXPLORATION TECHNOLOGIES INC.

INDEX TO THE FORM 10-Q

For the three month period ended March 31, 2004


   

PAGE

    

PART I

FINANCIAL INFORMATION

3

 

ITEM 1.

FINANCIAL STATEMENTS (UNAUDITED)

3

 


Consolidated Balance Sheets

3

 


Consolidated Statements of Loss and Comprehensive Loss

4

 


Consolidated Statements of Shareholders’ Equity (Deficit)

5

 


Consolidated Statements of Cash Flows

6

 


Notes to the Consolidated Financial Statements

7

 

ITEM 2.



MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

14

 

ITEM 3.


QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

17

 

ITEM 4.

CONTROLS AND PROCEDURES

18

PART II

OTHER INFORMATION

19

 

ITEM 1.

LEGAL PROCEEDINGS

19

 

ITEM 2.

CHANGES IN SECURITIES AND USE OF PROCEEDS

20

 

ITEM 3.

DEFAULTS UPON SENIOR SECURITIES

20

 

ITEM 4.

SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

20

 

ITEM 5.

OTHER INFORMATION

20

 

ITEM 6.

EXHIBITS AND REPORTS ON FORM 8-K

20

 


SIGNATURE

23






- 2 -



PART I


ITEM 1.   FINANCIAL INFORMATION

               
   ENERGY EXPLORATION TECHNOLOGIES INC.              
   Consolidated Balance Sheets              
      (Unaudited) (expressed in U.S. dollars except share data) March 31, 2004   December 31, 2003  
               
   Assets              
   Current assets              
         Cash   $ 1,309,244   $ 1,024,201  
         Accounts receivable     55,247     76,133  
         Due from officers and employees     20,424     -  
         Note receivable from former officer [note 3]     44,051     43,952  
         Prepaid expenses     167,360     106,622  
      1,596,326     1,250,908  
               
Oil and natural gas properties, on the basis of full cost accounting,            
net of depletion and impairments [notes 2 and 4]   1,228,427     1,194,406  
               
Other property and equipment, net of accumulated depreciation,            
         amortization and impairment [notes 2 and 5]     178,421     190,810  
    $ 3,003,174   $ 2,636,124  
               
   Liabilities And Shareholders' Equity              
   Current liabilities              
         Trade payables   $ 301,232   $ 136,098  
         Other accrued liabilities     193,165     78,452  
         Subscriptions payable [note 6]     504,920     472,501  
      999,317     687,051  
               
Contingencies, continuing operations and commitments [notes 1 and 10]            
               
   Shareholders' equity              
         Preferred shares [note 7]              
            Authorized: unlimited              
            Issued : Nil     -     -  
         Common shares              
            Authorized: unlimited              
Issued : 19,961,293 and 19,306,852 at March 31 ,2004 and            
               December 31, 2003, respectively [note 6]     25,686,238     24,527,066  
         Warrants [notes 6 and 8]     -     -  
         Deficit     (23,895,485)     (22,855,739)  
         Accumulated other comprehensive income     213,104     277,746  
      2,003,857     1,949,073  
               
    $ 3,003,174   $ 2,636,124  

The accompanying notes to consolidated financial statements are an integral part of these consolidated balance sheets

-3-


ENERGY EXPLORATION TECHNOLOGIES INC.

Consolidated Statements Of Loss And Comprehensive Loss (Unaudited) (expressed in U.S. dollars except share data)

 

Three months ended March 31,

 
    2004     2003  
Revenues            
   Oil and natural gas revenue $ 16,829   $ -  
   Gain on sale of properties   27,770     12,970  
    44,599     12,970  
             
Operating expenses            
   Oil and natural gas operating expenses   656     -  
   Administrative [note 11]   532,176     317,789  
   Depletion and impairment of oil and            
      natural gas properties [notes 2,4 and 12]   -     59,974  
   Amortization and depreciation [notes 2,5 and 12]   11,959     14,098  
   Survey operations and support [note 2]   529,115     17,124  
    1,073,906     408,985  
             
Operating loss from continuing operations   (1,029,307)     (396,015)  
             
Interest income   593     488  
             
Net loss for the period from continuing operations   (1,028,714)     (395,527)  
             
Income (loss) from discontinued operations [note 12]   (11,032)     198,600  
Net loss for the period   (1,039,746)     (196,927)  
             
Other comprehensive income (loss):            
   Foreign currency translation adjustment   (64,642)     143,533  
Comprehensive loss for the period $ (1,104,388)   $ (53,394)  
             
Basic and diluted net loss from continuing operations [note 6] $ (0.05)   $ (0.02)  
             
Basic and diluted loss per share [note 6] $ (0.06)   $ 0.00  
             
Weighted average shares outstanding   19,638,390     16,971,153  

The accompanying notes to consolidated financial statements are an integral part of these consolidated statements of loss and comprehensive loss.

-4-


ENERGY EXPLORATION TECHNOLOGIES INC.

Consolidated Statements Of Shareholders' Equity (Deficit)

 (Unaudited) (expressed in U.S. dollars except share data)

  Accumulated Other                                      
  Comprehensive   Common Shares   Preferred Shares   Warrants          
  Income (loss)   Shares     Amount   Shares   Amount   Number   Amount     Deficit  
                                           
Beginning balance - December 31, 2002 $ (183,769)   16,971,153   $ 23,365,426   800,000   $ 730,000   -   $ -   $ (20,041,865)  
Grant and vesting of options to investor                                          
relations consultant [note 11]   -   -     8,528   -     -   -     -     -  
Net loss for the three months ended                                          
March 31, 2003 from continuing operations   -   -     -   -     -   -     -     (395,527)  
Gain on discontinued operations for the                                          
three months ended March 31, 2003   -   -     -   -     -   -     -     198,600  
Net other comprehensive income for the                                          
three months ended March 31, 2003   143,533   -     -   -     -   -     -     -  
Balance - March 31,2003 $ (40,236)   16,971,153   $ 23,373,954   800,000   $ 730,000   -   $ -   $ (20,238,792)  
                                           
Beginning balance - December 31, 2003 $ 277,746   19,306,852   $ 24,527,066   -   $ -   7,496   $ -   $ (22,855,739)  
Options exercised for cash at prices between                                          
$0.38 and $2.00 per share   -   81,172     81,106   -     -   -     -     -  
Issued for cash at $2.00 per share on                                          
February 12, 2004 net of issuance costs   -   573,269     1,078,066   -     -   573,269     -     -  
Net loss for the three months ended                                          
March 31, 2004 on continuing operations   -   -     -   -     -   -     -     (1,028,714)  
Loss from discontinued operations for                                          
the three months ended March 31, 2004   -   -     -   -     -   -     -     (11,032)  
Net other comprehensive loss for the                                          
three months ended March 31, 2004   (64,642)   -     -   -     -   -     -     -  
Balance - March 31,2004 $ 213,104   19,961,293   $ 25,686,238   -   $ -   580,765   $ -   $ (23,895,485)  

 

The accompanying notes to consolidated financial statements are an integral part of these consolidated statements of shareholders' equity (deficit)

-5-


ENERGY EXPLORATION TECHNOLOGIES INC.            
Consolidated Statements Of Cash flow            
(Unaudited) (expressed in U.S. dollars)            
             
   

Three months ended March 31

 
    2004     2003  
             
Operating activities            
Net loss for the period from continuing operations $ (1,028,714)   $ (395,527)  
Amortization and depreciation of other property and equipment   11,959     14,098  
Depletion and impairment of oil and natural gas properties   -     59,974  
Consulting costs settled by issuance of common stock and options   -     8,528  
Gain on sale of oil and natural gas properties   (27,770)     (11,038)  
Changes in non-cash working capital:            
   Accounts receivable   20,886     75,907  
   Interest accrued on loan to former employee   (99)     (3,059)  
   Due from officers and employees   (20,424)     2,805  
   Prepaid expenses and other   (60,738)     24,583  
   Trade payables   165,134     58,575  
   Other accrued liabilities   114,713     (12,847)  
   Subscriptions payable   32,419     -  
Net cash used in operating activities   (792,634)     (178,001)  
             
Financing activities            
Funds raised through the sale of common shares, net of issuance            
   costs   1,078,066     -  
Funds raised through the exercise of options   81,106     -  
Net cash generated by financing activities   1,159,172     -  
             
Investing activities            
Funds received (invested) in other property and equipment   427     (22,819)  
Proceeds on sale of other property and equipment   -     1,916  
Funds invested in oil and natural gas properties   (35,263)     (138,909)  
Proceeds on sale of oil and natural gas properties   29,015     17,032  
Net cash used in investing activities   (5,821)     (142,780)  
             
Net cash generated (used) by discontinued operations   (11,032)     22,097  
             
Effect of net other comprehensive income (loss)   (64,642)     143,533  
             
Net cash inflow (outflow)   285,043     (155,151)  
             
Cash, beginning of period   1,024,201     585,070  
Cash, end of period $ 1,309,244   $ 429,919  

The accompanying notes to consolidated financial statements are an integral part of these consolidated statements of cash flows

-6-


ENERGY EXPLORATION TECHNOLOGIES INC. 

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(expressed in U.S. dollars) 

(unaudited)

 

1.
  
ORGANIZATION AND ABILITY TO CONTINUE OPERATIONS

Energy Exploration Technologies Inc. ("we", "our company" or "NXT") was incorporated under the laws of the State of Nevada on September 27, 1994.

In March 2003 we divested all our U.S. properties. For reporting purposes, the results of operations and the cash flows of the U.S. properties have been presented as discontinued operations. Accordingly, prior period financial statements have been reclassified to reflect this change.

NXT was continued from the State of Nevada to the Province of Alberta, Canada on October 24, 2003. The shareholders voted on and approved this change which moved the jurisdiction of incorporation from the U.S. to Canada. The tax effects are disclosed in the proxy statement circulated to shareholders for the Special Meeting on October 24, 2003. As a result of the continuance into Canada, our common and preferred shares no longer have a par value assigned, as is the practice in the United States. Therefore the amount that was disclosed as “Additional paid-in Capital” in prior years on the consolidated balance sheets and consolidated statements of shareholders’ equity (deficit) has been added to the share issued amount. This is a legal jurisdiction reporting difference only.

We are a technology-based reconnaissance exploration company which utilizes our proprietary stress field detection (SFD) remote-sensing airborne survey technology to quickly and inexpensively identify and high-grade oil and natural gas prospects.

We conduct our reconnaissance exploration activities, as well as land acquisition, drilling, completion and production activities through our wholly-owned subsidiary, NXT Energy Canada Inc and we conduct the aerial surveys through our wholly owned subsidiary, NXT Aero Canada Inc.

NXT Energy USA Inc. and NXT Aero USA Inc. are two wholly owned subsidiaries through which we previously conducted our U.S. operations but these companies have been inactive since the sale of the U.S. properties in early 2003.

For the quarter ended March 31, 2004, we incurred a loss of $1,104,388 and our ability to continue as a going concern will be dependent upon successfully identifying hydrocarbon bearing prospects, and financing, developing and monetizing these assets for a profit. We anticipate that we will continue to incur further losses until such time as we receive revenues from production or sale of properties with respect to currently held prospects or through prospects we identify and exploit for our own account.

We are in the midst of additional fund raising in 2004 and we believe we will be able to pursue and exploit our goals and opportunities throughout 2004.

We can give no assurance that any or all pending projects will generate sufficient revenues to cover our operating or other costs. Should this be the case, we would be forced, unless we can raise sufficient additional working capital, to suspend our operations, and possibly even liquidate our assets and wind-up and dissolve our company.

These consolidated financial statements are prepared using generally accepted accounting principles that are applicable to a going concern, which assumes the realization of assets and the settlement of liabilities in the normal course of operations. Should this assumption not be appropriate, adjustments in the carrying amounts of the assets and liabilities to their realizable amounts and the classification thereof will be required and these adjustments and reclassifications may be material

-7-


2.
  
SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

We have prepared these consolidated financial statements for our three-month interim periods as at and ended March 31, 2004 and 2003 in accordance with accounting principles generally accepted in the United States for interim financial reporting. While these financial statements for these interim periods reflect all normal recurring adjustments which, in the opinion of our management, are necessary for fair presentation of the results of the interim period, they do not include all of the information and notes required by accounting principles generally accepted in the United States for complete financial statements. Refer to our consolidated financial statements included in our annual report on Form 10-K for our fiscal year ended December 31, 2003.

Estimates and Assumptions

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

Stock-Based Compensation for Employees and Directors

In accounting for the grant of our employee and director stock options, we have elected to follow Accounting Principles Board Opinion No. 25, "Accounting for Stock Issued to Employees" ("APB 25"), and related interpretations. Under APB 25, companies are not required to record any compensation expense relating to the grant of options to employees or directors where the awards are granted upon fixed terms with an exercise price equal to fair value at the date of grant and the only condition of exercise is continued employment.


3.
  
NOTE RECEIVABLE FROM FORMER OFFICER

In September 1998, we loaned the sum of CDN $54,756 (US $35,760 as of that date) to one of our officers in connection with his relocation to Calgary, Alberta. The interest rate averaged 5%. Pursuant to the terms of an underlying promissory note, the officer was required to repay the loan on a monthly basis, with a balloon payment due on October 3, 2003. The officer left our company in 2002 and we are pursuing repayment of the note.

4.
  
OIL AND NATURAL GAS PROPERTIES

Summarized below are the oil and natural gas property costs we capitalized for the three months ended March 31, 2004 and 2003 and as of March 31, 2004 and December 31, 2003:

    2004   2003   2004   2003  
                   
Acquisition costs $ 35,263   $ 50,051   $ 1,693,609   $ 1,658,346  
Exploration costs   -   263,849   8,257,804   8,257,804  
Development Costs   -   -   83,234   83,234  
   Oil and natural gas properties   35,263   313,900   10,034,647   9,999,384  
Less impairment   -   (219,529)   (6,977,395)   (6,977,395)  
Less dispositions   (1,242)   (1,280,309)   (1,671,412)   (1,670,170)  
Less depletion   -   (14,617)   (157,413)   (157,413)  
   Net oil and natural gas properties $ 34,021   $ (1,200,555)   $ 1,228,427   $ 1,194,406  

-8-


Net oil and natural gas property costs at March 31, 2004 are comprised of $1,228,427 ($1,194,406 at

December 31, 2003) of unproved property costs. At March 31, 2004 there were no impairments of our Canadian full cost center.

The impairment amounts in the table above of oil and natural gas properties also include the write-down of the cost of drilling and completing wells which are either non-commercial or which we are unable to complete for technical reasons. While, as noted below, our management believes in the prospective commercial viability and non-impairment of the overall prospects of which each of these wells are a part and is continuing active exploration and development activities with respect to each of these prospects, we have nevertheless written-off these individual well costs as an impairment cost since this determination was made prior to the establishment of proved reserves.

At the end of each quarter, our management performs an overall assessment of each of our unproved oil and natural gas properties to determine if any of these properties has been subject to any impairment in value (see note 2). Based upon these evaluations, our management has determined that each of our oil and natural gas properties continued to have prospective commercial viability as of these dates. While we are currently conducting active exploration and development programs with respect to each of these unproved oil and natural gas properties, we anticipate that all of these properties will be evaluated and the associated costs transferred into the amortization base or be impaired over the next five years.


5.
  
OTHER PROPERTY AND EQUIPMENT

Summarized below are our capitalized costs for other property and equipment as of March 31, 2004 and December 31, 2003:

    March 31,   December 31,  
    2004   2003  
             
Computer and SFD equipment $ 329,498   $ 332,011  
Computer and SFD software   140,815     142,238  
Equipment   85,897     86,046  
Furniture and fixtures   185,471     187,588  
Leasehold improvements   235,783     238,475  
SFD survey system (including software)   127,845     127,845  
Tools   1,875     1,897  
Vehicle   18,828     18,828  
Flight Equipment   1,365     1,380  
   Other property and equipment   1,127,377     1,136,308  
Less accumulated depreciation, amortization and impairment   (948,956)     (944,083)  
   Net other property and equipment $ 178,421   $ 192,225  

 

6.
  
COMMON SHARES

We calculate basic earnings per common share from continuing operations using net income from continuing operations, net of income taxes, divided by the weighted average number of common shares outstanding. We calculate basic earnings per common share using net income attributable to common shareholders and the weighted average number of common shares outstanding. We calculate diluted earnings per common share from continuing operations and diluted earnings per common share in the same manner as basic, except we use the weighted-average number of diluted common shares outstanding in the denominator.

In calculating diluted earnings per common share for the three month periods ended March 31, 2004 and 2003, we excluded all options and warrants, either because the exercise price was greater than the average market price of our common shares in those quarters or the exercise of the options or warrants would have been anti-dilutive. During these periods, outstanding stock options and warrants were the only potentially dilutive instruments.

-9-



  
On February 12, 2004, we raised $1,143,633 in gross proceeds through a private placement of 573,269 units. Each unit consisted of a common share at $2.00 ($2.60 CDN) per share and a warrant with a strike price of $2.75 and a one year life. Net proceeds to our company were $1,078,066 after deducting $65,567 in offering expenses and finders’ fees. In addition, we also received $504,920 in gross proceeds at March 31, 2004 for which shares had not been issued at March 31, 2004 and this amount is shown as subscriptions payable on the balance sheet.

 

7.
  
PREFERRED SHARES

The preferred shares are not entitled to payment of any dividends, although they are entitled under certain circumstances to participate in dividends on the same basis as if converted into common shares. Preferred shares carry liquidation preferences should our company wind-up and dissolve.

The preferred shares were all returned to treasury effective May 9, 2003 as part of the compensation received for the sale of the U.S. properties.

8.
  
PERFORMANCE WARRANTS

On August 1, 1996, we granted a performance-based contractual right to acquire NXT warrants to the licensor of our SFD technology, Momentum Resources Corporation ("Momentum Resources"), in connection with the amendment of our exclusive SFD technology license with Momentum Resources to use the SFD technology for hydrocarbon exploration. The initial term of the Agreement expires on December 31, 2005.  However, it renews automatically for additional one year terms unless we give written notice to Momentum Resources, no later than 60 days prior to the expiration of the pending term, our elections not to automatically renew the Agreement.  Pursuant to this contractual right, Momentum Resources is entitled to a separate grant of warrants entitling it to purchase 16,000 common shares at the then current trading price for each month after December 31, 2000 in which production from SFD-identified prospects during that month exceeds 20,000 barrels of hydrocarbons. Momentum Resources has not earned any warrants under the SFD technology license as of March 31, 2004.

9.
  
EMPLOYEE AND DIRECTOR OPTIONS

We have summarized below all outstanding options under our various stock option plans and arrangements as of March 31, 2004:

-10-


    

As of March 31, 2004

Stock Option Plan 

Grant Date

Exercise Price

Outstanding

Vested

      

Independent Grants

     
  

January 4, 2001

$2.00

15,000  

15,000  

  

June 24, 2003

$0.38

75,000  

75,000  

      

1997 Employee Stock Option Plan 

    
  

January 4, 2001

$2.00

255,667  

223,667  

  

December 27, 2000

$4.13

10,000  

6,000  

  

May 15, 2001

$2.50

120,000  

120,000  

  

July 5, 2001

$2.00

30,000  

15,000  

  

August 13, 2002

$0.38

76,668  

9,998  

  

September 20, 2002

$0.29

7,000  

1,666  

  

March 27, 2003

$0.14

60,000  

20,000  

  

September 8, 2003

$0.43

270,000  

-

      

1999 Executive Stock Option Plan 

    
  

May 1, 1999

$2.00

520,800  

520,800  

      

2000 Directors Stock Option Plan 

    
  

February 15, 2000

$2.00

25,000  

25,000  

  

April 17, 2000

$2.00

50,000  

50,000  

  

August 13, 2002

$0.38

120,000  

39,999  

  

September 20, 2002

$0.29

10,000  

3,333  

  

September 8, 2003

$0.43

160,000  

-

      
    

1,805,135

1,125,463

 


  

The employee options outstanding as of March 31, 2004 will vest over the next three years, based upon the continued provision of services as an employee or consultant. The options vest one-third each on the first through third anniversaries of the grant date, respectively, based upon the continued provision of services. The options generally lapse, if unexercised, five years from the date of vesting.

 
10.
  
COMMITMENTS AND CONTINGENCIES

We have a sub-lease which ends July 31, 2004. The space is approximately 6,600 square feet and our monthly cost is about $13,100 CDN. We are currently considering office alternatives.

On November 27, 2002, we were served a Statement of Claim which had been filed on November 25, 2002, in the Court of Queen’s Bench of Alberta, Judicial District of Calgary (Action No. 0201-19820), naming Energy Exploration Technologies Inc. and George Liszicasz as defendants. Mr. Dirk Stinson, the plaintiff, alleges that NXT failed to pay him compensation under a consulting agreement and further alleges that NXT, without lawful justification, obstructed Mr. Stinson from trading his shares of NXT. At the time of the filing of this suit, Mr. Stinson was a major shareholder of our common stock. He is a past President and director of NXT and is currently a director and shareholder of Momentum Resources. Mr. Stinson was seeking, among other things, damages in the amount of $1,614,750 and an injunction directing NXT to instruct our transfer agent to immediately remove the legend from Mr. Stinson’s shares. On December 10, 2002, we filed our Statement of Defence. On July 14, 2003, we received notice that the plaintiff had dropped all claims except for a claim for $74,750 plus interest for compensation under a consulting agreement.

We believe the claim against us is without merit and intend to vigorously defend ourselves against the claim and are seeking an expeditious dismissal of the claim.

-11-


  

On March 18, 2003, we were served a Statement of Claim which had been filed on March 14, 2003, in the Court of Queen’s Bench of Alberta, Judicial District of Calgary (Action No. 0301-04309), naming Glen Coffey, Murray’s Aviation Repairs (1980) Ltd., Energy Exploration Technologies, its wholly-owned subsidiary, NXT Energy Canada, Inc., Dennis Wolsky, as Administrator of the Estate of Jerry Wolsky, deceased and Embassy Aero Group Ltd. as defendants. Tops Aviation Ltd., Spartan Aviation Inc. and John Haskakis (the

“Plaintiffs”) allege that the defendants were negligent and in breach of a Ferry Flight Contract between one or some of the defendants and one or some of the Plaintiffs under which Mr. Jerry Wolsky was to deliver a Piper Twin Comanche aircraft to Athens, Greece. The aircraft crashed in Newfoundland enroute to Athens killing Mr. Wolsky. The Plaintiffs are seeking, among other things, damages in the amount of $450,000 CDN or loss and damages to the aircraft and cargo; and damages in respect to search and rescue expenses, salvage, storage, transportation expenses and pollution and contamination expenses.

Neither we nor our subsidiary, NXT Energy Canada, Inc., were parties to the Ferry Flight Contract. We believe the claim against us and our subsidiary is without merit and intend to vigorously defend ourselves against the claim and are seeking an expeditious dismissal of the claim.

 

11.
  
INVESTOR RELATIONS OPTIONS

On May 15, 2001, as additional compensation to our investor relations consultant pursuant to an investor and public relations services agreement, we granted that consultant options to purchase 155,000 common shares at $2.50 per share. The underlying agreement provided that 50,000 options would vest immediately, and an additional 35,000 options would vest upon each of the first, second and third anniversary dates of the agreement, respectively, even if the agreement was not subsequently renewed so long as the agreement has not been terminated by either party prior to the end of the termination of the prior term or NXT has not terminated this agreement for "good cause" as defined in the agreement. These options lapse, to the extent vested and unexercised, five years after the date of vesting.

12.
  
DISCONTINUED OPERATIONS

In January 2003, we adopted a formal plan to divest our U.S. oil and gas properties. On May 9, 2003 we closed a sale transaction with our U.S. joint venture partner to sell the properties for total consideration of $1,450,000 with proceeds of $720,000 in cash and the return to treasury of all the outstanding preferred shares. The effective date of the transaction was March 1, 2003 and was recorded at market value. For reporting purposes, the results of operations and the financial position of the properties have been presented as discontinued operations. The loss in 2004 from discontinued operations amounted to $11,032 and was incurred for tax consulting assistance.

13.
  
SEGMENT INFORMATION

We operate in only one business segment, oil and natural gas exploration. We intend to develop all oil and natural gas exploration prospects identified using our proprietary SFD airborne survey technology either directly or with joint venture partners.

Summarized below with respect to our three-month periods ended March 31, 2004 and 2003 is geographic information relating to:

  • revenues we have received during the period from our external customers, allocated amongst the geographic areas in which the revenue was generated;
  • revenues we have received during the period from sources other than our external customers, allocated amongst the geographic areas in which the revenue was generated; and
  • our net loss for the period, allocated amongst the geographic areas in which the revenue and associated expenses were generated.

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Three Months Ended United States   Canada   Total  
               
March 31, 2004:              
   Revenues from oil and natural gas production $ 0   $ 16,829   $ 16,829  
   Net loss from continuing operations $ 0   $ (1,028,714)   $ (1,028,714)  
   Net loss from discontinued operations $ (11,032)   $ 0   $ (11,032)  
               
March 31, 2003:              
   Revenues from oil and natural gas production $ 0   $ (19,561)   $ (19,561)  
   Revenues from other sources $ 1,079   $ 12,378   $ 13,457  
   Net loss from continuing operations $ (60,613)   $ (334,914)   $ (395,527)  
   Net income from discontinued operations $ 198,600   $ 0   $ 198,600  

Summarized below is geographic information relating to our assets as of March 31, 2004 and

December 31, 2003, allocated amongst the geographic areas in which the assets were physically located or principally connected:

Assets As Of United States   Canada   Total  
   March 31, 2004 $ 0   $ 3,003,174   $ 3,003,174  
   December 31, 2003 $ 0   $ 2,636,124   $ 2,636,124  

In preparing the above tables, we have eliminated all inter-segment revenues, exp enses and assets .

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ITEM 2. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

OVERVIEW

Energy Exploration Technologies Inc. is an oil and gas exploration company that utilizes the Stress Field Detector (SFD) technology invented by George Liszicasz, our CEO, President and largest shareholder. The SFD technology is a remote-sensing airborne survey technology comprised of SFD sensors, integrated electronic data acquisition, processing and interpretation subsystems and software. Our principal executive offices are located at 700, 840 - 7 Avenue SW, Calgary, Alberta, Canada and our telephone number is (403) 264-7020.

We use the airborne SFD technology to survey large exploration areas from leased aircraft at speeds of approximately 200 mph to identify and prioritize oil and gas prospects for further evaluation and potential drilling. The Company utilizes leased aircraft for the purpose of conducting the SFD surveys. Our survey equipment racks have been aircraft type certified by the Canadian Ministry of Transport for both the Piper Cheyenne and Piaggio aircraft models. SFD has been successfully filed tested for independent geologists and joint venture partners. Our SFD provides us with the ability to identify the location of potential hydrocarbon prospects in a matter of days or weeks, as compared to months or years using conventional seismic methods employed in wide-area exploration activities. Once the location of potential hydrocarbon deposits are identified through the analysis and interpretation of the SFD data, the Company uses conventional geophysical technologies to further confirm and qualify the prospects prior to selection of drilling sites.

We now conduct our activities primarily through our wholly owned subsidiary, NXT Energy Canada Inc., which focuses on Canadian-based exploration. We also have a division office in the United Arab Emirates. Prior to the sale of our U.S. properties in March of 2003, we also operated through NXT Energy USA Inc. which focused on United States-based exploration. Survey flight activities are conducted through our subsidiary, NXT Aero Canada Inc. The parent company concentrates on improving our SFD survey system and oversees the operations of and provides management, financial and administrative services to our subsidiaries.

Our rights to use our SFD technology arises from the technology agreement that we entered into with Momentum Resources Corporation whereby we have been granted the exclusive worldwide right to use, possess and control the SFD Data for hydrocarbon identification and exploration purposes.

Unless otherwise stated, all dollar references in this report are in U.S. dollars.

RESULTS OF OPERATIONS

Revenues

On February 4, 2004, a well at Entice, Alberta, in which we have a 22.5% working interest, commenced production. Our share of production has averaged 61 thousand cubic feet (mcf) per day from February 4, 2004 until March 31, 2004. The average price received was $4.54 per mcf and the operating cost was $0.43 per mcf. We had no Canadian wells on production in 2003.

We sold the Scandia, Alberta property in the first quarter of 2004 for a gain of $27,770 compared with gains on sales of properties in the first quarter of 2003 of $12,970.

Operating loss from continuing operations

We incurred an operating loss of $1,029,307 for our three-month period ended March 31, 2004, as compared to a loss of $396,015 for the corresponding period in 2003, representing a $633,292 (160 %) overall increase. This increase was primarily attributable to the following changes:

  • Administrative costs increased $233,948 (78%) in 2004 compared to the same period in 2003 primarily due to increased costs related to taxadvice and assistance ($25,000), legal advice($30,000) and investor relations( $159,000 ) and ;

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  • Survey operations and support increased by $511,991 (2,990%) in 2004 compared to 2003. In 2003 there was very little activity but in 2004, in addition to a survey flight in Canada, we initiated an extensive series of survey flights in Syria. The purpose of the Syrian surveys is to provide the Syrians with documented evidence of the effectiveness of our SFD technology. We flew patterns that they selected and they are in the process of comparing our SFD results with their private proprietary seismic data;

partially offset by the following:

  • Oil and gas revenue of $16,829 and an increase in sale of Canadian properties from $12,970 to $27,770 in 2004 which was the sale of the Scandia property.
  • Depletion and impairment decreased $59,974 (100%) in 2004 compared to 2003. The expense in 2003 was impairments on Canadian properties. There were no impairments in 2004. There are no proved reserves assigned to the Entice property as it has just begun production. Also, there is only a minimal amount of costs associated with this property.  For this reason, depletion expense has not yet been recorded.

Interest income

Interest income is virtually unchanged from the comparable period in 2003.

Income (loss) from discontinued operations

The loss from discontinued operations in 2004 was $11,032 and consisted of administrative expenses for tax return preparation. The income from discontinued operations in 2003 was $198,600 which consists of the gain on the sale of the properties of $175,685 and income from oil and gas operations of $22,915.

Other comprehensive income

The foreign currency exchange loss of $64,642 for the three-month period ended March 31, 2004 was caused by the change in the United States – Canadian currency rates from $1.2965 at December 31, 2003 to $1.31 at March 31, 2004. The foreign currency exchange income of $143,533 for the same period in 2003 was due to the change in rates from $1.59 at December 31, 2002 to $1.33 at March 31, 2003. Comprehensive gains or losses arise in consolidating our accounting records for financial reporting purposes as a result of the fluctuations in during the period.

Relationships and Transactions on Terms That Would Not Be Available From Clearly Independent Third Parties

We have not entered into any transactions during our three-month period ended March 31, 2004 with any parties that are not clearly independent on terms that might not be available from other clearly independent third parties.

LIQUIDITY AND CAPITAL RESOURCES

Sources of Cash

Our major source of cash flow in the three months ended March 31, 2004 was a private placement of 573,269 units for net proceeds of $1,078,066. Each unit consisted of one (1) common share and a warrant to purchase one (1) additional common share for $2.75 with a term of one (1) year.

Current Cash Position and Historical Changes in Cash Position

Our cash position as of March 31, 2004 was $1,309,244 as compared to $1,024,201 as of December 31, 2003. Our cash position as of March 31, 2003 was $429,919 as compared to $585,070 as of December 31, 2002. The increase in our cash position as of March 31, 2004 compared to December 31, 2003 was due to the private placement.

Our working capital as of March 31, 2004 was virtually unchanged at $597,009, compared to working capital of $563,857 as of December 31, 2003.

Cash used in operating activities increased by $614,633 (345%) to $792,634 for 2004 as compared to the same period in 2003. The increased cash draws were needed to fund the Syrian survey tests as well as the increased administrative costs due to additional consulting expenses for legal and tax assistance and investor relations.

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Financing activities in 2004 generated $1,078,066 from the issue of common shares and $81,106 from the exercise of stock options. There was no cash provided by or used in financing activities in 2003.

Investing activities used cash of $5,821 for the three month period ended March 31, 2004 as compared to $142,780 used in the three month period ended March 31, 2003. The reason for the decrease of $138,959 was the decrease in oil and gas expenditures in 2004 as we devoted most of our efforts to the Syrian surveys.

Other comprehensive income, specifically currency exchange, was a loss of $64,642 in the three month period ended March 31, 2004 as compared to the gain $143,533 in the three month period ended March 31,2003. The reasons for the change are explained above.

Plan of Operation and Prospective Capital Requirements

We have approximately $850,000 in cash on hand as of May 10, 2004 to fund our plans and to contribute toward our administration, operational and research and development requirements for the next twelve months. We will be required to raise additional financing through equity issues, borrowings or property dispositions.

We believe we can maintain a minimal level of operations for approximately twelve months. At this time, we have capital commitments of $203,000 related to obligations under flow through shares which we issued in December 2003. However, if we ramp -up operations, we will be required to raise additional capital to support increased operations.

We can give no assurance that any or all projects in our pending programs will be commercial, or if commercial will generate sufficient revenues in time to cover our operating or other costs. Should this be the case, we would be forced, unless we can raise sufficient additional working capital, to suspend our operations, and possibly even liquidate our assets and wind-up and dissolve our company.

OTHER MATTERS

Foreign Exchange

We recorded a $64,642 foreign currency translation loss for the three months ended March 31, 2004 compared to a gain of $143,533 for the same period in 2003 as a comprehensive income (loss) item on our statements of loss and comprehensive loss and shareholders' equity (deficit) in consolidating our accounting records for financial reporting purposes as a result of the fluctuation in United States-Canadian currency exchange rates during that period. We cannot give you any assurance that our future operating results will not be adversely affected by currency exchange rate fluctuations.

Effect of Inflation

We do not believe that our operating results were unduly affected during the first three months of 2004 or 2003 by inflation or changing prices.

Critical Accounting Policies

We follow the full cost method of accounting for oil and natural gas properties and equipment whereby we capitalize all costs relating to our acquisition of, exploration for and development of oil and natural gas reserves. Our consolidated financial condition and results of operations are sensitive to, and may be adversely affected by, a number of subjective or complex judgments relating to methods, assumptions or estimates required under the full cost method of accounting concerning the effect of matters that are inherently uncertain. For example:

  • Capitalized costs under the full cost method of accounting are generally depleted and depreciated on a country-by-country cost center basis using the unit-of-production method, based on estimated proved oil and gas reserves as determined by independent engineers where significant. In addition, capital costs in each cost center are also restricted from exceeding the sum of the present value of the estimated discounted future net revenues of those properties, plus the cost or estimated fair value of unproved properties (the "ceiling test"). Should this comparison indicate an excess carrying value, a write-down would be recorded. In making these accounting determinations, we rely in part upon a reserve report prepared by independent engineers specifically engaged for this purpose. To economically evaluate our proved oil and natural gas reserves, these independent engineers must necessarily make a number of assumptions, estimates and judgments that they believe to be reasonable based upon their expertise and professional and U.S. Securities and Exchange Commission guidelines. Were the independent engineers to use differing assumptions, estimates and judgments, then our consolidated financial condition and results of operations would be affected. For example, we would have lower revenues and net profits (or higher net losses) in the event the revised assumptions, estimates and judgments resulted in lower reserve estimates, since our depletion and depreciation rate would then be higher and it might also result in a write down under the ceiling test. Similarly, we would have higher revenues and net profits (or lower net losses) in the event the revised assumptions, estimates and judgments resulted in higher reserve estimates.

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  • Our management also periodically assesses the carrying values of unproved properties to ascertain whether any impairment in value has occurred. This assessment typically includes a determination of the anticipated future net cash flows based upon reserve potential and independent appraisal where warranted. Impairment is recorded if this assessment indicates the future potential net cash flows are less than the capitalized costs. Were our management to use differing assumptions, estimates and judgments, then our consolidated financial condition and results of operations would be affected. For example, we would have lower net profits (or higher net losses) in the event the revised assumptions, estimates and judgments resulted in increased impairment expense.

Management

Our success is dependent upon the continuing efforts of Mr. George Liszicasz, the inventor of the SFD technology and our Chief Executive Officer/Chief Financial Officer, who is responsible for the SFD technology and SFD interpretation activities. The loss of Mr. Liszicasz would likely have a material adverse effect on our business, consolidated financial condition and results of operations. While we have entered into an employment and non-competition agreement with Mr. Liszicasz, he nevertheless cannot be prevented from leaving NXT so long as he does not employ SFD technology for oil and natural gas exploration purposes.

Our success will depend to a significant extent on our ability to engage one or more qualified oil and gas professionals to replace these executives. Our inability to fill these positions could have a material adverse effect on our business, consolidated financial condition and results of operations.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK

OIL AND GAS PRICE FLUCTUATIONS

Our primary market risk is market changes in oil and natural gas prices. Prospective revenues from the sale of products or properties will be impacted by oil and natural gas prices. Similarly, our ability to acquire petroleum and natural gas rights and to drill the lands is also directly affected since competition for and the cost to acquire petroleum and natural gas rights is generally a function of oil and natural gas prices. Specifically, increases in oil and natural gas prices are generally accompanied by increases in industry competition and costs to acquire drilling rights, while decreases in oil and natural gas prices are generally accompanied by a similar decline in competition and costs to acquire drilling rights.

CURRENCY FLUCTUATIONS

We currently hold the bulk of our cash in Canadian currency. This does expose us to exchange rate fluctuations between the Canadian and United States currencies. Until early 2003 we operated primarily in U.S. dollars but the sale of the U.S. properties means that our transactions are mainly in Canadian dollars. This can result in gains or losses in our reported consolidated financial condition and results of operations. However, we are planning to expand our operations in the international markets and the U.S. dollar is the standard functional currency for international transactions in the oil and gas industry. Therefore, we intend to continue using the U.S. dollar as our reporting currency for the foreseeable future. As we become more active in international markets we will transfer cash into U.S. currency based upon expected needs at that time. We have not previously engaged in activities to mitigate the

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effects of foreign currency. At our current levels of activity, a U.S. $0.01 change in the U.S. / Canadian exchange rate will impact our net income by $63,000.

INTEREST RATE FLUCTUATIONS

We currently maintain the bulk of our available cash in Canadian dollars and our reported interest income from these short-term investments could be adversely affected by any material changes in interest rates within Canada.

ITEM 4. CONTROLS AND PROCEDURES

We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in our Exchange Act reports is recorded, processed, summarized and reported within the time periods specified in the U.S. Securities and Exchange Commission rules and forms, and that such information is accumulated and communicated to our management, including our Chief Executive Officer/Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.

As of March 31, 2004, we carried out an evaluation, under the supervision and with the participation of our management, including our Chief Executive Officer/Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures pursuant to Exchange Act Rule 13a-14. Based upon the foregoing, our Chief Executive Officer /Chief Financial Officer concluded that our internal controls over financial reporting are effective in the timely alerting of management to material information relating to us which is required to be included in our periodic SEC filings.

There were no significant changes in our internal control over financial reporting or in other factors that have materially affected or are reasonably likely to materially affect our internal control over financial reporting.

Disclosure controls and procedures are controls and other procedures that are designed to ensure that information required to be disclosed in our reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the Securities and Exchange Commission's rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed in our reports filed under the Exchange Act is accumulated and communicated to management, including our Chief Executive Officer/Chief Financial Officer, to allow timely decisions regarding required disclosure.

During our most recently completed fiscal quarter ended March 31 2004, there were no changes in our internal control over financial reporting that have materially affected, or are reasonably likely to affect, our internal control over financial reporting.

The term “internal control over financial reporting” is defined as a process designed by, or under the supervision of, the registrant's principal executive and principal financial officers, or persons performing similar functions, and effected by the registrant's board of directors, management and other personnel, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles and includes those policies and procedures that:

  • pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of the assets of the registrant;
  • provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the registrant are being made only in accordance with authorizations of management and directors of the registrant; and
  • provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the registrant's assets that could have a material effect on the financial statements.

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PART II

ITEM 1. LEGAL PROCEEDINGS

On November 27, 2002, we were served a Statement of Claim which had been filed on November 25, 2002, in the Court of Queen’s Bench of Alberta, Judicial District of Calgary (Action No. 0201-19820), naming Energy Exploration Technologies Inc. and George Liszicasz as defendants. Mr. Dirk Stinson, the plaintiff, alleges that NXT failed to pay him compensation under a consulting agreement and further alleges that NXT, without lawful justification, obstructed Mr. Stinson from trading his shares of NXT. At the time of the filing of this suit, Mr. Stinson was a major shareholder of our common stock. He is a past President and director of NXT and is currently a director and shareholder of Momentum Resources. Mr. Stinson was seeking, among other things, damages in the amount of $1,614,750 and an injunction directing NXT to instruct our transfer agent to immediately remove the legend from Mr. Stinson’s shares. On December 10, 2002, we filed our Statement of Defence. On July 14, 2003, we received notice that the plaintiff had dropped all claims except for a claim for $74,750 plus interest for compensation under a consulting agreement.

We believe the claim against us is without merit and intend to vigorously defend ourselves against the claim and are seeking an expeditious dismissal of the claim.

On March 18, 2003, we were served a Statement of Claim which had been filed on March 14, 2003, in the Court of Queen’s Bench of Alberta, Judicial District of Calgary (Action No. 0301-04309), naming Glen Coffey, Murray’s Aviation Repairs (1980) Ltd., Energy Exploration Technologies, its wholly-owned subsidiary, NXT Energy Canada, Inc., Dennis Wolsky, as Administrator of the Estate of Jerry Wolsky, deceased and Embassy Aero Group Ltd. as defendants. Tops Aviation Ltd., Spartan Aviation Inc. and John Haskakis (the “Plaintiffs”) allege that the defendants were negligent and in breach of a Ferry Flight Contract between one or some of the defendants and one or some of the Plaintiffs under which Mr. Jerry Wolsky was to deliver a Piper Twin Comanche aircraft to Athens, Greece. The aircraft crashed in Newfoundland enroute to Athens killing Mr. Wolsky. The Plaintiffs are seeking, among other things, damages in the amount of $450,000 CDN or loss and damages to the aircraft and cargo; and damages in respect to search and rescue expenses, salvage, storage, transportation expenses and pollution and contamination expenses.

Neither we nor our subsidiary, NXT Energy Canada, Inc., were parties to the Ferry Flight Contract. We believe the claim against us and our subsidiary is without merit and intend to vigorously defend ourselves against the claim and are seeking an expeditious dismissal of the claim.

ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS

On February 12, 2004, NXT completed a private placement of 573,269 units at $2.00 per unit for gross proceeds of $1,143,633. Each unit consisted of one (1) common share and a warrant to purchase an additional share for $2.75, with a term of one (1) year. No underwriters were utilized in this offering. NXT paid commissions of $65,567 in connection with this offering. The offering was sold to a total of 56 investors, who are employees, former employees and consultants of NXT as well as certain accredited investors introduced to NXT’s by its management and employees.

Of the 573,269 units sold, 340,269 were exempt from registration due to the exemption found in Regulation S promulgated by the Securities and Exchange Commission under the Securities Act of 1933. These sales were offshore transactions since all of the offerees were not in the United States and the purchasers were outside the United States at the time of the purchase. Moreover, there were no directed selling efforts of any kind made in the Untied States neither by us nor by any affiliate or any person acting on our behalf in connection with any of these offerings. All offering materials and documents used in connection with the offers and sales of the securities included statements to the effect that the securities have not been registered under the Securities Act of 1933 and may not be offered or sold in the United States or to U.S. persons unless the securities are registered under the Act or an exemption there from is available and that no hedging transactions involving those securities may not be conducted unless in compliance with the Act. Each purchaser under Regulation S certified that it is not a U.S. person and is not acquiring the securities for the account or benefit of any U.S. person and agreed to resell such securities only in accordance with the provisions of Regulation S, pursuant to registration under the Act or pursuant to an available exemption

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from registration. The shares sold are restricted securities and the certificates representing these shares have been affixed with a standard restrictive legend, which states that the securities cannot be sold without registration under the Securities Act of 1933 or an exemption there from and we are required to refuse to register any transfer that does not comply with such requirements.

Of the remaining 233,000 units, such units were exempt from registration pursuant to Rule 506 of Regulation D promulgated by the Securities and Exchange Commission under the Securities Act of 1933. Neither we nor any person acting on our behalf offered or sold these securities by any form of general solicitation or general advertising. The shares sold are restricted securities and the certificates representing these shares have been affixed with a standard restrictive legend, which states that the securities cannot be sold without registration under the Securities Act of 1933 or an exemption there from. Each purchaser represented to us that he was purchasing the securities for his own account and not for the account of any other persons. Each purchaser was provided with written disclosure that the securities have not been registered under the Securities Act of 1933 and therefore cannot be sold without registration under the Securities Act of 1933 or an exemption there from.

During the quarter ended March 31, 2004, NXT issued a total of 81,172 common shares in connection with the exercise of outstanding options held by its employees, former employees and consultants.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

Not Applicable.

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

Not Applicable.

ITEM 5. OTHER INFORMATION

Not Applicable.

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

a) Exhibits

2.1 (1) Reorganization Plan dated September 28, 1994 between Mega-Mart, Inc. and Auric Mining  
  Corporation  
2.2 (1) Reorganization Plan dated December 31, 1995 between Auric Mining Corporation and Fiero  
  Mining Corporation  
2.3 (1) Reorganization Plan dated January 20, 1996 between Auric Mining Corporation and Pinnacle  
  Oil Inc.  
2.4 (1) Articles of Incorporation of Auric Mining Corporation as filed with the Nevada Secretary of  
  State on September 27, 1994  
3.2 (1) Amendment to Articles of Incorporation of Auric Mining Corporation as filed with the Nevada  
  Secretary of State on February 23, 1996  
3.3 (1) Certificate of Amendment to Articles of Incorporation of Pinnacle Oil International, Inc. as filed  
  with the Nevada Secretary of State on April 1, 1998  
3.4 (6) Certificate of Amendment to Articles of Incorporation of Pinnacle Oil International, Inc. as filed  
  with the Nevada Secretary of State on June 13, 2000  
3.5 (1) Amended Bylaws for Energy Exploration Technologies  
3.6 (1) Pinnacle Oil International, Inc. specimen common stock certificate  
3.7 (1) Pinnacle Oil International, Inc. specimen series 'A' preferred stock certificate  
3.8 (1) Energy Exploration Technologies specimen common stock certificate  
3.9 (1) Form of Non-Qualified Stock Option Agreement for grants to directors  
3.10 (1)

1997 Pinnacle Oil International, Inc. Stock Plan

 
3.11 (3) Form of Stock Option Certificate for grants to employees under the 1997 Pinnacle Oil  

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  International, Inc. Stock Plan
3.12 (1) Warrant certificate for 200,000 Common Shares issued to SFD Investment LLC
3.13 (4) 1999 Pinnacle Oil International, Inc. Executive Stock Option Plan
3.14 (4) Form of Stock Option Certificate for grants to directors under the 2000 Pinnacle Oil
  International, Inc. Executive Stock Option Plan
3.15 (7) 2000 Pinnacle Oil International, Inc. Directors' Stock Plan
3.16 (7) Form of Stock Option Certificate for grants to directors under the 2000 Pinnacle Oil
  International, Inc. Directors' Stock Plan
3.17 (1) Stockholder Agreement dated April 3, 1998 among Pinnacle Oil International, Inc., R. Dirk
  Stinson, George Liszicasz and SFD Investment LLC
3.18 (10) Amended By-laws of Energy Exploration Technologies, Inc. - Amended September 20, 2002
3.19 (12) Articles of Continuance for the continuance of the Registrant in the Province of Alberta, filed
  with the Alberta Registrar of Corporations on October 24, 2003 under the name “Energy
  Exploration Technologies Inc.”
3.20 (12) Bylaws of Energy Exploration Technologies Inc. dated October 24 , 2003
10.1 (1) Partnership Agreement of Messrs. Liszicasz and Stinson dated September 1, 1995
10.2 (1) Agreement between Pinnacle Oil Inc. and Mr. Liszicasz dated January 1, 1996
10.3 (1) Transfer Agreement by Momentum Resources Corporation dated June 18, 1996
10.4 (1) Restated Technology Agreement dated August 1, 1996
10.5 (1) Amendment to Restated Technology Agreement with Momentum Resources Corporation
  dated April 3, 1998
10.6 (8) SFD Technology License Agreement with Momentum Resources Corporation dated
  December 31, 2000
10.7 (1) Letter Agreement with Encal Energy Ltd. dated December 13, 1996
10.8 (1) Exploration Joint Venture Agreement with Encal Energy Ltd. dated February 19, 1997
10.9 (1) Exploration Joint Venture Agreement with Encal Energy Ltd. dated September 15, 1997
10.10 (8) Letter Amending Joint Venture Agreement with Encal Energy Ltd. dated April 1, 2000
10.11 (1) Letter Agreement with Renaissance Energy Ltd. dated April 16, 1997
10.12 (1) SFD Survey Agreement with Renaissance Energy Ltd. dated November 1, 1997
10.13 (1) SFD Survey Agreement with Renaissance Energy Ltd. dated February 1, 1998 (Prospect Lands
  #1)
10.14 (1) SFD Survey Agreement with Renaissance Energy Ltd. dated February 1, 1998 (Prospect Lands
  #2)
10.15 (1) Joint Exploration and Development Agreement with CamWest Limited Partnership dated
  April 3, 1998
10.16 (1) Assignment of Joint Exploration and Development Agreement with CamWest Exploration LLC
  dated January 29, 1999
10.17 (1) Canadian Data License Agreement with Pinnacle Oil Canada Inc. dated April 1, 1997
10.18 (1) American Data License Agreement with Pinnacle Oil Inc. dated April 1, 1997
10.19 (1) Cost Recovery Agreement with Pinnacle Oil Canada Inc. dated April 1, 1997
10.20 (1) Assignment Agreement with Pinnacle Oil Canada Inc. dated September 15, 1997
10.21 (1) Assignment Agreement with Pinnacle Oil Canada Inc. dated April 1, 1997
10.22 (1) Assignment Agreement with Pinnacle Oil Canada Inc. dated November 1, 1997
10.23 (1) Employment Agreement dated April 1, 1997 with Mr. Dirk Stinson
10.24 (1) Employment Agreement dated April 1, 1997 with Mr. George Liszicasz
10.25 (1) Unsecured Convertible Promissory Note ($500,000) in favor of Mr. Liszicasz
10.26 (1) Unsecured Convertible Promissory Note ($500,000) in favor of Mr. Stinson
10.27 (1) Promissory Notes of Pinnacle Oil Inc. in favor of Messrs. Liszicasz and Stinson dated
  October 21, 1995
10.28 (1) Registration and Participation Rights Agreement dated April 3, 1998 between Pinnacle Oil
  International, Inc. and SFD Investment LLC
   
   
 

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10.29 (1) Form of Indemnification Agreement between Pinnacle Oil International, Inc. and each Director  
  and Executive Officer  
10.30 (1) Lease Agreement between Phoenix Place Ltd. and Pinnacle Oil International, Inc. dated  
  November 25, 1997  
10.31 (2) Employment Agreement dated July 9, 1998 with John M. Woodbury, Jr.  
10.32 (5) Assignment Of Joint Exploration and Development Agreement between CamWest Limited  
  Partnership and CamWest Exploration LLC dated January 29, 1999  
10.33 (5) Settlement Agreement dated April 27, 1999  
10.34 (5) Employment Agreement dated May 1, 1999 with Daniel C. Topolinsky  
10.35 (5) Employment Agreement dated May 1, 1999 with James R. Ehrets  
10.36 (9) Promissory Note by NXT Aero USA Inc. dated November 6, 2000 to Aviation Finance Group  
  LLC  
10.37 (9) Aircraft Loan Agreement by NXT Aero USA Inc. dated November 6, 2000 with Aviation  
  Finance Group LLC  
10.38 (9) Aircraft Security Agreement by NXT Aero USA Inc. dated November 6, 2000 with Aviation  
  Finance Group LLC  
10.39 (9) Commercial Guaranty by Energy Exploration Technologies dated November 6, 2000 to  
  Aviation Finance Group LLC  
10.40 (9) Terminating Events Addendum dated November 6, 2000 with Aviation Finance Group LLC  
10.41 (11) Employment Agreement dated December 1, 2002 with George Liszicasz  
14(12) Code of Ethics  
21(8) List of significant subsidiaries  
31(13) Rule 13a-14(a)/15d-14(a) Certification  
32(13) Section 1350 Certification  
99.1 (1) Report captioned "Evaluation of Stress Field Detector Technology-Implications for Oil and  
  Gas Exploration in Western Canada" dated September 30, 1996 prepared by Rod Morris, P.  
  geologist, A.P.E.G.G.A.  
99.2 (1) Report regarding "Stress Field Detector Technology" dated May 22, 1998 prepared by Encal  
  Energy Ltd.  
99.3 (2) Report captioned "SFD Data Summary" dated August 26, 1998 prepared by CamWest, Inc.  
99.4 (1) Report captioned "Pinnacle Oil International Inc.-Stress Field Detector Documentation of  
  Certain Exploration and Evaluation Activities" dated February 27, 1998 prepared by Gilbert  
  Laustsen Jung Associates Ltd.  
  (1) Previously filed by our company as part of our Registration Statement on Form 10 filed on  
  June 29, 1998 (SEC File No. 0-24027)  
  (2) Previously filed by our company as part of our Amendment No. 1 to Registration Statement on  
  Form 10 filed on August 31, 1998  
  (3) Previously filed by our company as part of our Annual Report on Form 10-K for our year ended  
  December 31, 1998 as filed on March 31, 1999  
  (4) Previously filed by our company as part of our Registration Statement on Form S-8 (SEC File  
  No. 333-89251) as filed on March 31, 1999  
  (5) Previously filed by our company as part of our Annual Report on Form 10-K for our year ended  
  December 31, 1999 as filed on April 17, 2000  
  (6) Previously filed by our company as part of Amendment No. 1 to our Annual Report on Form 10-K  
  for our year ended December 31, 1999 as filed on July 28, 2000  
  (7) Previously filed by our company as part of our Quarterly Report on Form 10-Q for the quarter ended  
  March 31, 2000 as filed on May 15, 2000.  
  (8) Previously filed by our company as part of our Annual Report on Form 10-K for the year ended  
  December 31, 2000 as filed on April 2, 2001.  
  (9) Previously filed by our company as part of our Annual Report on Form 10-K for the year ended  
  December 31, 2001 as filed on April 1, 2002.  
(10) Previously filed by our company as part of our Quarterly Report on Form 10-Q for the quarter ende d
September 30, 2002 as filed on November 14, 2002
(11) Previously filed by our company as part of our Annual Report on Form 10-K for the year ended December 
31, 2002 as filed on March 31, 2003.
(12) Previously filed by our company as part of our Quart erly Report on Form 10-Q for the quarter ended
September 30, 2003 as filed on November 14, 2004
(13) Previously filed by our company as part of our Annual Report on Form 10-K for the year ended December
31, 2003 as filed on April 14, 2004.
 


 

 

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b)  Reports on Form 8-K filed subsequent to December 31, 2003

1)  Form 8-K filed February 17, 2004 reporting the appointment of His Highness Sheikh Al Hassan Bin Ali Bin Rashid Al Nuaimi, a member of the Royal Family and a resident of the Emirate of Ajman, United Arab Emirates (UAE), to the Board of Directors.

SIGNATURE

Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this quarterly report on form 10-Q to be signed on its behalf by the undersigned, thereunto duly authorized.

Dated at Calgary, Alberta, this 13th day of May, 2004.

ENERGY EXPLORATION TECHNOLO GIES INC.

By:           /s/ George Liszicasz    

        George Liszicasz 

        Chief Executive Officer

       (principal executive officer and principal accounting officer)

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