HISTORICAL OVERVIEW OF THE COMPANY

The Company was incorporated on November 16, 1999 under the laws of the State of Nevada. The Company has no subsidiaries or no affiliated companies. The Company has not been in bankruptcy, receivership or similar proceedings since its inception. The Company has not had any material reclassifications, mergers, consolidation of its common shares, or purchase or sale of a significant amount of assets not in the ordinary course of business.

The Company's offices are located at 4610 So. Ulster Street, Suite 150, Denver, Colorado 80237 (Telephone: 303-495-3684).

The Company's Articles of Incorporation currently provide that the Company Is authorized to issue 200,000,000 shares of common stock with a par value of $0.001 per share. At October 31, 2005, there were 28,287,220 shares outstanding.

The Company is in the natural resources development and acquisition business. The Company was founded as a mining exploration Company with mineral claims in the Province of Newfoundland, Canada in a known gold and precious metals producing area. The Company has now refocused its attention on the acquisition of income producing oil and gas properties in the United States which the Company believes have a solid future and which will provide operating funds for the Company as it progresses in its development. The Company initially acquired and carried working interest in a producing property in Texas and is exploring the acquisition of additional properties there and in other areas.

On September 15, 2003, the Company closed on the purchase of a 2% leasehold working interest in a natural gas property in Texas. This interest was purchased for $17,500. On August 11, 2005 100,000 shares were issued to the original owner of the working interest. These additional shares were recorded as a cost of the lease at par value per share, an additional $100 to the cost of the lease. The well produces monthly income.

The Company entered into a partnership agreement with a private investor to purchase 25% of a re-entry project known as Republic One in Central Texas. The investment partner paid the Company $122,000 as part of this agreement, which were invested in the project in May, 2005.

On October 31, 2005, the Company paid $10,000 for the purchase of 100% of an oil and gas lease for a well located in Fremont County, Wyoming. The effective date of the purchase is November 1, 2005. This oil and gas lease was sold on April 27, 2006 to an unrelated party for $3,500 incurring a loss on the sale of the oil and gas lease of $6,500.

Glen Manor Resources, Inc. changed their name to XTX Energy, Inc. effective June 1, 2006. With the name change the company's trading symbol has changed to XTEG.

The Company was previously in the exploration of a mineral claim called the Glen Claim located in the Province of Newfoundland. After extensive research by the Company, a decision was made to no longer pursue mining interests. Upon that decision, the Glen lease was not renewed. There were no ongoing liabilities at the time the Company exited from the claim. The Company has now refocused its interest on the acquisition of income producing oil and gas properties.

The Company's management has changed since its inception. On May 19, 2003, Michael Fisher and John Watson resigned as Directors of the Company, being replaced by Albert Folsom, as President and Director. On November 30, 2003, Albert Folsom resigned as President and appointed J. Dean Burden as President and CEO. Mr. Burden was also appointed as a Director and Treasurer of the Company. Mr. Folsom remained as Director and Secretary-Treasurer of XTX Energy, and was appointed CFO of the Company.

To obtain future funding for the Company, the directors and officers will have to consider advancing funds to maintain the Company in good standing.

The Company does not have any full time employees and the directors devote such time as required to attend to the affairs of the Company.

The Company has provided limited financial information to shareholders and has encouraged current shareholders to review the Company's filings online through the SEC Internet site. The Company has not held an Annual Meeting of Stockholders. It is the intention of management to do so once it has the available funds to allow it to print and distribute material to the shareholders. The Company has filed with the Securities and Exchange Commission various forms such as 10-QSB and 10-KSB.

The public may read and copy any material the Company files with the SEC at the SEC's Public Reference Room at 450 Fifth Street, N.W., Washington, D.C., 20549. The public may obtain information on the operation of the Public Reference Room by calling the SEC at 1-800-SEC-0330. The Company is an electronic filer and therefore the public can review the Company's filing on the SEC Internet site that contains reports, proxy, and information statements, and other information regarding the Company. This information can be obtained by accessing the SEC website address at http://www.sec.gov.

The Company presently does not have an Internet address.

PLANNED BUSINESS

When used in this discussion, the words "believe", "anticipate", "expects" and similar expressions are intended to identify forward-looking statements. Such statements are subject to certain risks and uncertainties, which could cause actual results to differ materially from those projected. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. The Company undertakes no obligation to republish revised forward-looking statements to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events. Readers are also urged to carefully review and consider the various disclosures made by the Company that attempt to advise interested parties of factors which affect the Company's business, in this report, as well as the Company's periodic reports on Forms 10-KSB and 10-QSB filed with the Securities and Exchange Commission ("SEC").

The Company's financial statements are stated in United States Dollars and are prepared in accordance with United States Generally Accepted Accounting Principles.

RISK FACTORS

The following represents a list of risk factors which must be taken into consideration when evaluating the merits of the Company.

1. THE COMPANY HAS LIMITED ASSETS

The Company currently has no revenue producing assets as of October 31, 2006. The Company is seeking other revenue sources for this oil and gas business.

2. FUTURE TRADING IN THE COMPANY'S STOCK

The SEC has adopted regulations which generally define "penny stock" to be any equity security that has a market price, as defined, less than $5.00 per share or an exercise price of less than $5.00 per share, subject to certain exceptions. The Company's shares will initially, and may always be, covered by the penny stock rules, which impose additional sales practice requirements on broker-dealers who sell to persons other than established customers and "accredited investors." The term "accredited investor" refers generally to institutions with assets in excess of $5,000,000 or individuals with a net worth in excess of $1,000,000 or annual income exceeding $200,000 or $300,000 jointly with their spouse. The penny stock rules require a broker-dealer, prior to a transaction in a penny stock not otherwise exempt from the rules, to deliver a standardized risk disclosure document in a form prepared by the SEC which provides information about penny stocks and the nature and level of risks in the penny stock market. The broker-dealer also must provide the customer with current bid and offer quotations for the penny stock, the compensation of the broker-dealer and its salesperson in the transaction and monthly account statements showing the market value of each penny stock held in the customer's account. The bid and offer quotations, and the broker-dealer and salesperson compensation information, must be given to the customer orally or in writing prior to effecting the transaction and must be given to the customer in writing before or with the customer's confirmation. In addition, the penny stock rules require that prior to a transaction in a penny stock not otherwise exempt from these rules, the broker-dealer must make a special written determination that

the penny stock is a suitable investment for the purchaser and receive the purchaser's written agreement to the transaction. These disclosure requirements may have the effect of reducing the level of trading activity in the secondary market for the stock that is subject to broker-dealers to trade in the Company's securities. The Company believes that the penny stock rules discourage investor interest in and limit the marketability of, its common stock when, and if, it is called for trading. The Company feels that its shares will be considered to be penny stock when they are finally quoted. At this point, there is no guarantee that the Company's shares will qualify for a quotation.

3. BLUE SKY CONSIDERATIONS

Because the common shares of the Company have not been registered for resale under the blue sky laws of any state, and the Company has no current plans to register or qualify its shares in any state, holders of these shares and future investors, if any, who desire to purchase them in any trading market that might develop in the future, should be aware that there may be significant state blue sky restrictions upon the ability of new investors to purchase the securities. These restrictions could reduce the size of any potential market.

4. FUTURE ISSUANCE OF STOCK OPTIONS, WARRANTS AND/OR RIGHTS WILL HAVE A DILUTING FACTOR ON EXISTING AND FUTURE SHAREHOLDERS

The grant and exercise of stock options, warrants or rights to be issued in the future would likely result in a dilution of the value of the Company's common shares. Moreover, the Company may seek authorization to increase the number of its authorized shares and to sell additional securities and/or rights to purchase such securities at any time in the future. Dilution of the value of the common shares would likely result from such sales.

5. TIME SPENT BY DIRECTORS AND OFFICERS ON THE AFFAIRS OF THE COMPANY

The Officers and Directors of the Company devote only a small portion of their time to the affairs of the Company, estimated to be no more than approximately 10 percent of the work week for Mr. Folsom and 50% of the work week for Jerrold Burden.

6. THE COMPANY HAS INCURRED SUBSTANTIAL LOSSES SINCE ITS EXCEPTION DEVELOPMENT

The Company has cumulative net loss for the date of its inception to October 31, 2006 of $463,326. To date, the Company has not been able to offset these losses with any form of substantial cash flow. In the future, unless circumstances change, the Company might find it difficult to attract capital in order to complete its proposed exploration plans and remain as a going concern.

7. GOING CONCERN CONCEPT

As mentioned under 7 above, the Company might continue to be a going concern if it does not obtain funding to meet its current debt obligations and have funds to carry on in the future. The auditors have indicated this fact in their opinion report filed with the Form 10-KSB as at October 31, 2006 as follows:

The accompanying financial statements have been prepared assuming the Company will continue as a going concern. As discussed in Note 2 to the financial statements, the Company has suffered recurring losses from operations, which raises substantial doubt about its ability to continue as a going concern. Management's plans in regard to these matters are also discussed in Note 2. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

The auditors are alerting readers of the financial statements that there is substantial doubt as to whether or not the Company will survive as a going concern if it does not address its immediate cash flow requirements.

8. DIVIDEND POLICY

The Company has not paid any cash dividends and there are presently no plans to pay any such dividends in the foreseeable future. The declaration and payment of dividends in the future will be determined by the Board of Directors

in light of conditions then existing, including earning, financial condition, capital requirements and other factors. There are no contractual restrictions on the Company's present or future ability to pay dividends.

9. CONFLICT OF INTEREST

Certain of the directors of the Company also serve as directors of other companies involved in various projects, and consequently there exists the possibility for such directors to be in a position of conflict. Any decision made by such directors involving the Company will be made in accordance with the duties and obligations of directors to deal fairly and in good faith with the Company and such other companies. In addition, such directors must declare, and refrain from voting on, any matter in which such directors may have a conflict of interest. The Company believes that no material conflicts of interest currently exist.

10. LIMITED OPERATING HISTORY

The Company began its business on November 16, 1999. As a result, the Company has had a limited history of operations. Accordingly, the Company is subject to all risks inherent in a developing business enterprise. The likelihood of success of the Company must be considered in light of the problems, expenses, difficulties, complications, and delays frequently encountered in connection with a new business in general and those specific to the mineral exploration industry and the competitive and regulatory environment in which the Company will operate. Since inception the Company has never been profitable and there can be no assurance the Company's operations will ever be profitable.

11. COMPETITION

The exploration of oil and natural gas is an intensely competitive industry. The sale of interests in oil and gas projects, like those the Company plans to acquire, is also very competitive. The Company is competing with other oil and natural gas producers, as well as with other entities which invest in oil and gas for their own account or for others, and many of these companies are substantially larger than the Company, having larger staffs, larger budgets and more experience.

12. MARKETS

Market factors affect the quantities of oil and gas production and the price the Company can obtain for the production from its oil and natural gas properties. Such factors include: the extent of domestic production; the level of imports of foreign oil and natural gas; the general level of market demand on a regional, national and worldwide basis; domestic and foreign economic conditions that determine levels of industrial production; political events in foreign oil-producing regions; and variations in governmental regulations including environmental, energy conservation, and tax laws or the imposition of new regulatory requirements upon the oil and natural gas industry.

13. REGULATION

Federal and state laws and regulations affect, to some degree, the production, transportation, and sale of oil and natural gas from the Company's operations. The states in which the Company operates or plans to operate have statutory provisions regulating the production and sale of oil and natural gas, including provisions regarding deliverability. These statutes, along with the regulations interpreting the statutes, generally are intended to prevent waste of oil and natural gas, and to protect correlative rights to produce oil and natural gas produced by assigning allowable rates of production to each well or pro-ration unit.

The exploration, development, production, and processing of oil and natural gas are subject to various federal and state laws and regulations to protect the environment. Various federal and state agencies are considering, and some have adopted, other laws and regulations regarding environmental controls that could increase the cost of doing business. These laws and regulations may require: the acquisition of a permit by operators before drilling commences; the prohibition of drilling activities on certain lands lying within wilderness areas or where pollution arises; and the imposition of substantial liabilities for pollution resulting from drilling operations, particularly operations in offshore waters or on submerged lands. The cost of oil and gas development and production also may increase because of the cost of compliance with such regulations, together with any penalties resulting from failing to comply with the legislation and regulations. Ultimately, the Company may bear some of these costs.

Presently, the Company does not anticipate that compliance with federal, state and local environmental regulations will have an adverse effect on capital expenditures, earnings, or its competitive position in the oil and gas industry; however, changes in the laws, rules, or regulations, or the interpretation thereof, could have a material adverse effect on the Company's financial condition or results of operation.