Forward-Looking Statements

This quarterly report contains forward-looking statements. These statements relate to future events or our future financial performance. In some cases, you can identify forward-looking statements by terminology such as "may", "should", "expects", "plans", "anticipates", "believes", "estimates", "predicts", "potential" or "continue" or the negative of these terms or other comparable terminology. These statements are only predictions and involve known and unknown risks, uncertainties and other factors, including the risks in the section entitled "Risk Factors" that may cause our or our industry's actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements.

Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements. Except as required by applicable law, including the securities laws of the United States, we do not intend to update any of the forward-looking statements to conform these statements to actual results.

Our unaudited interim financial statements are stated in United States dollars and are prepared in accordance with United States generally accepted accounting principles. The following discussion should be read in conjunction with our Company's audited financial statements and 10-K for the year ended December 31, 2008 and unaudited interim financial statements and the related notes that appear elsewhere in this quarterly report.

In this quarterly report, unless otherwise specified, all references to "common stock" refer to common shares in the capital of our Company and the terms "we", "us" and "our" mean Cheetah Oil & Gas Ltd.

General Overview

We were incorporated under the laws of the State of Nevada on May 5, 1992 under the name "Bio-American Capital Corporation".

On March 5, 2004 we acquired all of the issued and outstanding shares of Cheetah BC, a private British Columbia company, in exchange for 25,000,000 shares of our common stock. Therefore, for accounting purposes, Cheetah BC was deemed to have acquired Bio-American Capital Corporation.

Bio-American Capital Corporation changed its name to "Cheetah Oil & Gas Ltd." ("Cheetah") by a Certificate of Amendment filed on May 25, 2004 with the Nevada Secretary of State. Immediately prior to the Cheetah acquisition we had 62 shareholders of record.

On April 24, 2007, we increased the authorized number of shares of our common stock from 50,000,000 shares to 500,000,000 shares, par value of $0.001 per share and altered our authorized share capital to authorize the issuance of up to 100,000,000 shares of preferred stock, par value of $0.001 per share, for which the Board of Directors may fix and determine the designations, rights, preferences or other variations of each class or series within each class of the preferred shares.

The general purpose and effect of the amendment to our corporation's Articles is to increase our authorized share capital and authorize the preferred shares, which will enhance our Company's ability to finance the development and operation of our business.

Our common shares were quoted for trading on the OTCBB on December 8, 1998 under the symbol "BIAN". In October 1999, due to the change in Rule 15c2-11, we were reduced to trading in the "Pink Sheets" because we did not have an effective Form 10-SB. In August 1999 our Form 10-SB became effective. A Form 211 application was accepted by the NASD Regulations, Inc. and our shares of common stock were quoted for trading on the OTCBB in June 2002. On May 25, 2004 our symbol changed to "COGL".

On July 15, 2009, our board of directors approved an amendment to the consolidation so that the consolidation would be on a ten (10) for one (1) basis. In connection with the amendment of the consolidation, our Company filed a certificate of correction with the Nevada Secretary of State, wherein our authorized and issued and outstanding shares of common stock would be consolidated on a ten (10) for one (1) basis, with an August 15, 2009 effective date.

As a result, effective August 15, 2009, our authorized capital decreased from 500,000,000 shares of common stock with a par value of $0.001 to 50,000,000 shares of common stock with a par value of $0.001 and our issued and outstanding shares decreased from 37,086,740 shares of common stock to 3,708,674 shares of common stock.

The consolidation will become effective with the Over-the-Counter Bulletin Board at the opening for trading on August 20, 2009 under the new stock symbol "COHG". Our new CUSIP number is 163076201.

We have not been involved in any bankruptcy, receivership or similar proceeding.

We are engaged in the exploration for and production of oil and natural gas, primarily in the State of Mississippi, USA. Until recently, we were engaged in the exploration for oil and natural gas in the country of Papua New Guinea through our ten percent equity interest in Cheetah Oil & Gas B.C. Ltd. ("Cheetah BC"). On November 25, 2008, we sold our remaining 10% interest in Cheetah BC.

Due to the implementation of British Columbia Instrument 51-509 on September 30, 2008 by the British Columbia Securities Commission, we have been deemed to be a British Columbia based reporting issuer. As such, we are required to file certain information and documents at www.sedar.com.

Our Current Business

We are engaged in the exploration for and production of oil and natural gas, primarily in the State of Mississippi, USA.

On April 3, 2009, we entered into an asset purchase agreement with Delta Oil & Gas, Inc. and The Stallion Group wherein we agreed to acquire an 8% interest in certain oil and gas interests located in the State of Mississippi, known as the Belmont Lake field. The Belmont Lake field currently has two producing wells.

In addition to acquiring the 8% working interest, we acquired a 40% working interest on an option to drill wells on over 140,000 acres of exploration lands. These lands have extensive existing 2-D and 3-D seismic coverage and the project operations have identified multiple targets for potential future drilling.

We acquired these assets for $179,309.

Effective August 31, 2009, we entered into an assignment agreement with Golden Aria Corp. The assignment agreement dated August 28, 2009, provides for the purchase by Golden Aria of a revenue interest of 40.432% of our 8% share of our net revenue after field operating expenses from our Belmont Lake PP F-12-4 horizontal well, located in Belmont Lake Field, Wilkinson County, Mississippi. As consideration, Golden Aria has agreed to pay 57.76% of our costs currently budgeted at $77,905, subject to revision and 57.76% of our 8% share of PP F-12-4 well costs from time to time for infrastructure, pipes, tanks, compressors, trucking, etc.

Effective August 31, 2009, we entered into an assignment agreement with David DeMartini. The assignment agreement dated August 28, 2009, provides for the purchase by DeMartini of a revenue interest of 75% of our 8% share of our net revenue after field operating expenses from our Belmont Lake PP F-12-4 horizontal well, located in Belmont Lake Field, Wilkinson County, Mississippi. The assignment of the interest is limited to a gross 500% revenue payout based on the total amount paid for the working interest, after which all rights, interests and benefits

Effective August 31, 2009, we entered into a partial release and acknowledgement agreement dated August 29, 2009 with Sage Investments Ltd. Pursuant to the partial release and acknowledgement, Sage has agreed to release its security interest in certain assets of our Company.

On September 14th, 2009, we issued 1,230,000 units at a unit price of $0.05 per Unit for the net proceeds of $61,500. Each Unit is comprised of one restricted common share and one warrant (the "Warrant") to purchase one additional share of common stock, exercisable until August 10, 2011. The exercise price of the Warrants is $0.20. Assuming that all of the Warrants are exercised by the holders, the gross proceeds received by our Company from the Warrants will equal approximately $246,000.

We issued the shares and share purchase warrants to one (1) US persons pursuant to the exemption from registration provided for under Rule 506 of Regulation D, promulgated under the United States Securities Act of 1933, as amended and issued the shares and share purchase warrants to nine (9) non-US persons in an off-shore transaction pursuant to the exemption from registration provided for under Regulation S, promulgated under the United States Securities Act of 1933, as amended.

On September 14, 2009, we reached a debt settlement with two Directors of our Company in the amount of $151,000 by issuing 3,020,000 shares at a price of $0.05 per share.

We are currently seeking opportunities to acquire prospective or producing oil and gas properties or other oil and gas resource related projects.

We are not able to fund our cash requirements through our current operations. Historically, we have been able to raise a limited amount of capital through private placements of our equity stock, but we are uncertain about our continued ability to raise funds privately. Further, we believe that our Company may have difficulties raising capital until we locate a prospective property through which we can pursue our plan of operation. If we are unable to secure adequate capital to continue our acquisition efforts, our shareholders may lose some or all of their investment and our business may fail.

Cash Requirements

We currently hold an 8% interest in certain oil and gas interests located in the State of Mississippi, known as the Belmont Lake field. The Belmont Lake field currently has two producing wells, which have been producing approximately 130 bbl/d. In addition to the 8% working interest, we hold a 40% working interest on an option to drill wells on over 140,000 acres of exploration lands. These lands have extensive existing 2-D and 3-D seismic coverage and the project operations have identified multiple targets for potential future drilling.

Our Company has a limited operating history. There is no assurance that we will be able to maintain operations at a level sufficient for an investor to obtain a return on his investment in our common stock. Further, we may continue to be unprofitable.

Results of Operations - Three months Ended September 30, 2009 and 2008

The following summary of our results of operations should be read in conjunction with our financial statements for the three and nine month periods ended September 30, 2009 which are included herein.

Our operating results for the three months ended September 30, 2009, for the three months ended September 30, 2008 and the changes between those periods for the respective items are summarized as follows:

                       Three months Ended Three months Ended     Change Between
                         September 30,      September 30,      Three Month Period
                              2009               2008                Ended
                               $                  $            September 30, 2009
                                                             and September 30, 2008
                                                                       $
Revenue                            31,215                Nil                 31,215
Legal, accounting and            (12,276)           (13,296)                  1,020
audit
General and                       (4,859)            (3,264)                (1,595)
administrative
Consulting fees &                (30,000)           (24,181)                (5,819)
Director Fees
Interest and accretion            (2,709)            (8,322)                  5,613
Stock based                       (6,000)                  -                (6,000)
compensation
Unrealized gains                        -             20,000               (20,000)
(loss) on warrants
Foreign exchange gain             (3,827)              4,208                (8,035)
(loss)
Natural Oil & Gas                (17,888)                  -               (17,888)
Operating Costs
Forgiveness of Debt                     -                  -                      -
Net loss and                     (46,344)           (24,855)               (21,489)
comprehensive loss for
the period

Revenues

We had revenues of $31,215 during the three months ended September 30, 2009 as compared to revenues of $Nil during the three months ended September 30, 2008 primarily as a result of our acquisition of the working interest in the Belmont Lake Field.

Natural Oil & Gas Operating Costs

We have oil & gas operating costs of $17,888 during the three months ended September 30, 2009 as compared to oil & gas operating costs of $Nil during the three months ended September 30, 2008 primarily as a result of our acquisition of the working interest in the Belmont Lake Field.

General and Administrative

The $1,595 increase in our general and administrative expenses for the three months ended September 30, 2009 was due to depletion expense totaling $2,016 and a decrease of $421 in general expenses.

Accounting, Audit and Legal

The $1,020 decrease in accounting, audit and legal fees for the three months ended September 30, 2009 was due to a decrease in audit and legal fees.

Consulting Fees and Directors Fees

The $5,819 increase in consulting fees and director fees for the three months ended September 30, 2009 was due to an increase in consulting fees.

Interest and Accretion

The $5,613 decrease in interest and accretion for the three months ended September 30, 2009 was due to a decrease in the interest expensed.

The $8,035 increase in foreign exchange loss for the three months ended September 30, 2009 was due to currency fluctuations.

Unrealized gain (loss) on warrants

The change in unrealized gains (loss) on the warrants for the three months ended September 30, 2009 was due to the cancellation of the warrants.

Nine months Ended September 30, 2009 and 2008

Our operating results for the nine months ended September 30, 2009, for the nine months ended September 30, 2008 and the changes between those periods for the respective items are summarized as follows:

                         Nine months Ended Nine months Ended     Change Between
                           September 30,     September 30,     Nine Month Period
                               2009              2008                Ended
                                 $                 $           September 30, 2009
                                                             and September 30, 2008
                                                                       $
Revenue                             53,949               Nil                 53,949
Legal, accounting and             (65,062)         (109,220)                 44,158
audit
General and                       (10,316)           (7,697)                (2,619)
administrative
Consulting fees &                 (90,000)         (102,150)                 12,150
Director Fees
Interest and accretion             (5,828)          (17,596)                 11,768
Stock-based compensation          (13,667)                 -               (13,667)
Unrealized gains (loss)                  -          (23,000)                 23,000
on warrants
Natural Oil & Gas                 (28,783)                 -               (28,783)
Operating Costs
Foreign exchange gain              (6,774)             3,521               (10,295)
(loss)
Forgiveness of Debt                 39,249                 -                 39,249
Net loss and                     (127,232)         (256,142)                128,910
comprehensive loss for
the period

Revenues

We had revenues of $53,949 during the nine months ended September 30, 2009 as compared to revenues of $Nil during the nine months ended September 30, 2008 primarily as a result of our acquisition of the working interest in the Belmont Lake Field.

General and Administrative

The $2,619 increase in our general and administrative expenses for the nine months ended September 30, 2009 was due to the depletion expense totaling $2,016 and an overall minor increase in general and administrative expenses.

Accounting, Audit and Legal

The $44,158 decrease in accounting, audit and legal fees for the nine months ended September 30, 2009 was due for the most part, a decrease in audit fee expenses.

The $12,150 decrease in consulting fees and director fees for the nine months ended September 30, 2009 was due to the Company only having two directors that recorded monthly fees and at a reduced amount.

Interest and Accretion

The $11,768 decrease in interest and accretion for the nine months ended September 30, 2009 was due to a decrease in interest costs.

Foreign Exchange Gain (loss)

The $10,295 increase in foreign exchange loss for the nine months ended September 30, 2009 was due to currency fluctuations.

Unrealized gain (loss) on warrants

The change in unrealized gains (loss) on the warrants for the nine months ended September 30, 2009 was due to the cancellation of the warrants.

Liquidity and Financial Condition

Working Capital

                         At              At
                      September
                         30,        December 31,
                        2009            2008
Current assets      $   244,107   $      251,538
Current liabilities     473,416          390,803
Working capital     $  (229,309 ) $     (139,265 )


Cash Flows

                                                           Nine months Ended
                                                        September     September
                                                           30,           30,
                                                          2009          2008
Cash flows provided by (used in) operating activities $   176,612   $  (281,226 )
Cash flows provided by (used in) investing activities    (162,509 )           -
Cash flows provided by (used in) financing activities      88,162       289,080
Increase (decrease) in cash and cash equivalents      $   102,265   $     7,854

On September 14th, 2009, we issued 1,230,000 units at a unit price of $0.05 per unit for the net proceeds of $61,500. Each unit is comprised of one restricted common share and one warrant (the "Warrant") to purchase one additional share of common stock, exercisable until August 10, 2011. The exercise price of the Warrants is $0.20. Assuming that all of the Warrants are exercised by the holders, the gross proceeds received by our Company from the Warrants will equal approximately $246,000.

We issued the shares and share purchase warrants to one (1) US persons pursuant to the exemption from registration provided for under Rule 506 of Regulation D, promulgated under the United States Securities Act of 1933, as amended and issued the shares and share purchase warrants to nine (9) non-US persons in an off-shore transaction pursuant to the exemption from registration provided for under Regulation S, promulgated under the United States Securities Act of 1933, as amended.

On September 14, 2009, we reached a debt settlement with two Directors of our Company in the amount of $151,000 by issuing 3,020,000 shares at a price of $0.05 per share.

Net cash provided by operating activities was $176,612 for the nine months ended September 30, 2009 compared with cash used by operating activities of $281,226 in the same period in 2008. The difference was largely due to increase revenue and debt forgiveness.

Investing Activities

Net cash used in investing activities was $162,509 for the nine months ended September 30, 2009 compared to net cash provided by (used in) investing activities of $Nil in the same period in 2008 was mainly attributable to the acquisition of the working interest in the Belmont Lake Field.

Financing Activities

Net cash provided by financing activities was $88,162 for the nine months ended September 30, 2009 compared to $289,080 in the same period in 2008 was attributable to proceeds from private placement, purchase of Cheetah shares for cancellation and loans payable.

Contractual Obligations

As a "smaller reporting company", we are not required to provide tabular disclosure obligations.

Off-Balance Sheet Arrangements

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

Critical Accounting Policies

The discussion and analysis of our financial condition and results of operations are based upon our financial statements, which have been prepared in accordance with the accounting principles generally accepted in the United States of America. Preparing financial statements requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue, and expenses. These estimates and assumptions are affected by management's application of accounting policies. We believe that understanding the basis and nature of the estimates and assumptions involved with the following aspects of our financial statements is critical to an understanding of our financial statements.

Recent Accounting Pronouncements

In December 2007, the Financial Accounting Standards Board issued SFAS No. 141 (revised 2007), "Business Combinations" ("SFAS No. 141(R)") and SFAS No. 160, "Noncontrolling Interest in Consolidated Financial Statements" ("SFAS No. 160"). These new standards represent the outcome of the FASB's joint project with the International Accounting Standards Board and are intended to improve, simplify and converge internationally the accounting for business combinations and the reporting of noncontrolling interests in consolidated financial statements.

SFAS No. 141(R) replaces SFAS No. 141, "Business Combinations," however, it retains the fundamental requirements of the former Statement that the acquisition method of accounting (previously referred to as the purchase method) be used for all business combinations and for an acquirer to be identified for each business. This Statement defines the acquirer as the entity that obtains control of one or more businesses in the business combination and establishes the acquisition date as the date that the acquirer achieves control. The new standard requires the acquiring entity in a business combination to recognize all (and only) the assets acquired and liabilities assumed in the transaction; establishes the acquisition-date fair value as the measurement objective for all assets

SFAS No. 160 amends Accounting Research Bulletin No. 51, "Consolidated Financial Statements," to establish accounting and reporting standards for the noncontrolling interest in a subsidiary and for the deconsolidation of a subsidiary. This Statement clarifies that a noncontrolling interest in a subsidiary is an ownership interest in the consolidated entity that should be reported as equity in the consolidated financial statements. This Statement changes the way the consolidated income statement is presented by requiring net income to be reported at amounts that include the amounts attributable to both the parent and the noncontrolling interest and to disclose those amounts on the face of the income statement. It also aligns the reporting of noncontrolling interest in subsidiaries with the requirements in International Accounting Standard 27.

Both SFAS No. 141(R) and SFAS No. 160 are effective beginning in our fiscal 2010. SFAS No. 141 (R) will be applied to business combinations that are consummated beginning in fiscal 2010, and SFAS No. 160 will be applied prospectively to all noncontrolling interests, including any that arose before fiscal 2010. We are currently evaluating these Statements and have not yet determined their effect on our consolidated financial statements.

In September 2006, the FASB issued SFAS No. 157, "Fair Value Measurements" ("SFAS 157") which addresses how companies should measure fair value when they are required to use a fair value measure for recognition or disclosure purposes under generally accepted accounting principles ("GAAP"). As a result of SFAS 157 there is now a common definition of fair value to be used throughout GAAP. The FASB believes that the new standard will make the measurement of fair value more consistent and comparable and improve disclosures about those measures. SFAS 157 will be effective for the company for fiscal year 2009. Management is currently evaluating the impact of the statement on the company. Management does not believe the adoption of SFAS 157 will have a material impact on its consolidated financial statements.

Going Concern

Our financial statements have been prepared in accordance with accounting principles generally accepted in the United States applicable to a going concern, which contemplates the realization of assets and the satisfaction of liabilities and commitments in the normal course of business. Our Company has incurred a net loss of $127,232 for the nine month period ended September 30, 2009 [2008 - $256,142] and at September 30, 2009 had a deficit accumulated during the exploration stage of $15,980,265 [2008 - $15,853,033]. Our Company has generated revenue, however we have a substantial accumulated deficit and negative working capital of $229,309 as at September 30, 2009 [2008 - $139,265]. We require additional funds to maintain our existing operations and to acquire new business assets. These conditions raise substantial doubt about our ability . . .