DBRM / Daybreak Oil and Gas, Inc. - Pengajuan SECLaporan Tahunan, Pernyataan Proksi

Daybreak Oil and Gas, Inc.
US ˙ OTCPK

Mga Batayang Estadistika
CIK 1164256
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Daybreak Oil and Gas, Inc.
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
April 29, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): April 28, 2025 (April 22, 2025) D

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): April 28, 2025 (April 22, 2025) DAYBREAK OIL AND GAS, INC. (Exact Name of Registrant as Specified in its Charter) Washington 000-50107 91-0626366 (State or other jurisdiction of incor

February 4, 2025 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 4, 2025 (January 30, 2025) DAYBREAK OIL AND GAS, INC. (Exact Name of Registrant as Specified in its Charter) Washington 000-50107 91-0626366 (State or other jurisdiction of i

November 4, 2024 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): November 1, 2024 (October 31, 2024) DAYBREAK OIL AND GAS, INC. (Exact Name of Registrant as Specified in its Charter) Washington 000-50107 91-0626366 (State or other jurisdiction of i

October 18, 2024 NT 10-Q

Read Instruction (on back page) Before Preparing Form. Please Print or Type Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER 333-198772 NOTIFICATION OF LATE FILING CUSIP NUMBER (Check one): o Form 10-K o Form 20-F o Form 11-K x Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For period ended: August 31, 2024 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Rep

July 17, 2024 NT 10-Q

Read Instruction (on back page) Before Preparing Form. Please Print or Type Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER 333-198772 NOTIFICATION OF LATE FILING CUSIP NUMBER (Check one): o Form 10-K o Form 20-F o Form 11-K x Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For period ended: May 31, 2024 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report

May 30, 2024 NT 10-K

Read Instruction (on back page) Before Preparing Form. Please Print or Type Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER 333-198772 NOTIFICATION OF LATE FILING CUSIP NUMBER (Check one): x Form 10-K o Form 20-F o Form 11-K o Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For period ended: February 29, 2024 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition R

January 24, 2024 EX-4

Specimen Stock Certificate

Exhibit 4.01

January 24, 2024 EX-99

Reserve Report of PGH Petroleum and Environmental Engineers, LLC, independent petroleum engineering consulting firm, as of February 28, 2023

Exhibit 99.1

January 24, 2024 EX-99

Reserve Report of PETROTech Resources Company, independent petroleum engineering consulting firm, as of February 28, 2023

Exhibit 99.2

January 24, 2024 EX-21

Subsidiaries of the Registrant

EXHIBIT 21.1 SUBSIDIARIES OF DAYBREAK OIL AND GAS, INC. Name of Subsidiary and Name Under Which It Does Business Jurisdiction of Incorporation Reabold California, LLC California

January 24, 2024 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended February 28, 2023 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 000-50107 DAYBREAK OIL AND G

January 16, 2024 NT 10-Q

Read Instruction (on back page) Before Preparing Form. Please Print or Type Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER 333-198772 NOTIFICATION OF LATE FILING CUSIP NUMBER (Check one): o Form 10-K o Form 20-F o Form 11-K x Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For period ended: November 30, 2023 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition R

December 22, 2023 8-K

Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): December 22, 2023 (December 18, 2023) DAYBREAK OIL AND GAS, INC. (Exact Name of Registrant as Specified in its Charter) Washington 000-50107 91-0626366 (State or other jurisdiction of

October 16, 2023 NT 10-Q

Read Instruction (on back page) Before Preparing Form. Please Print or Type Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER 333-198772 NOTIFICATION OF LATE FILING CUSIP NUMBER (Check one): o Form 10-K o Form 20-F o Form 11-K x Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For period ended: August 31, 2023 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Rep

October 2, 2023 CORRESP

2

DAYBREAK OIL AND GAS, INC. 1414 S. FRIENDSWOOD DRIVE, SUITE 212 FRIENDSWOOD, TX 77546 OFFICE: (281) 996-4176 October 2, 2023 Via Edgar United States Securities and Exchange Commission Division of Corporation Finance Office of Energy & Transportation 100 F Street, N.E. Washington, D.C. 20549-7010 Attention: Robert Babula Staff Accountant Re: Daybreak Oil and Gas, Inc. Form 10-K for the Fiscal Year

August 17, 2023 CORRESP

4

DAYBREAK OIL AND GAS, INC. 1414 S. FRIENDSWOOD DRIVE, SUITE 212 FRIENDSWOOD, TX 77546 OFFICE: (281) 996-4176 August 17, 2023 Via Edgar United States Securities and Exchange Commission Division of Corporation Finance Office of Energy & Transportation 100 F Street, N.E. Washington, D.C. 20549-7010 Attention: Robert Babula Staff Accountant Re: Daybreak Oil and Gas, Inc. Form 10-K for the Fiscal Year

August 1, 2023 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): July 31, 2023 (July 27, 2023) DAYBREAK OIL AND GAS, INC. (Exact Name of Registrant as Specified in its Charter) Washington 000-50107 91-0626366 (State or other jurisdiction of incorpo

August 1, 2023 EX-10

Form of Promissory Note Agreement, issued by the Company dated as of July 27, 2023.

Exhibit 10.1 PROMISSORY NOTE July 27, 2023 FOR VALUE RECEIVED, the undersigned, Daybreak Oil and Gas, Inc. (the “Debtor”), a corporation incorporated under the laws of the State of Washington with its registered office at 1414 S. Friendswood Dr, Suite 212, Friendswood, TX 77546, PROMISES TO PAY to or to the order of James F. Westmoreland (the “Holder”), at his office in Friendswood, Texas, or at s

July 21, 2023 CORRESP

Guidance in Rule 3-05(e)(1) of Regulation S-X: Rule 3-05(e)(1) Qualifying Conditions Analysis (i) The total assets and total revenues of the acquired business constitute 20% or less of the corresponding amounts of the seller as of the most recently c

DAYBREAK OIL AND GAS, INC. 1414 S. FRIENDSWOOD DRIVE, SUITE 212 FRIENDSWOOD, TX 77546 OFFICE: (281) 996-4176 July 21, 2023 Via Edgar United States Securities and Exchange Commission Division of Corporation Finance Office of Energy & Transportation 100 F Street, N.E. Washington, D.C. 20549-7010 Attention: Robert Babula Staff Accountant Re: Daybreak Oil and Gas, Inc. Form 10-K for the Fiscal Year en

July 17, 2023 NT 10-Q

Read Instruction (on back page) Before Preparing Form. Please Print or Type Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.

Daybreak Oil and Gas, Inc. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER 333-198772 NOTIFICATION OF LATE FILING CUSIP NUMBER (Check one): o Form 10-K o Form 20-F o Form 11-K x Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For period ended: May 31, 2023 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Fo

July 11, 2023 EX-99

REABOLD CALIFORNIA, LLC. AUDITED FINANCIAL STATEMENTS as of and for the years ended DECEMBER 31, 2021 AND 2020

Exhibit 99.1 Exhibit 99.1 REABOLD CALIFORNIA, LLC. AUDITED FINANCIAL STATEMENTS as of and for the years ended DECEMBER 31, 2021 AND 2020 REABOLD CALIFORNIA, LLC. TABLE OF CONTENTS Page No. Report of Independent Auditors 2 Balance Sheets at December 31, 2021 and December 31, 2020 3 Statements of Operations and Comprehensive Loss for the years ended December 31, 2021 and December 31, 2020 4 Statemen

July 11, 2023 EX-99

DAYBREAK OIL AND GAS, INC. REABOLD CALIFORNIA, LLC. UNAUDITED PRO FORMA COMBINED FINANCIAL INFORMATION as of FEBRUARY 28, 2022

Exhibit 99.3 Exhibit 99.3 DAYBREAK OIL AND GAS, INC. AND REABOLD CALIFORNIA, LLC. UNAUDITED PRO FORMA COMBINED FINANCIAL INFORMATION as of FEBRUARY 28, 2022 TABLE OF CONTENTS Page No. UNAUDITED PRO FORMA CONDENSED CONSOLIDATED BALANCE SHEET as of FEBRUARY 28, 2022 2 UNAUDITED PRO FORMA CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE TWO MONTHS ENDED FEBRUARY 28, 2022 4 UNAUDITED PRO FORMA

July 11, 2023 EX-99

UNAUDITED FINANCIAL STATEMENTS as of and for the two months ended FEBRUARY 28, 2022 AND 2021

Exhibit 99.2 Exhibit 99.2 UNAUDITED FINANCIAL STATEMENTS as of and for the two months ended FEBRUARY 28, 2022 AND 2021 REABOLD CALIFORNIA, LLC. TABLE OF CONTENTS Page No. Balance Sheets at as of February 28, 2022 and December 31, 2021 2 Statements of Operations (Unaudited) for the two months ended February 28, 2022 and 2021 3 Statements of Changes in Members’ Equity for (Unaudited) for the two mon

July 11, 2023 8-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): July 11, 2023 (May 26, 2022) DA

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): July 11, 2023 (May 26, 2022) DAYBREAK OIL AND GAS, INC. (Exact Name of Registrant as Specified in its Charter) Washington 000-50107 91-0626366 (State or other jurisdiction of incorp

May 30, 2023 NT 10-K

Read Instruction (on back page) Before Preparing Form. Please Print or Type Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.

Daybreak Oil and Gas, Inc. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER NOTIFICATION OF LATE FILING CUSIP NUMBER 0001164256 (Check one): x Form 10-K o Form 20-F o Form 11-K o Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For period ended: February 28, 2023 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report

May 26, 2023 CORRESP

DAYBREAK OIL AND GAS, INC. 1414 S. FRIENDSWOOD DRIVE, SUITE 212 FRIENDSWOOD, TX 77546 OFFICE: (281) 996-4176

DAYBREAK OIL AND GAS, INC. 1414 S. FRIENDSWOOD DRIVE, SUITE 212 FRIENDSWOOD, TX 77546 OFFICE: (281) 996-4176 May 26, 2023 Via Edgar United States Securities and Exchange Commission Division of Corporation Finance Office of Energy & Transportation 100 F Street, N.E. Washington, D.C. 20549-7010 Attention: Robert Babula Staff Accountant Re: Daybreak Oil and Gas, Inc. Form 10-K for the Fiscal Year end

April 27, 2023 CORRESP

DAYBREAK OIL AND GAS, INC. 1414 S. FRIENDSWOOD DRIVE, SUITE 212 FRIENDSWOOD, TX 77546 OFFICE: (281) 996-4176

DAYBREAK OIL AND GAS, INC. 1414 S. FRIENDSWOOD DRIVE, SUITE 212 FRIENDSWOOD, TX 77546 OFFICE: (281) 996-4176 April 27, 2023 Via Edgar United States Securities and Exchange Commission Division of Corporation Finance Office of Energy & Transportation 100 F Street, N.E. Washington, D.C. 20549-7010 Attention: Robert Babula Staff Accountant Re: Daybreak Oil and Gas, Inc. Form 10-K for the Fiscal Year e

April 10, 2023 CORRESP

DAYBREAK OIL AND GAS, INC. 1414 S. FRIENDSWOOD DRIVE, SUITE 212 FRIENDSWOOD, TX 77546 OFFICE: (281) 996-4176

DAYBREAK OIL AND GAS, INC. 1414 S. FRIENDSWOOD DRIVE, SUITE 212 FRIENDSWOOD, TX 77546 OFFICE: (281) 996-4176 April 10, 2023 Via Edgar United Stated Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549-7010 Attention: Robert Babula, Staff Accountant Re: Daybreak Oil and Gas, Inc. Form 10-K for the Fiscal Year Ended February 28, 2022 Filed June

February 21, 2023 CORRESP

DAYBREAK OIL AND GAS, INC. 1414 S. FRIENDSWOOD DRIVE, SUITE 212 FRIENDSWOOD, TX 77546 OFFICE: (281) 996-4176

DAYBREAK OIL AND GAS, INC. 1414 S. FRIENDSWOOD DRIVE, SUITE 212 FRIENDSWOOD, TX 77546 OFFICE: (281) 996-4176 February 21, 2023 Via Edgar United States Securities and Exchange Commission Division of Corporation Finance Office of Energy & Transportation 100 F Street, N.E. Washington, D.C. 20549-7010 Attention: Robert Babula Staff Accountant Re: Daybreak Oil and Gas, Inc. Form 10-K for the Fiscal Yea

February 6, 2023 CORRESP

DAYBREAK OIL AND GAS, INC. 1414 SOUTH FRIENDSWOOD DRIVE SUITE 212 FRIENDSWOOD, TX 77546 OFFICE: (281) 996-4176

DAYBREAK OIL AND GAS, INC. 1414 SOUTH FRIENDSWOOD DRIVE SUITE 212 FRIENDSWOOD, TX 77546 OFFICE: (281) 996-4176 February 6, 2023 Via Edgar United Stated Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549-7010 Attention: Robert Babula, Staff Accountant Re: Daybreak Oil and Gas, Inc. Form 10-K for the Fiscal Year Ended February 28, 2022 Filed

January 17, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended November 30, 2022 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-50107 DAYB

October 28, 2022 EX-3.02

Second Amended and Restated Articles of Incorporation of Daybreak Oil and Gas, Inc. dated May 20, 2022

Exhibit 3.02 SECOND AMENDED AND RESTATED ARTICLES OF INCORPORATION OF DAYBREAK OIL AND GAS, INC. ARTICLE I - NAME The name of this corporation is DAYBREAK OIL AND GAS, INC. (the ?Corporation?). ARTICLE II - PURPOSE The purpose of the Corporation is to transact any and all lawful business for which corporations may be incorporated under Title 23B of the Revised Code of Washington, as amended (the ?

October 28, 2022 EX-4.02

Description of Securities

EXHIBIT 4.02 DESCRIPTION OF SECURITIES Under our Second Amended and Restated Articles of Incorporation, the Company is authorized to issue up to 500,000,000 shares of common stock, par value $0.001 per share. As of August 31, 2022, there were 384,735,402 shares of our Common Stock issued and outstanding. Each holder of common stock shall be entitled to one vote for each share of common stock held.

October 28, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended August 31, 2022 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-50107 DAYBRE

October 18, 2022 NT 10-Q

Read Instruction (on back page) Before Preparing Form. Please Print or Type Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER 333-198772 NOTIFICATION OF LATE FILING CUSIP NUMBER (Check one): o Form 10-K o Form 20-F o Form 11-K x Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For period ended: August 31, 2022 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Rep

August 31, 2022 8-K

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): August 31, 2022 (August 30, 2022) DAYBREAK OIL AND GAS, INC. (Exact Name of Registrant as Specified in its Charter) Washington 000-50107 91-0626366 (State or other jurisdiction of inc

August 23, 2022 EX-99

Daybreak Oil and Gas, Inc. Investors/Corporate Presentation

Exhibit 99.1 Exhibit 99.1

August 23, 2022 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): August 22, 2022 (August 22, 2022) DAYBREAK OIL AND GAS, INC. (Exact Name of Registrant as Specified in its Charter) Washington 000-50107 91-0626366 (State or other jurisdiction of inc

July 26, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 31, 2022 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-50107 DAYBREAK

July 15, 2022 NT 10-Q

Read Instruction (on back page) Before Preparing Form. Please Print or Type Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER 333-198772 NOTIFICATION OF LATE FILING CUSIP NUMBER (Check one): o Form 10-K o Form 20-F o Form 11-K x Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For period ended: May 31, 2022 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report

July 1, 2022 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Definitive Proxy State

July 1, 2022 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Definitive Proxy State

June 28, 2022 SC 13D/A

DBRM / Daybreak Oil and Gas Inc / Gaelic Resources Ltd - AMENDMENT NO. 1 TO SCHEDULE 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 1) DAYBREAK OIL AND GAS, INC. (Name of Issuer) Common Stock (Title of Class of Securities) 239559 107 (CUSIP Number) Iain Mickle Boutin Jones Inc. 555 Capitol Mall, Suite 1500 Sacramento, CA 95814 (916) 321-4444 (Name, Address and Telephone Number of Perso

June 15, 2022 EX-99

Reserve Report of PGH Petroleum and Environmental Engineers, LLC, independent petroleum engineering consulting firm, as of February 28, 2021

Exhibit 99.1

June 15, 2022 EX-10

Letter agreement by and between Daybreak Oil and Gas, Inc., and James F. Westmoreland regarding conversion of Production Payment Interests

Exhibit 10.37 DAYBREAK OIL AND GAS, INC. CORPORATE OFFICE: REGIONAL OPERATIONS OFFICE: 1101 NORTH ARGONNE ROAD 1414 SOUTH FRIENDSWOOD DRIVE SUITE A 211 SUITE 212 SPOKANE VALLEY, WA 99212 FRIENDSWOOD, TX 77546 OFFICE: (509) 232-7674 FAX: (509) 232-2220 OFFICE: (281) 996-4176 James F. Westmoreland, The Equity Exchange Agreement we recently signed with Reabold California requires us to exchange all i

June 15, 2022 EX-10

Convertible Note Purchase Agreement by and between Daybreak Oil and Gas, Inc. and the purchaser dated as of February 15, 2022

Exhibit 10.40 THE NOTE HAS NOT BEEN AND WILL NOT BE REGISTERED UNDER THE US SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT") AND MAY NOT BE OFFERED OR SOLD WITHIN THE UNITED STATES OR TO, OR FOR THE ACCOUNT OR BENEFIT OF, U.S. PERSONS EXCEPT IN CERTAIN TRANSACTIONS EXEMPT FROM THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT. CONVERTIBLE NOTE PURCHASE AGREEMENT This Convertible Note Pu

June 15, 2022 EX-10

Form of letter agreement regarding conversion of accrued and unpaid dividends with respect to the Series A Preferred Stock (the “Series A Conversion”)

Exhibit 10.39 DAYBREAK OIL AND GAS, INC. CORPORATE OFFICE: REGIONAL OPERATIONS OFFICE: 1101 NORTH ARGONNE ROAD 1414 SOUTH FRIENDSWOOD DRIVE SUITE A 211 SUITE 212 SPOKANE VALLEY, WA 99212 FRIENDSWOOD, TX 77546 OFFICE: (509) 232-7674 FAX: (509) 232-2220 OFFICE: (281) 996-4176 Date Name Address City, State Zip RE: Offer to receive common stock in lieu of accrued dividends Dear : You are receiving thi

June 15, 2022 EX-2

Letter Agreement by and between Daybreak Oil and Gas, Inc., and Gaelic Resources Ltd., effective as of February 14, 2022

Exhibit 2.2 DAYBREAK OIL AND GAS, INC. CORPORATE OFFICE: REGIONAL OPERATIONS OFFICE: 1101 NORTH ARGONNE ROAD 1414 SOUTH FRIENDSWOOD DRIVE SUITE A 211 SUITE 212 SPOKANE VALLEY, WA 99212 FRIENDSWOOD, TX 77546 OFFICE: (509) 232-7674 FAX: (509) 232-2220 OFFICE: (281) 996-4176 February 22, 2022 Re: Equity Exchange Agreement dated as of October 20, 2021 (the ?Exchange Agreement?) entered into by and amo

June 15, 2022 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended February 28, 2022 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 000-50107 DAYBREAK OIL AND G

June 15, 2022 EX-10

Form of letter agreement regarding conversion of the Company’s Series A Preferred shares to convert each Series A Preferred share to three (3) shares of Daybreak’s common stock.

Exhibit 10.38 DAYBREAK OIL AND GAS, INC. CORPORATE OFFICE: REGIONAL OPERATIONS OFFICE: 1101 NORTH ARGONNE ROAD 1414 SOUTH FRIENDSWOOD DRIVE SUITE A 211 SUITE 212 SPOKANE VALLEY, WA 99212 FRIENDSWOOD, TX 77546 OFFICE: (509) 232-7674 FAX: (509) 232-2220 OFFICE: (281) 996-4176 Date Name Address City, State Zip To Our Series A Preferred Shareholders: I am pleased to inform you that Daybreak Oil and Ga

June 15, 2022 EX-2

Letter Agreement by and between Daybreak Oil and Gas, Inc., and Gaelic Resources Ltd., effective as of May 24, 2022

Exhibit 2.3 May 24, 2022 Re: Equity Exchange Agreement dated as of October 20, 2021 (the ?Exchange Agreement?) entered into by and among Daybreak Oil and Gas, Inc., a Washington corporation (?Daybreak?), Reabold California LLC, a California limited liability company (?Reabold?), and Gaelic Resources Ltd., a private company incorporated in the Isle of Man and the 100% owner of Reabold (?Gaelic?), a

May 31, 2022 SC 13D

DBRM / Daybreak Oil and Gas Inc / Gaelic Resources Ltd Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. ) DAYBREAK OIL AND GAS, INC. (Name of Issuer) Common Stock (Title of Class of Securities) 239559 107 (CUSIP Number) Iain Mickle Boutin Jones Inc. 555 Capitol Mall, Suite 1500 Sacramento, CA 95814 (916) 321-4444 (Name, Address and Telephone Number of Person A

May 31, 2022 SC 13D

DBRM / Daybreak Oil and Gas Inc / Gaelic Resources Ltd Activist Investment

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May 31, 2022 NT 10-K

Read Instruction (on back page) Before Preparing Form. Please Print or Type Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER 333-198772 NOTIFICATION OF LATE FILING CUSIP NUMBER (Check one): x Form 10-K o Form 20-F o Form 11-K o Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For period ended: February 28, 2022 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition R

May 26, 2022 8-K

Changes in Control of Registrant, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 26, 2022 (May 24, 2022) DAYBREAK OIL AND GAS, INC. (Exact Name of Registrant as Specified in its Charter) Washington 000-50107 91-0626366 (State or other jurisdiction of incorpora

May 26, 2022 EX-99

Daybreak Completes its Acquisition of Reabold California LLC

Exhibit 99.1 Daybreak Completes its Acquisition of Reabold California LLC SPOKANE VALLEY, Washington, May 26, 2022-Daybreak Oil and Gas, Inc. (OTC PINK: DBRM) (?Daybreak? or the ?Company?), a Washington corporation, is pleased to announce that it has completed its acquisition of Reabold California LLC. Reabold California is now a wholly-owned subsidiary of Daybreak. James F. Westmoreland, Presiden

May 24, 2022 8-K

Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 23, 2022 (May 20, 2022) DAYBREAK OIL AND GAS, INC. (Exact Name of Registrant as Specified in its Charter) Washington 000-50107 91-0626366 (State or other jurisdiction of incorpora

May 24, 2022 EX-99

Daybreak Announces Special Shareholder Meeting Voting Results

Exhibit 99.1 Daybreak Announces Special Shareholder Meeting Voting Results SPOKANE VALLEY, Washington, May 23, 2022-Daybreak Oil and Gas, Inc. (OTC PINK: DBRM) (?Daybreak? or the ?Company?), a Washington corporation, is pleased to announce that it has held its Special Shareholder meeting on May 20, 2022. At the Special Meeting, 51,054,229 of the Company?s 62,510,204 issued and outstanding shares o

May 11, 2022 EX-99

Daybreak Secures $2.5 million in Financing Ahead of Closing the Reabold California LLC Acquisition

Exhibit 99.1 Daybreak Secures $2.5 million in Financing Ahead of Closing the Reabold California LLC Acquisition SPOKANE VALLEY, Washington, May 11, 2022-Daybreak Oil and Gas, Inc. (OTC PINK: DBRM) (?Daybreak? or the ?Company?), a Washington corporation, is pleased to announce that it has secured the financing as required by the Equity Exchange Agreement between Daybreak and Reabold California LLC.

May 11, 2022 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 11, 2022 (May 5, 2022) DAYBREAK OIL AND GAS, INC. (Exact Name of Registrant as Specified in its Charter) Washington 000-50107 91-0626366 (State or other jurisdiction of incorporat

April 28, 2022 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): April 28, 2022 (April 26, 2022) DAYBREAK OIL AND GAS, INC. (Exact Name of Registrant as Specified in its Charter) Washington 000-50107 91-0626366 (State or other jurisdiction of incor

April 28, 2022 EX-99

Daybreak Oil and Gas, Inc. Announces Special Shareholder Meeting as It Nears Completion of Its Acquisition of Reabold California LLC

Exhibit 99.1 Daybreak Oil and Gas, Inc. Announces Special Shareholder Meeting as It Nears Completion of Its Acquisition of Reabold California LLC SPOKANE VALLEY, Washington, April 26, 2022-Daybreak Oil and Gas, Inc. (OTC PINK: DBRM) (?Daybreak? or the ?Company?), a Washington corporation, is pleased to announce a Special Shareholder Meeting to be held at 10:00 a.m. CDT on May 20, 2022. The purpose

April 21, 2022 DEFM14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Definitive Proxy State

April 5, 2022 EX-FILING FEES

CALCULATION OF FILING FEE TABLES Table 1 – Transaction Valuation

Exhibit 107 EXHIBIT 1 CALCULATION OF FILING FEE TABLES Table 1 ? Transaction Valuation Proposed Maximum Aggregate Value of Transaction Fee Rate Amount of Filing Fee Fees to Be Paid $ 6,832,943 (1) 0.

April 5, 2022 PREM14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: x Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Definitive Proxy State

March 22, 2022 SC 13D/A

DBRM / Daybreak Oil and Gas Inc / WESTMORELAND JAMES F - DAYBREAK OIL AND GAS, INC. - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1) DAYBREAK OIL AND GAS, INC. (Name of Issuer) Common Stock, $0.001 Per Share (Title of Class of Securities) 239559 107 (CUSIP Number) James F. Westmoreland, 1414 S. Friendswood Dr., Suite 212, Friendswood, TX 77546 (281)996-4176 (Name, Address and Telephone

February 22, 2022 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 22, 2022 (February 14, 2022) DAYBREAK OIL AND GAS, INC. (Exact Name of Registrant as Specified in its Charter) Washington 000-50107 91-0626366 (State or other jurisdiction of

January 27, 2022 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): January 27, 2022 (January 25, 2022) DAYBREAK OIL AND GAS, INC. (Exact Name of Registrant as Specified in its Charter) Washington 000-50107 91-0626366 (State or other jurisdiction of i

January 18, 2022 EX-10

Form of letter agreement dated December 3, 2021 by and between Daybreak Oil and Gas, Inc., and James F. Westmoreland regarding conversion of 12% subordinated note

Exhibit 10.3 DAYBREAK OIL AND GAS, INC. CORPORATE OFFICE: REGIONAL OPERATIONS OFFICE: 1101 NORTH ARGONNE ROAD 1414 SOUTH FRIENDSWOOD DRIVE SUITE A 211 SUITE 212 SPOKANE VALLEY, WA 99212 FRIENDSWOOD, TX 77546 OFFICE: (509) 232-7674 OFFICE: (281) 996-4176 FAX: (509) 232-2220 December 3, 2021 James F. Westmoreland 3910 Longherridge Pearland, TX 77581 Re: Offer to convert 12% Subordinated Note of Dayb

January 18, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended November 30, 2021 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-50107 DAYB

January 18, 2022 EX-10

Form of letter agreement regarding conversion of accrued salary

Exhibit 10.2 DAYBREAK OIL AND GAS, INC. CORPORATE OFFICE: REGIONAL OPERATIONS OFFICE: 1101 NORTH ARGONNE ROAD 1414 SOUTH FRIENDSWOOD DRIVE SUITE A 211 SUITE 212 SPOKANE VALLEY, WA 99212 FRIENDSWOOD, TX 77546 OFFICE: (509) 232-7674 OFFICE: (281) 996-4176 FAX: (509) 232-2220 December 3, 2021 NAME: The Equity Exchange Agreement we recently signed with Reabold California requires us to exchange all in

January 18, 2022 EX-10

Form of letter agreement regarding conversion of accrued director fees

Exhibit 10.1 DAYBREAK OIL AND GAS, INC. CORPORATE OFFICE: REGIONAL OPERATIONS OFFICE: 1101 NORTH ARGONNE ROAD 1414 SOUTH FRIENDSWOOD DRIVE SUITE A 211 SUITE 212 SPOKANE VALLEY, WA 99212 FRIENDSWOOD, TX 77546 OFFICE: (509) 232-7674 OFFICE: (281) 996-4176 FAX: (509) 232-2220 December 3, 2021 [DIRECTOR NAME]: The Equity Exchange Agreement we recently signed with Reabold California requires us to exch

January 18, 2022 NT 10-Q

Read Instruction (on back page) Before Preparing Form. Please Print or Type Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER NOTIFICATION OF LATE FILING CUSIP NUMBER (Check one): oForm 10-K oForm 20-F oForm 11-K xForm 10-Q oForm 10-D oForm N-SAR oForm N-CSR For period ended: November 30, 2021 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report on Form 10-Q

December 27, 2021 8-K/A

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A (Amendment No. 1) Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): December 20, 2021 DAYBREAK OIL AND GAS, INC. (Exact Name of Registrant as Specified in its Charter) Washington 000-50107 91-0626366 (State or other jurisdiction of

December 21, 2021 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): December 20, 2021 (December 15, 2021) DAYBREAK OIL AND GAS, INC. (Exact Name of Registrant as Specified in its Charter) Washington 000-50107 91-0626366 (State or other jurisdiction of

October 27, 2021 EX-99.1

Daybreak Oil and Gas, Inc. to Acquire Reabold California LLC

Exhibit 99.1 Daybreak Oil and Gas, Inc. to Acquire Reabold California LLC SPOKANE VALLEY, Washington, October 21, 2021-Daybreak Oil and Gas, Inc. (OTC PINK: DBRM) (?Daybreak? or the ?Company?), a Washington corporation, is pleased to announce that it has agreed to acquire Reabold California, LLC (?Reabold California?) a subsidiary of Reabold Resources plc (?Reabold?), a United Kingdom Company list

October 27, 2021 8-K

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Shareholder Director Nominations

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): October 26, 2021 (October 20, 2021) DAYBREAK OIL AND GAS, INC. (Exact Name of Registrant as Specified in its Charter) Washington 000-50107 91-0626366 (State or other jurisdiction of i

October 27, 2021 EX-2.1

Equity Exchange Agreement dated October 20, 2021 by and between Daybreak Oil and Gas, Inc., Reabold California LLC, and Gaelic Resources Ltd.

Exhibit 2.1 EQUITY EXCHANGE AGREEMENT This Equity Exchange Agreement (this ?Agreement?), dated as of October 20, 2021, is entered into by and among Daybreak Oil and Gas, Inc., a Washington corporation (?Parent?), Reabold California LLC, a California limited liability company (?Company?), and Gaelic Resources Ltd, a private company incorporated in the Isle of Man (?Member? and, together with Parent

October 15, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended August 31, 2021 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-50107 DAYBRE

July 15, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 31, 2021 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-50107 DAYBREAK

May 27, 2021 EX-99

Reserve Report of PGH Petroleum and Environmental Engineers, LLC, independent petroleum engineering consulting firm, as of February 28, 2021

Exhibit 99.1

May 27, 2021 EX-4

Specimen Stock Certificate

Exhibit 4.01

May 27, 2021 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended February 28, 2021 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 000-50107 DAYBREAK OIL AND G

February 16, 2021 SC 13D

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. __) DAYBREAK OIL AND GAS, INC. (Name of Issuer) Common Stock, $0.001 Per Share (Title of Class of Securities

Schedule 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. ) DAYBREAK OIL AND GAS, INC. (Name of Issuer) Common Stock, $0.001 Per Share (Title of Class of Securities) 239559 107 (CUSIP Number) James F. Westmoreland, 1414 S. Friendswood Dr., Suite 212, Friendswood, TX 77546 (281)996-4176 (Name, Address a

January 13, 2021 EX-10.1

Promissory Note, dated December 22, 2020, by and between Daybreak Oil and Gas, Inc. and James Forrest Westmoreland and Angela Marie Westmoreland, Co-Trustees of the James and Angela Westmoreland Revocable Trust

Exhibit 10.1 Exhibit 10.1 SECURED PROMISSORY NOTE Effective Date: December 22, 2020 Principal Amount of Note: $155,548.34 FOR VALUE RECEIVED, and subject to the terms and conditions set forth herein, DAYBREAK OIL AND GAS, INC., a Washington corporation (the “Borrower”), hereby unconditionally promises to pay to the order of JAMES FORREST WESTMORELAND and ANGELA MARIE WESTMORELAND, Co-Trustees of t

January 13, 2021 10-Q

Quarterly Report - 10-Q

Daybreak Oil and Gas, Inc. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended November 30, 2020 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission

January 13, 2021 EX-10.2

Mortgage, Deed of Trust, Assignment of Production, Security Agreement and Financing Statement

Exhibit 10.2 Exhibit 10.2 Recording Requested By: JAMES FORREST WESTMORELAND and ANGELA MARIE WESTMORELAND, Co-Trustees of the James and Angela Westmoreland Revocable Trust When Recorded Mail To: James F. Westmoreland 1414 S. Friendswood Dr., Suite 212 Friendswood, TX 77546 SPACE ABOVE THIS LINE RESERVED FOR RECORDER’S USE ONLY MORTGAGE, DEED OF TRUST, ASSIGNMENT OF PRODUCTION, SECURITY AGREEMENT

December 29, 2020 8-K

Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

Daybreak Oil and Gas, Inc. UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): December 29, 2020 (December 22, 2020) DAYBREAK OIL AND GAS, INC. (Exact Name of Registrant as Specified in its Charter) Washington 000-50107 91-0626366 (Sta

December 29, 2020 8-K

Regulation FD Disclosure - 8-K

Daybreak Oil and Gas, Inc. UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): December 29, 2020 (December 22, 2020) DAYBREAK OIL AND GAS, INC. (Exact Name of Registrant as Specified in its Charter) Washington 000-50107 91-0626366 (Sta

October 15, 2020 10-Q

Quarterly Report - 10-Q

Daybreak Oil and Gas, Inc. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended August 31, 2020 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission Fi

July 14, 2020 10-Q

Quarterly Report - 10-Q

DAYBREAK OIL AND GAS, INC. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 31, 2020 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File

June 30, 2020 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

Daybreak Oil and Gas, Inc. UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): June 30, 2020 (June 27, 2020) DAYBREAK OIL AND GAS, INC. (Exact Name of Registrant as Specified in its Charter) Washington 000-50107 91-0626366 (State or ot

June 8, 2020 EX-99

Reserve Report of PGH Petroleum and Environmental Engineers, LLC, independent petroleum engineering consulting firm, as of February 28, 2018

Exhibit 99.1

June 8, 2020 10-K

Annual Report - 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended February 29, 2020 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 000-50107 DAYBREAK OIL AND G

May 28, 2020 8-K

Other Events - 8-K

Daybreak Oil and Gas, Inc. UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 27, 2020 DAYBREAK OIL AND GAS, INC. (Exact Name of Registrant as Specified in its Charter) Washington 000-50107 91-0626366 (State or other jurisdiction

January 17, 2020 EX-10.1

Form of Convertible Note Purchase Agreement and Note, issued by the Company by and between Daybreak Oil and Gas, Inc. and James F. Westmoreland dated as of January 14, 2020.

Exhibit 10.1 Exhibit 10.1 CONVERTIBLE NOTE PURCHASE AGREEMENT This Convertible Note Purchase Agreement (this "Agreement"), dated as of January 14, 2020, is entered into among DAYBREAK OIL AND GAS, INC., a Washington corporation (the "Company"), and James F. Westmoreland (the "Purchaser"). WHEREAS, subject to the terms and conditions set forth herein, the Company wishes to issue and sell to the Pur

January 17, 2020 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

Daybreak Oil and Gas, Inc. UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): January 17, 2020 (January 14, 2020) DAYBREAK OIL AND GAS, INC. (Exact Name of Registrant as Specified in its Charter) Washington 000-50107 91-0626366 (State

January 13, 2020 EX-10

Warrant Agreement by and between Daybreak Oil and Gas, Inc., and Bear to Bull Investor Relations, LLC, dated November 27, 2019.

Exhibit 10.1 WARRANT This WARRANT is dated as of November 27, 2019, between DAYBREAK OIL AND GAS, INC., a Washington corporation with its chief executive offices located at 1101 N. Argonne Rd. Suite A 211 Spokane Valley, WA 99212 (the “Company”), and BEAR TO BULL INVESTOR RELATIONS, LLC, an Illinois limited liability company with its chief executive offices located at 200 Armstrong St, Ste 1, Morr

January 13, 2020 10-Q

DBRM / Daybreak Oil & Gas, Inc. 10-Q - Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended November 30, 2019 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-50107 DAYB

October 11, 2019 10-Q

DBRM / Daybreak Oil & Gas, Inc. 10-Q - Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended August 31, 2019 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-50107 DAYBRE

October 11, 2019 EX-10

Consulting Agreement by and between Daybreak Oil and Gas, Inc., and Bear to Bull Investor Relations, LLC, dated October 8, 2019.

Exhibit 10.1 INVESTOR RELATIONS AGREEMENT This INVESTOR RELATIONS AGREEMENT (this “Agreement”) is made as of October 8, 2019 (the “Effective Date”), by and between DAYBREAK OIL AND GAS, INC., a Washington corporation (“Daybreak” or the “Company”), and BEAR TO BULL INVESTOR RELATIONS, LLC, an Illinois limited liability company (the “Consultant”). WHEREAS, the Consultant and Company previously enter

August 28, 2019 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Termination of a Material Definitive Agreement

Daybreak Oil and Gas, Inc. UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): August 28, 2019 (August 22, 2019) DAYBREAK OIL AND GAS, INC. (Exact Name of Registrant as Specified in its Charter) Washington 000-50107 91-0626366 (State o

July 11, 2019 10-Q

DBRM / Daybreak Oil & Gas, Inc. 10-Q - Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 31, 2019 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-50107 DAYBREAK

May 29, 2019 10-K

DBRM / Daybreak Oil & Gas, Inc. 10-K - Annual Report - 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended February 28, 2019 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 000-50107 DAYBREAK OIL AND G

May 29, 2019 EX-99

Reserve Report of PGH Petroleum and Environmental Engineers, LLC, independent petroleum engineering consulting firm, as of February 28, 2018

Exhibit 99.1

May 29, 2019 EX-4

Description of Securities

EXHIBIT 4.02 DESCRIPTION OF SECURUTIES Under our Amended and Restated Articles of Incorporation, the Company is authorized to issue up to 200,000,000 shares of common stock, par value $0.001 per share. As of February 28, 2019, there were 51,532,364 shares of our Common Stock issued and outstanding. Each holder of Common Stock shall be entitled to one vote for each share of Common Stock held. All o

January 14, 2019 10-Q

DBRM / Daybreak Oil & Gas, Inc. 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended November 30, 2018 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-50107 DAYB

January 3, 2019 EX-10

Production Payment Interest Purchase Agreement dated December 27, 2018 by and among Daybreak Oil and Gas, Inc. and the purchasers named therein.

EXHIBIT 10.2 PRODUCTION PAYMENT INTEREST PURCHASE AGREEMENT This Production Payment Interest Purchase Agreement (this "Agreement") is entered into among Daybreak Oil and Gas, Inc., a Washington corporation (the "Company"), and the persons and entities (each individually a "Purchaser," and collectively, the "Purchasers") named on the Schedule of Purchasers attached hereto (the "Schedule of Purchase

January 3, 2019 EX-99

Daybreak Settles $12.6 Million Debt with its Primary Lender

EXHIBIT 99.1 Daybreak Settles $12.6 Million Debt with its Primary Lender SPOKANE VALLEY, Washington, January 3, 2019 - Daybreak Oil and Gas, Inc. (OTC PINK: DBRM) (“Daybreak” or the “Company”), a Washington corporation, is pleased to announce that it finalized an agreement to settle all of its outstanding indebtedness under the existing credit facility with Maximilian Resources, LLC (“Maximilian”)

January 3, 2019 EX-10

Securities Purchase Agreement dated December 27, 2018 by and between Daybreak Oil and Gas, Inc. and Maximilian Resources, LLC.

EXHIBIT 10.1 SECURITIES PURCHASE AGREEMENT THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of December 27 , 2018 (the “Effective Date”), is entered into by and between MAXIMILLIAN RESOURCES, LLC, a Delaware limited liability company (“Seller”), and DAYBREAK OIL AND GAS, INC., a Washington corporation (“Purchaser”). WHEREAS, Seller and Purchaser are parties to that certain Amended a

January 3, 2019 8-K

Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Completion of Acquisition or Disposition of Assets

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): January 3, 2019 (December 27, 2018) DAYBREAK OIL AND GAS, INC. (Exact Name of Registrant as Specified in its Charter) Washington 000-50107 91-0626366 (State or other jurisdiction of i

October 12, 2018 10-Q

DBRM / Daybreak Oil & Gas, Inc. 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended August 31, 2018 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-50107 DAYBRE

July 12, 2018 10-Q

DBRM / Daybreak Oil & Gas, Inc. 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 31, 2018 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-50107 DAYBREAK

May 25, 2018 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended February 28, 2018 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 000-50107 DAYBREAK OIL AND G

May 25, 2018 EX-99

Reserve Report of PGH Petroleum and Environmental Engineers, LLC, independent petroleum engineering consulting firm, as of February 28, 2016 (22)

Exhibit 99.1 April 19, 2018 Mr. James F. Westmoreland President and CEO Daybreak Oil and Gas, Inc. 1101 N. Argonne Road Suite A-211 Spokane Valley, WA 99212 Ref: Daybreak Oil and Gas, Inc. Proved (?1P?) Reserve Report ? SEC Case As of February 28, 2018 Dear Mr. Westmoreland In accordance with your request, PGH Petroleum & Environmental Engineers, LLC (?PGH?, ?we?, ?our?) has performed an engineeri

January 12, 2018 10-Q

DBRM / Daybreak Oil & Gas, Inc. 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended November 30, 2017 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-50107 DAYB

October 16, 2017 10-Q

DBRM / Daybreak Oil & Gas, Inc. 10-Q (Quarterly Report)

Daybreak Oil and Gas, Inc. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended August 31, 2017 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission Fi

July 19, 2017 8-K

Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

DAYBREAK OIL AND GAS, INC. UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): July 19, 2017 (July 13, 2017) DAYBREAK OIL AND GAS, INC. (Exact Name of Registrant as Specified in its Charter) Washington 000-50107 91-0626366 (State or ot

July 14, 2017 EX-10

Amendment to Promissory Note dated January 17, 2017, by Daybreak Oil and Gas, Inc. in favor of Maximilian Investors LLC (21)

Exhibit 10.01 PROMISSORY NOTE Date: January 17, 2017 Amount: $75,000.00 For value received, Daybreak Oil and Gas, Inc., a Washington corporation whose address is 1101 N. Argonne Road., Suite A 211, Spokane Valley, WA 99212 (“Borrower”), promises to pay to Maximilian Resources, LLC, a Delaware limited liability company whose address is 250 West 55th Street, New York, New York, 10019 (“Lender”), the

July 14, 2017 EX-10

Waiver of Interest and Principal, and Cross Collateralization of Assets by and between Daybreak Oil and Gas, Inc. and Maximilian Investors LLC (21)

Exhibit 10.04

July 14, 2017 10-Q

DBRM / Daybreak Oil & Gas, Inc. 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 31, 2017 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-50107 DAYBREAK

July 14, 2017 EX-10

Promissory Note dated May 4, 2017, by Daybreak Oil and Gas, Inc. in favor of Maximilian Investors LLC

Exhibit 10.03 PROMISSORY NOTE Date: May 4, 2017 Amount: $10,650.00 For value received, Daybreak Oil and Gas, Inc., a Washington corporation, whose address is 1101 N. Argonne Rd., Suite A 211, Spokane Valley, WA 99212 (“Borrower”), promises to pay to Maximilian Resources, LLC, a Delaware limited liability company whose address is 250 West 55th Street, New York, New York, 10019 (“Lender”), the princ

July 14, 2017 EX-10

Amendment to Promissory Note dated January 17, 2017, by Daybreak Oil and Gas, Inc. in favor of Maximilian Investors LLC

Exhibit 10.02 Daybreak Oil and Gas, Inc. 1101 N. Argonne Rd. Suite A-211 Spokane Valley, WA 99212 Office: (509) 232-7674 Fax: (509) 232-2220 February 10, 2017 Via electronic mail only Maximilian Resources, LLC 250 West 55th Street, 14th Floor New York, NY 10019 Attention: Zach Weiner Re: Loan from Maximilian Resources LLC, to Daybreak Oil and Gas, Inc. Ladies and Gentlemen: The undersigned Daybrea

May 30, 2017 EX-99

Daybreak Oil and Gas, Inc. Total Proved Reserves As of February 28, 2017 Net Oil, MBbl Net Gas, MMcf Future Net Revenue, M$ Present Worth 10%, M$ Proved Producing 99.71 - 1,135.68 781.73 Proved Undeveloped 281.36 - 3,080.41 940.61 Grand Total 381.07

EX-99 8 exhibit991.htm EXHIBIT 99.1 Exhibit 99.1 April 21, 2017 Mr. James F. Westmoreland President and CEO Daybreak Oil and Gas, Inc. 1101 N. Argonne Road Suite A-211 Spokane Valley, WA 99212 Ref: Daybreak Oil and Gas, Inc. Proved (“1P”) Reserve Report – SEC Case As of February 28, 2017 Dear Mr. Westmoreland In accordance with your request, PGH Petroleum & Environmental Engineers, LLC (“PGH”, “we

May 30, 2017 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

DAYBREAK OIL AND GAS, INC. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended February 28, 2017 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0

May 30, 2017 EX-10

Settlement Agreement by and among SSG Advisors, LLC, Chiron Financial LLC, (the “Plaintiffs”) and Daybreak Oil and Gas, Inc., et al, as of December 23, 2016(20)

EX-10 3 exhibit1025.htm EXHIBIT 10.25 Exhibit 10.25 EXECUTION VERSION SETTLEMENT AGREEMENT This settlement agreement (the “Agreement”), by and among SSG Advisors, LLC (“SSG”), Chiron Financial LLC (“Chiron”) (SSG, together with Chiron, the “Plaintiffs”) and Daybreak Oil and Gas, Inc. (“Daybreak”), Maximilian Resources, LLC (“Maximilian”), Platinum Partners Credit Opportunities Master Fund, LP, imp

May 30, 2017 EX-4

Form of Second Amendment to 12% Subordinated Note due 2017 and Warrant to Purchase Shares of Common Stock

Exhibit 4.14 SECOND AMENDMENT TO 12% SUBORDINATED NOTE DUE 2017 AND WARRANT TO PURCHASE SHARES OF COMMON STOCK This SECOND AMENDMENT TO 12% SUBORDINATED NOTE AND WARRANT TO PURCHASE SHARES OF COMMON STOCK (this ?Agreement?) is by and between DAYBREAK OIL AND GAS, INC., a Washington corporation with its chief executive offices located at 601 W. Main Ave., Suite 1017, Spokane, Washington 99201 (the

February 3, 2017 8-K

Entry into a Material Definitive Agreement

DAYBREAK OIL AND GAS, INC. UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 3, 2017 (January 29, 2017) DAYBREAK OIL AND GAS, INC. (Exact Name of Registrant as Specified in its Charter) Washington 000-50107 91-0626366 (State

January 13, 2017 EX-10

Form of Amendment to 12% Subordinated Note due 2015 and Warrant to Purchase Shares of Common Stock

Exhibit 10.1 FOURTH AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT AND CONSENT AGREEMENT This FOURTH AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT AND CONSENT AGREEMENT (this “Agreement”) is made as of October 31, 2016, by and between DAYBREAK OIL AND GAS, INC., a Washington corporation (the “Company”), and MAXIMILIAN RESOURCES LLC, a Delaware limited liability compa

January 13, 2017 EX-2

Asset Purchase Agreement by and between: Daybreak Oil and Gas, Inc., App Energy, LLC, and Sandy Valley Gas, Inc., (“Sandy Valley”) and Eagle Well Service, Inc., (“Eagle”) and collectively with Sandy Valley, “Buyer”) dated October 31, 2016 (19)

Exhibit 2.1 ASSET PURCHASE AGREEMENT This Asset Purchase Agreement (“Agreement”) is entered into on October 31, 2016 (the “Effective Date”) between: (i) App Energy, LLC, a Kentucky limited liability company (“App Energy”), (ii) Daybreak Oil and Gas, Inc., a Washington corporation (“Daybreak”), (iii) Sandy Valley Gas, Inc., a Kentucky corporation (“Sandy Valley”), and (iv) Eagle Well Service, Inc.,

January 13, 2017 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Daybreak Oil and Gas, Inc. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended November 30, 2016 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission

November 3, 2016 EX-99

Daybreak Oil and Gas, Inc., Announces Restructuring of its Balance Sheet

Exhibit 99.1 Exhibit 99.1 Daybreak Oil and Gas, Inc., Announces Restructuring of its Balance Sheet SPOKANE, Washington, November 3, 2016 - Daybreak Oil and Gas, Inc. (OTC PINK:DBRM) (?Daybreak? or the ?Company?), a Washington corporation, is pleased to announce that it has reached an agreement to restructure its credit facility debt with Maximilian Resources, LLC (?Maximilian?), the Company?s curr

November 3, 2016 8-K

Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets

DAYBREAK OIL AND GAS, INC. UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): November 3, 2016 (October 31, 2016) DAYBREAK OIL AND GAS, INC. (Exact Name of Registrant as Specified in its Charter) Washington 000-50107 91-0626366 (State

October 13, 2016 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Daybreak Oil and Gas, Inc. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended August 31, 2016 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission Fi

July 14, 2016 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 31, 2016 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-50107 DAYBREAK

May 27, 2016 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

DAYBREAK OIL AND GAS, INC. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended February 29, 2016 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0

May 27, 2016 EX-99

EX-99

Exhibit 99.1

January 13, 2016 EX-10

Third Amendment to Loan and Security Agreement, dated October 14, 2015, by and between Daybreak Oil and Gas, Inc. and App Energy, LLC, a Kentucky limited liability company (18)

Exhibit 10.21 THIRD AMENDMENT TO LOAN AND SECURITY AGREEMENT This THIRD AMENDMENT TO LOAN AND SECURITY AGREEMENT (this ?Agreement?) is made as of October 14, 2015, by and between DAYBREAK OIL AND GAS, INC., a Washington corporation (the ?Lender?), and APP ENERGY, LLC, a Kentucky limited liability company (the ?Company?). WHEREAS, the Lender and the Company are parties to that certain Loan and Secu

January 13, 2016 EX-10

Third Amendment to Amended and Restated Loan and Security Agreement and Second Warrant Amendment, dated October 14, 2015, by and between Daybreak Oil and Gas, Inc. and Maximilian Resources LLC, a Delaware limited liability company (18)

Exhibit 10.20 THIRD AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT AND SECOND WARRANT AMENDMENT This THIRD AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT AND SECOND WARRANT AMENDMENT (this “Agreement”) is made as of October 14, 2015, by and between DAYBREAK OIL AND GAS, INC., a Washington corporation (the “Company”), and MAXIMILIAN RESOURCES LLC, a Delaware limited li

January 13, 2016 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended November 30, 2015 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-50107 DAYB

October 15, 2015 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended August 31, 2015 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-50107 DAYBRE

July 10, 2015 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 31, 2015 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-50107 DAYBREAK

May 22, 2015 EX-4

Form of Amendment to 12% Subordinated Note due 2015 and Warrant to Purchase Shares of Common Stock

Exhibit 4.13 EXECUTION COPY AMENDMENT TO 12% SUBORDINATED NOTE DUE 2015 AND WARRANT TO PURCHASE SHARES OF COMMON STOCK This AMENDMENT TO 12% SUBORDINATED NOTE AND WARRANT TO PURCHASE SHARES OF COMMON STOCK (this ?Amendment?) is by and between DAYBREAK OIL AND GAS, INC., a Washington corporation with its chief executive offices located at 601 W. Main Ave., Suite 1017, Spokane, Washington 99201 (the

May 22, 2015 EX-99

EX-99

Exhibit 99.1

May 22, 2015 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended February 28, 2015 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 000-50107 DAYBREAK OIL AND G

May 22, 2015 EX-10

Second Amendment to Amended and Restated Loan and Security Agreement and Warrant Amendment, dated May 20, 2015, by and between Daybreak Oil and Gas, Inc. and Maximilian Resources LLC, a Delaware limited liability company (17)

Exhibit 10.20 SECOND AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT AND WARRANT AMENDMENT This SECOND AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT AND WARRANT AMENDMENT (this ?Agreement?) is made as of May 20, 2015, by and among DAYBREAK OIL AND GAS, INC., a Washington corporation (the ?Company?), and MAXIMILIAN RESOURCES LLC, a Delaware limited liability company, a

May 22, 2015 EX-10

Second Amendment to Loan and Security Agreement, dated May 20, 2015, by and between Daybreak Oil and Gas, Inc. and App Energy, LLC, a Kentucky limited liability company(17)

Exhibit 10.21 SECOND AMENDMENT TO LOAN AND SECURITY AGREEMENT This SECOND AMENDMENT TO LOAN AND SECURITY AGREEMENT (this ?Amendment?), dated as of May 20, 2015, is entered into between Daybreak Oil and Gas, Inc., a Washington corporation with its chief executive offices located at 601 W. Main Ave., Suite 1017, Spokane, Washington 99201 (the ?Lender?), and App Energy, LLC, a Kentucky limited liabil

April 23, 2015 EX-99

Daybreak Oil and Gas, Inc. Announces 18% Increase in Proved Oil Reserves

Exhibit 99.1 Exhibit 99.1 Daybreak Oil and Gas, Inc. Announces 18% Increase in Proved Oil Reserves SPOKANE, Washington, April 23, 2015 - Daybreak Oil and Gas, Inc. (OTCQB:DBRM) (?Daybreak? or the ?Company?), a Washington corporation, is pleased to announce that its fully-engineered proved oil reserves increased by 18% to 888,136 Barrels of Oil Equivalent (?BOE?) for the fiscal year ended February

April 23, 2015 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

DAYBREAK OIL AND GAS, INC. UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): April 23, 2015 (April 23, 2015) DAYBREAK OIL AND GAS, INC. (Exact Name of Registrant as Specified in its Charter) Washington 000-50107 91-0626366 (State or

February 2, 2015 8-K

Entry into a Material Definitive Agreement

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 2, 2015 (January 29, 2015) DAYBREAK OIL AND GAS, INC. (Exact Name of Registrant as Specified in its Charter) Washington 000-50107 91-0626366 (State or other jurisdiction of i

January 9, 2015 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended November 30, 2014 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-50107 DAYB

October 10, 2014 EX-10

First Amendment to Loan and Security Agreement, dated August 21, 2014, by and between Daybreak Oil and Gas, Inc. and App Energy, LLC, a Kentucky limited liability company (16)

Exhibit 10.2 FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENT This FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENT (this ?Amendment?), dated as of August 21, 2014, is entered into between Daybreak Oil and Gas, Inc., a Washington corporation with its chief executive offices located at 601 W. Main Ave., Suite 1017, Spokane, Washington 99201 (the ?Lender?), and App Energy, LLC, a Kentucky limited liabil

October 10, 2014 EX-10

First Amendment to Amended and Restated Loan and Security Agreement and Share Repurchase Agreement, dated August 21, 2014, by and between Daybreak Oil and Gas, Inc. and Maximilian Resources LLC, a Delaware limited liability company (16)

Exhibit 10.1 FIRST AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT AND SHARE REPURCHASE AGREEMENT This FIRST AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT AND SHARE REPURCHASE AGREEMENT (this ?Agreement?) is made as of August 21, 2014, by and among DAYBREAK OIL AND GAS, INC., a Washington corporation (the ?Company?), and MAXIMILIAN RESOURCES LLC, a Delaware limited li

October 10, 2014 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended August 31, 2014 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-50107 DAYBRE

August 27, 2014 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): August 27, 2014 (August 21, 2014) DAYBREAK OIL AND GAS, INC. (Exact Name of Registrant as Specified in its Charter) Washington 000-50107 91-0626366 (State or other jurisdiction of inc

August 27, 2014 EX-99

Daybreak Oil and Gas, Inc. Amends Loan Agreement to Secure Additional Drilling Capital and Decrease Interest Rate

Exhibit 99.1 Daybreak Oil and Gas, Inc. Amends Loan Agreement to Secure Additional Drilling Capital and Decrease Interest Rate SPOKANE, Washington, August 27, 2014 - Daybreak Oil and Gas, Inc. (OTCQB:DBRM) (“Daybreak” or the “Company”), a Washington corporation, announced that effective August 21, 2014, the Company negotiated an additional advance of $2,200,000 under its credit facility with Maxim

August 26, 2014 SC 13D/A

DBRM / Daybreak Oil & Gas, Inc. / Maximilian Investors LLC - MAXIMILIAN INVESTORS, LLC SC13DA 5-29-2014 (DAYBREAK OIL AND GAS, INC) Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* Daybreak Oil And Gas, Inc. (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 239559107 (CUSIP Number) Will Slota With copies to: Chief Operating Officer James G. Smith Platinum Management (NY) LLC Tarter Krinsky & Drogin LLP

July 11, 2014 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 31, 2014 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-50107 DAYBREAK

May 29, 2014 EX-4

First Amendment to Warrant Agreement dated as of February 14, 2014, by and between Daybreak Oil and Gas, Inc. and Maximilian Investors LLC (15)

Exhibit 4.14 FIRST AMENDMENT TO WARRANT AGREEMENT This FIRST AMENDMENT TO WARRANT AGREEMENT (this “Amendment”) is dated as of February 14, 2014, between DAYBREAK OIL AND GAS, INC., a Washington corporation with its chief executive offices located at 601 W. Main Ave., Suite 1017, Spokane, Washington 99201 (the “Company”), and MAXIMILIAN INVESTORS LLC, a Delaware limited liability company with an ad

May 29, 2014 EX-99

Daybreak Oil and Gas, Inc. Total Proved Reserves As of February 28, 2014 Net Oil, MBbl Net Gas, MMcf Future Net Revenue, M$ Present Worth 10%, M$ Proved Producing 263.01 6.31 16,552.48 8,604.80 Proved Undeveloped 482.82 19.78 28,534.74 12,819.64 Gran

EX-99 8 exhibit991.htm EXHIBIT 99.1 Exhibit 99.1 March 23, 2014 Mr. James F. Westmoreland President and CEO Daybreak Oil and Gas, Inc. 601 West Main Ave, Suite 1017 Spokane, WA 99201 Ref: Daybreak Oil and Gas, Inc. Proved (“1P”) Reserve Report – SEC Case As of February 28, 2014 Dear Mr. Westmoreland In accordance with your request, PGH Petroleum & Environmental Engineers, LLC (“PGH”, “we”, “our”)

May 29, 2014 EX-10

Share Exchange Agreement dated as of May 19, 2014, by and between Daybreak Oil and Gas, Inc. and Maximilian Investors LLC (15)

Exhibit 10.17 SHARE EXCHANGE AGREEMENT This SHARE EXCHANGE AGREEMENT (this “Agreement”) is made as of May 19, 2014 by and among DAYBREAK OIL AND GAS, INC., a Washington corporation (the “Company”), and MAXIMILIAN INVESTORS LLC, a Delaware limited liability company (the “Shareholder”). WHEREAS, the Shareholder is the owner, beneficially and of record, of 6,122,552 shares (the “Shares”) of the Compa

May 29, 2014 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended February 28, 2014 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 000-50107 DAYBREAK OIL AND G

May 28, 2014 SC 13D

DBRM / Daybreak Oil & Gas, Inc. / Maximilian Investors LLC - MAXIMILIAN INVESTORS LLC SC 13D 8-28-2013 (DAYBREAK OIL AND GAS INC) Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* Daybreak Oil And Gas, Inc. (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 239559107 (CUSIP Number) Oliver Jimenez With copies to: Chief Compliance Officer James G. Smith Platinum Management (NY) LLC Tarter Krinsky & Drogin

May 6, 2014 CORRESP

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Daybreak Oil and Gas, Inc. 601 West Main Ave Suite 1017 Spokane, WA 99201 Office: (509) 232-7674 Fax: (509) 455-8483 May 6, 2014 Via Edgar United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549-7010 Attention: Karl Hiller Branch Chief Re: Daybreak Oil and Gas, Inc. Form 10-K for the Fiscal Year Ended February 28, 2013 Filed May 28

April 22, 2014 EX-99

Daybreak Oil and Gas, Inc. Announces 268% Increase in Proved Oil Reserves

Exhibit 99.1 Exhibit 99.1 Daybreak Oil and Gas, Inc. Announces 268% Increase in Proved Oil Reserves SPOKANE, Washington, April 22, 2014 - Daybreak Oil and Gas, Inc. (OTCQB:DBRM) (“Daybreak” or the “Company”), a Washington corporation, is pleased to announce that its fully-engineered proved oil reserves significantly increased by 268% to 750,047 Barrels of Oil Equivalent (“BOE”) for the fiscal year

April 22, 2014 EX-99

Full transcript of webcast interview with Jim Westmoreland, CEO of Daybreak Oil and Gas, Inc. (OTCQB: DBRM) – Expected to be made available April 22, 2014

Exhibit 99.2 Exhibit 99.2 Full transcript of webcast interview with Jim Westmoreland, CEO of Daybreak Oil and Gas, Inc. (OTCQB: DBRM) – Expected to be made available April 22, 2014 Green Baron: Welcome and thank you for joining us today for this exclusive Green Baron webcast with today’s guest, Jim Westmoreland, CEO and President of Daybreak Oil and Gas, Inc., stock symbol DBRM. The Green Baron Re

April 22, 2014 8-K

Regulation FD Disclosure, Financial Statements and Exhibits - 8-K

DAYBREAK OIL AND GAS, INC. UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): April 22, 2014 (April 22, 2014) DAYBREAK OIL AND GAS, INC. (Exact Name of Registrant as Specified in its Charter) Washington 000-50107 91-0626366 (State or

April 10, 2014 CORRESP

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Daybreak Oil and Gas, Inc. Daybreak Oil and Gas, Inc. 601 West Main Ave Suite 1017 Spokane, WA 99201 Office: (509) 232-7674 Fax: (509) 455-8483 April 10, 2014 Via Edgar United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549-7010 Attention: Karl Hiller Branch Chief Re: Daybreak Oil and Gas, Inc. Form 10-K for the Fiscal Year Ended

March 11, 2014 EX-17

March 5, 2014

Exhibit 17.1 March 5, 2014 P.O. Box 2170 Osburn, Idaho 83849 Mr. James Westmoreland President, Chief Executive Officer Daybreak Oil and Gas, Inc. 1414 S. Friendswood Dr. Suite 212 Friendswood, TX 77546 This letter is to confirm in writing the e-mail sent to you today stating that I am tendering my resignation as Chairman of the Board and as an elected member of the Board of Directors of Daybreak O

March 11, 2014 EX-17

P.O. Box 698

Exhibit 17.2 Exhibit 17.2 P.O. Box 698 Osburn, Idaho 83849 March 5, 2014 James Westmoreland 1414 S. Friendswood Drive Suite 212 Friendswood, Texas 77546 Dear Mr. Westmoreland and Members of the Board of Directors, This letter is to confirm, in the form of a hard copy, my resignation from the Board of Directors of Daybreak Oil and Gas. My resignation is effective immediately March 5th, 2014. I am a

March 11, 2014 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits - 8-K

DAYBREAK OIL AND GAS, INC. UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): March 11, 2014 (March 5, 2014) DAYBREAK OIL AND GAS, INC. (Exact Name of Registrant as Specified in its Charter) Washington 000-50107 91-0626366 (State or o

March 6, 2014 CORRESP

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Daybreak Oil and Gas, Inc. Daybreak Oil and Gas, Inc. 601 West Main Ave Suite 1017 Spokane, WA 99201 Office: (509) 232-7674 Fax: (509) 455-8483 March 6, 2014 Via Edgar United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549-7010 Attention: Karl Hiller Branch Chief Re: Daybreak Oil and Gas, Inc. Form 10-K for the Fiscal Year Ended F

January 14, 2014 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Daybreak Oil and Gas, Inc. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended November 30, 2013 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission

October 15, 2013 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended August 31, 2013 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-50107 DAYBRE

September 3, 2013 EX-10

Loan and Security Agreement dated as of August 28, 2013, by and between App Energy, LLC, as borrower, and Daybreak Oil and Gas, Inc., as lender (13)

Exhibit 10.2 LOAN AND SECURITY AGREEMENT This LOAN AND SECURITY AGREEMENT (this “Agreement”), entered into as of August 28, 2013, between APP ENERGY, LLC, a Kentucky limited liability company with its chief executive offices located at 104 West Front Street, Monroe, Michigan 48161 (the “Borrower”), and DAYBREAK OIL AND GAS, INC., a Washington corporation with its chief executive offices located at

September 3, 2013 EX-10

Amended and Restated Loan and Security Agreement dated as of August 28, 2013, by and between Daybreak Oil and Gas, Inc., as borrower, and Maximilian Investors LLC, as lender (13)

Exhibit 10.1 AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT This AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (this “Agreement”), entered into as of August 28, 2013, between DAYBREAK OIL AND GAS, INC., a Washington corporation with its chief executive offices located at 601 W. Main Ave., Suite 1017, Spokane, Washington 99201 (the “Borrower”), and MAXIMILIAN INVESTORS LLC, a Delaware limited

September 3, 2013 EX-99

Daybreak Acquires Interest in Shallow Oil Play in Kentucky Favorably Amends Credit Facility

Exhibit 99.1 Exhibit 99.1 Daybreak Acquires Interest in Shallow Oil Play in Kentucky Favorably Amends Credit Facility SPOKANE, Washington, September 3, 2013 - Daybreak Oil and Gas, Inc. (OTCBB: DBRM) (“Daybreak” or the “Company”), a Washington corporation, is pleased to announce that it has acquired a 25% working interest in approximately 6,100 acres in two large contiguous acreage blocks in the T

September 3, 2013 EX-10

Assignment of Net Profits Interest dated as of August 28, 2013, made by Daybreak Oil and Gas, Inc. to Maximilian Investors LLC (13)

Exhibit 10.4 Exhibit 10.4 ASSIGNMENT OF NET PROFITS INTEREST This Assignment of Net Profits Interest (this "Assignment") is dated and effective as of August 28, 2013 (the “Effective Date”), by Daybreak Oil and Gas, Inc., a Washington corporation ("Assignor"), to Maximilian Investors LLC, a Delaware limited liability company ("Assignee"). WHEREAS, Assignor is the owner of a working interest in cert

September 3, 2013 EX-10

Warrant Agreement dated as of August 28, 2013, by and between Daybreak Oil and Gas, Inc. and Maximilian Investors LLC (13)

EX-10 6 exhibit105.htm EXHIBIT 10.5 Exhibit 10.5 WARRANT AGREEMENT This WARRANT AGREEMENT (this “Warrant”) is dated as of August 28, 2013, between DAYBREAK OIL AND GAS, INC., a Washington corporation with its chief executive offices located at 601 W. Main Ave., Suite 1017, Spokane, Washington 99201 (the “Company”), and MAXIMILIAN INVESTORS LLC, a Delaware limited liability company with an address

September 3, 2013 EX-10

Partial Assignment of Interest in Oil and Gas Leases dated as of August 28, 2013, made by App Energy, LLC to Daybreak Oil and Gas, Inc. (13)

Exhibit 10.3 Exhibit 10.3 PARTIAL ASSIGNMENT OF INTEREST IN OIL AND GAS LEASES State: Kentucky County: Lawrence Assignor: App Energy, LLC 104 West Front St. Monroe, MI 48161 Assignee: Daybreak Oil and Gas, Inc. 601 West Main Avenue Suite 1017 Spokane, WA 99201 Effective Date: August 28, 2013 For adequate consideration, Assignor, named above, assigns, sells, and conveys to Assignee, named above, a

September 3, 2013 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Completion of Acquisition or Disposition of Assets - 8-K

DAYBREAK OIL AND GAS, INC. UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): September 3, 2013 (August 28, 2013) DAYBREAK OIL AND GAS, INC. (Exact Name of Registrant as Specified in its Charter) Washington 000-50107 91-0626366 (State

July 12, 2013 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 31, 2013 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-50107 DAYBREAK

May 28, 2013 EX-99

EX-99

Exhibit 99.1

May 28, 2013 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended February 28, 2013 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 000-50107 DAYBREAK OIL AND G

January 11, 2013 EX-10

Promissory Note, dated August 21, 2012, by and between Daybreak Oil and Gas, Inc. and James F. Westmoreland

Exhibit 10.7 Exhibit 10.7 PROMISSORY NOTE August 21, 2012 FOR VALUE RECEIVED, the undersigned, Daybreak Oil and Gas, Inc. (the “Debtor”), a corporation incorporated under the laws of the State of Washington with its registered office at 601 W. Main Avenue, Suite 1012, Spokane, Washington 99201-0613, PROMISES TO PAY to or to the order of James F. Westmoreland (the “Holder”), at his office in Friend

January 11, 2013 EX-10

Promissory Note, dated January 31, 2012, by and between Daybreak Oil and Gas, Inc. and James F. Westmoreland

Exhibit 10.6 Exhibit 10.6 PROMISSORY NOTE January 31, 2012 FOR VALUE RECEIVED, the undersigned, Daybreak Oil and Gas, Inc. (the “Debtor”), a corporation incorporated under the laws of the State of Washington with its registered office at 601 W. Main Avenue, Suite 1012, Spokane, Washington 99201-0613, PROMISES TO PAY to or to the order of James F. Westmoreland (the “Holder”), at his office in Frien

January 11, 2013 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended November 30, 2012 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 Number: 000-50107 DAYBREAK OIL AN

January 11, 2013 EX-10

SETTLEMENT AND RELEASE AGREEMENT

Exhibit 10.5 SETTLEMENT AND RELEASE AGREEMENT This SETTLEMENT AND RELEASE AGREEMENT is made and entered into as of October 31, 2012 by and between Daybreak Oil & Gas, Inc., a Washington corporation (?Daybreak?) on the one hand, and Luberski, Inc., a California corporation (?Luberski?) on the other hand. Daybreak and Luberski may be collectively or singularly referred to hereafter as the ?Parties?

November 5, 2012 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant - 8-K

DAYBREAK OIL AND GAS, INC. UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): November 5, 2012 (October 31, 2012) DAYBREAK OIL AND GAS, INC. (Exact Name of Registrant as Specified in its Charter) Washington 000-50107 91-0626366 (State

November 5, 2012 EX-10

Promissory Note dated October 31, 2012, by Daybreak Oil and Gas, Inc. in favor of Maximilian Investors LLC (11)

Exhibit 10.2 Exhibit 10.2 PROMISSORY NOTE Maximum Principal Amount: US$20,000,000.00 New York, New York October 31, 2012 FOR VALUE RECEIVED, the undersigned, DAYBREAK OIL AND GAS, INC., a Washington corporation with its chief executive offices located at 601 W. Main Ave., Suite 1017, Spokane, Washington (the “Borrower”), hereby unconditionally promises to pay to the order of MAXIMILIAN INVESTORS L

November 5, 2012 EX-10

Loan and Security Agreement dated as of October 31, 2012, by and between Daybreak Oil and Gas, Inc., as borrower, and Maximilian Investors LLC, as lender (11)

Exhibit 10.1 LOAN AND SECURITY AGREEMENT This LOAN AND SECURITY AGREEMENT (this “Agreement”), entered into as of October 31, 2012, between DAYBREAK OIL AND GAS, INC., a Washington corporation with its chief executive offices located at 601 W. Main Ave., Suite 1017, Spokane, Washington (the “Borrower”), and MAXIMILIAN INVESTORS LLC, a Delaware limited liability company (together with any successors

November 5, 2012 EX-10

Mortgage, Deed of Trust, Assignment of Production, Security Agreement and Financing Statement dated as of October 31, 2012, executed by Daybreak Oil and Gas, Inc., in favor of Maximilian Investors LLC(11)

Exhibit 10.3 Exhibit 10.3 Recording Requested By: Maximilian Investors LLC When Recorded Mail To: Troutman Sanders LLP 405 Lexington Avenue New York, New York 10174 Attention: Robert Bourguignon SPACE ABOVE THIS LINE RESERVED FOR RECORDER’S USE ONLY MORTGAGE, DEED OF TRUST, ASSIGNMENT OF PRODUCTION, SECURITY AGREEMENT AND FINANCING STATEMENT Dated as of October 31, 2012 FROM DAYBREAK OIL AND GAS,

November 5, 2012 EX-10

Assignment and Assumption Agreement dated as of October 31, 2012, by and between Daybreak Oil and Gas, Inc., as assignor, and Maximilian Investors LLC, as assignee (11)

Exhibit 10.4 Exhibit 10.4 ASSIGNMENT AND ASSUMPTION AGREEMENT This Assignment and Assumption Agreement (this “Assignment”) is made as of October 31, 2012 (the “Effective Date”), by and between DAYBREAK OIL AND GAS, INC., a Washington corporation with offices located at 601 W. Main Ave., Suite 1017, Spokane, Washington (“Assignor”), and MAXIMILIAN INVESTORS LLC, a Delaware limited liability company

October 11, 2012 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended August 31, 2012 ¨ TRANSITION REPORT PURSUANT T

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended August 31, 2012 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 Number: 000-50107 DAYBREAK OIL AND

July 12, 2012 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 31, 2012 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 Number: 000-50107 DAYBREAK

May 29, 2012 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended February 29, 2012 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 000-50107 DAYBREAK OIL AND G

May 29, 2012 EX-10

Daybreak Oil and Gas, Inc. Corporate Office: Houston Office: 601 West Main Ave Suite 1012 1414 S. Friendswood Dr., Suite 215 Spokane, WA 99201 Friendswood, TX 77546 Phone: (509) 232-7674 Phone: (281) 996-4176 Fax: (509) 455-8483 Fax: (281) 996-4176

Exhibit 10.42 Daybreak Oil and Gas, Inc. Corporate Office: Houston Office: 601 West Main Ave Suite 1012 1414 S. Friendswood Dr., Suite 215 Spokane, WA 99201 Friendswood, TX 77546 Phone: (509) 232-7674 Phone: (281) 996-4176 Fax: (509) 455-8483 Fax: (281) 996-4176 January 26, 2012 AC Exploration, LLC 952 Echo Lane, Suite 390 Houston, Texas 77024 Re: Participation Agreement Dyer Creek Area Kern Count

May 29, 2012 EX-10

FORBEARANCE AGREEMENT III

Exhibit 10.41 FORBEARANCE AGREEMENT III This FORBEARANCE AGREEMENT III (this ?Agreement?), dated as of January 30, 2012, is by and among DAYBREAK OIL AND GAS, INC., a Washington corporation (?Daybreak?) and WELL WORKS, LLC, a Utah limited liability company (?Well Works?). WHEREAS, Daybreak and Well Works are parties to that certain Forbearance Agreement dated as of October 24, 2011 which contained

May 29, 2012 EX-99

DAYBREAK OIL AND GAS, INC. Southern San Joaquin Basin, East Slopes Project Kern County, California Estimated Future Reserves and Revenues As of March 1, 2012 SEC Guideline Case Table of Contents

Exhibit 99.1 DAYBREAK OIL AND GAS, INC. Southern San Joaquin Basin, East Slopes Project Kern County, California Estimated Future Reserves and Revenues As of March 1, 2012 SEC Guideline Case Table of Contents Letter of Transmittal Areas of Interest Map SEC Definitions of Oil and Gas Reserves Reserve and Revenue Projections Summary by Reserve Classification One-Line Property Listing Ranked by Class,

May 24, 2012 EX-10

LOAN AGREEMENT

Exhibit 10.1 Exhibit 10.1 LOAN AGREEMENT This Agreement between Luberski, Inc., a California corporation (hereinafter “Lender”) on one hand and RTG Steel Company, LLC, an Arizona limited liability company and Daybreak Oil and Gas, Inc., a Washington corporation (“Daybreak”)(collectively referred to as “Borrowers”), is entered into as of this 18thday of May 2012 (the “Effective Date”). All referenc

May 24, 2012 EX-10

MORTGAGE, DEED OF TRUST, ASSIGNMENT OF PRODUCTION, SECURITY AGREEMENT AND FINANCING STATEMENT Dated as of May 18, 2012 DAYBREAK OIL AND GAS, INC. LUBERSKI, INC., a California corporation In Trust for the Benefit of LUBERSKI, INC., a California corpor

Exhibit 10.4 Exhibit 10.4 Recording Requested By: Luberski, Inc. When Recorded Mail To: Daniel Leibowitz, Esq. 4050 Katella Ave., Ste 201 Los Alamitos, CA 90720 SPACE ABOVE THIS LINE RESERVED FOR RECORDER’S USE ONLY MORTGAGE, DEED OF TRUST, ASSIGNMENT OF PRODUCTION, SECURITY AGREEMENT AND FINANCING STATEMENT Dated as of May 18, 2012 FROM DAYBREAK OIL AND GAS, INC. (“Mortgagor”) TO LUBERSKI, INC.,

May 24, 2012 EX-10

PROMISSORY NOTE

Exhibit 10.2 Exhibit 10.2 PROMISSORY NOTE $1,500,000 May 18, 2012 Fullerton, CA FOR VALUE RECEIVED, the undersigned, RTG Steel Company, LLC, an Arizona limited liability company, and Daybreak Oil and Gas, Inc., a Washington corporation (collectively “Promisor”), promises to pay to the order of Luberski, Inc., a California corporation (“Promisee”) or its assignee, at 310 N. Harbor Blvd., Ste 205, F

May 24, 2012 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 23, 2012 (May 18, 2012) DAYBREAK OIL AND GAS, INC. (Exact Name of Registrant as Specified in its Charter) Washington 000-50107 91-0626366 (State or other jurisdiction of incorpora

May 24, 2012 EX-10

BORROWER SHARING AGREEMENT

EX-10 4 exhibit103.htm EXHIBIT 10.3 Exhibit 10.3 BORROWER SHARING AGREEMENT Section One. 1.0 RTG Steel Company, LLC, an Arizona limited liability company (“RTG”), and Daybreak Oil and Gas, Inc., a Washington corporation (“DAY”) (collectively “Borrowers”), have borrowed from Luberski, Inc., a California corporation (“Lender”) or its assignee, at 310 N. Harbor Blvd., Ste 205, Fullerton, CA 92832, in

March 16, 2012 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): March 16, 2012 (March 14, 2012) DAYBREAK OIL AND GAS, INC. (Exact Name of Registrant as Specified in its Charter) Washington 000-50107 91-0626366 (State or other jurisdiction of incor

January 13, 2012 10-Q

SIGNATURES

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended November 30, 2011 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 Number: 000-50107 DAYB

January 13, 2012 EX-10

[Signatures Follow]

Exhibit 10.5 PREPARED BY AND WHEN RECORDED OR FILED, PLEASE RETURN TO: Phyllis Y. Young Akin Gump Strauss Hauer & Feld LLP 1111 Louisiana Street, 44th Floor Houston, Texas 77002 NOTICE OF CONFIDENTIALITY RIGHTS: IF YOU ARE A NATURAL PERSON, YOU MAY REMOVE OR STRIKE ANY OR ALL OF THE FOLLOWING INFORMATION FROM THIS INSTRUMENT BEFORE IT IS FILED FOR RECORD IN THE PUBLIC RECORDS: YOUR SOCIAL SECURITY

January 13, 2012 EX-10

FORBEARANCE AGREEMENT

exhibit103.htm - Generated by SEC Publisher for SEC Filing Exhibit 10.3 FORBEARANCE AGREEMENT This FORBEARANCE AGREEMENT (this “Agreement”), dated as of October 24, 2011, is by and among DAYBREAK OIL AND GAS, INC., a Washington corporation (“Daybreak”) and WELL WORKS, LLC, a Utah limited liability company (“Well Works”). WHEREAS, Daybreak and Well Works are parties to (i) that certain Secured Conv

January 13, 2012 EX-10

FORBEARANCE AGREEMENT

exhibit104.htm - Generated by SEC Publisher for SEC Filing Exhibit 10.4 FORBEARANCE AGREEMENT This FORBEARANCE AGREEMENT (this “Agreement”), dated as of November 11, 2011, is by and among DAYBREAK OIL AND GAS, INC., a Washington corporation (“Daybreak”) and WELL WORKS, LLC, a Utah limited liability company (“Well Works”). WHEREAS, Daybreak and Well Works are parties to (i) that certain Secured Con

January 13, 2012 EX-10

1. GRANTOR WARRANTS AND WILL DEFEND TITLE TO THE OVERRIDING ROYALTY INTEREST UNTO GRANTEE FROM AND AGAINST ALL PERSONS AND ENTITIES CLAIMING THE OVERRIDING ROYALTY INTEREST OR ANY PART THEREOF BY, THROUGH OR UNDER GRANTOR BUT NOT OTHERWISE. 2. The Ov

exhibit106.htm - Generated by SEC Publisher for SEC Filing Exibit 10.6 PREPARED BY AND WHEN RECORDED OR FILED, PLEASE RETURN TO: Phyllis Y. Young Akin Gump Strauss Hauer & Feld LLP 1111 Louisiana Street, 44th Floor Houston, Texas 77002 NOTICE OF CONFIDENTIALITY RIGHTS: IF YOU ARE A NATURAL PERSON, YOU MAY REMOVE OR STRIKE ANY OR ALL OF THE FOLLOWING INFORMATION FROM THIS INSTRUMENT BEFORE IT IS FI

January 13, 2012 EX-10

FORBEARANCE AGREEMENT II

Exhibit 10.7 FORBEARANCE AGREEMENT II This FORBEARANCE AGREEMENT II (this ?Agreement?), dated as of November 19, 2011, is by and among DAYBREAK OIL AND GAS, INC., a Washington corporation (?Daybreak?) and WELL WORKS, LLC, a Utah limited liability company (?Well Works?). WHEREAS, Daybreak and Well Works are parties to that certain Forbearance Agreement dated as of October 24, 2011 which contained a

January 13, 2012 EX-10

LOAN EXTENSION AGREEMENT

exhibit102.htm - Generated by SEC Publisher for SEC Filing Exhibit 10.2 LOAN EXTENSION AGREEMENT WHEREAS, Daybreak Oil and Gas, Inc.(“Daybreak”) entered into that certain Secured Convertible Promissory Note dated September 17, 2010 with Well Works, LLC (“Well Works”) (“Promissory Note”); and WHEREAS, pursuant to the terms of said Promissory Note, Well Works was to receive the sum of $750,000 (Seve

January 13, 2012 EX-10

Credit Line Agreement, dated October 24, 2011, by and between Daybreak Oil and Gas, Inc. and UBS Bank USA

Exhibit 10.1 Credit Line Agreement Borrower Agreement BY SIGNING BELOW, THE BORROWER UNDERSTANDS, ACKNOWLEDGES AND AGREES THAT: A THE BORROWER HAS RECEIVED AND READ A COPY OF THIS BORROWER AGREEMENT, THE ATTACHED CREDIT LINE ACCOUNT APPLICATION AND AGREEMENT (INCLUDING THE CREDIT LINE AGREEMENT FOLLOWING THIS BORROWER AGREEMENT) AND THE LOAN DISCLOSURE STATEMENT EXPLAINING THE RISK FACTORS THAT TH

November 25, 2011 8-K

Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): November 25, 2011 (November 18, 2011) DAYBREAK OIL AND GAS, INC. (Exact Name of Registrant as Specified in its Charter) Washington 000-50107 91-0626366 (State or other jurisdiction of

November 10, 2011 8-K

Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): November 10, 2011 (November 4, 2011) DAYBREAK OIL AND GAS, INC. (Exact Name of Registrant as Specified in its Charter) Washington 000-50107 91-0626366 (State or other jurisdiction of

October 28, 2011 10-Q/A

SIGNATURES

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended August 31, 2011 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 Number: 000-50107 DAYB

October 17, 2011 10-Q

SIGNATURES

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended August 31, 2011 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 Number: 000-50107 DAYBRE

October 17, 2011 EX-10

Promissory Note, dated June 20, 2011, by and between Daybreak Oil and Gas, Inc. and James F. Westmoreland

exhibit101.htm - Generated by SEC Publisher for SEC Filing Exhibit 10.1 PROMISSORY NOTE June 20, 2011 FOR VALUE RECEIVED, the undersigned, Daybreak Oil and Gas, Inc. (the “Debtor”), a corporation incorporated under the laws of the State of Washington with its registered office at 601 W. Main Avenue, Suite 1012, Spokane, Washington 99201-0613, PROMISES TO PAY to or to the order of James F. Westmore

July 15, 2011 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 31, 2011 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-50107 DAYBREAK

June 27, 2011 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A AMENDMENT NO. 1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A AMENDMENT NO. 1 (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended February 28, 2011 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 000-50107

June 27, 2011 EX-10.32

Daybreak Oil and Gas, Inc. Board of Directors’ Compensation Policy

Daybreak Oil and Gas, Inc. Board of Directors’ Compensation Policy Each director who is not an employee or officer of the Company (“non-employee director”) receives an annual cash retainer of $9,000. Each non-employee director also receives $500 per Board meeting attended and $500 per committee meeting attended. Additionally, the chairman of the Audit Committee receives an additional annual retain

June 23, 2011 EX-99.1

Daybreak Oil and Gas, Inc. Enters Into a $3.5 Million Loan Commitment

Daybreak Oil and Gas, Inc. Enters Into a $3.5 Million Loan Commitment SPOKANE, Washington, June 21, 2011 - Daybreak Oil and Gas, Inc. (OTC Bulletin Board: DBRM) (?Daybreak? or the ?Company?), a Washington corporation, announced that it has received a commitment for a $3,500,000 secured loan (the ?Loan?). The term of the Loan will be for three years with an interest rate of 6% per annum. Also, in a

June 23, 2011 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 23, 2011 (June 21, 2011) DAYBREAK OIL AND GAS, INC. (Exact name of registrant as specified in its charter) Washington 000-50107 91-0626366 (State or other jurisdiction of incorpo

May 27, 2011 EX-99.1

DAYBREAK OIL AND GAS, INC. Southern San Joaquin Basin, East Slopes Project Kern County, California Estimated Future Reserves and Revenues As of March 1, 2011 SEC Guideline Case

DAYBREAK OIL AND GAS, INC. Southern San Joaquin Basin, East Slopes Project Kern County, California Estimated Future Reserves and Revenues As of March 1, 2011 SEC Guideline Case Table of Contents Letter of Transmittal Areas of Interest Map SEC Definitions of Oil and Gas Reserves Reserve and Revenue Projections Summary by Reserve Classification One-Line Property Listing Ranked by Class, State and Co

May 27, 2011 10-K

UNITED STATES

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended February 28, 2011 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 000-50107 DAYBREAK OIL AND G

March 11, 2011 CORRESP

Daybreak Oil and Gas, Inc.

Daybreak Oil and Gas, Inc. 601 West Main Ave Suite 1012 Spokane, WA 99201 Office: (509) 232-7674 Fax: (509) 455-8483 March 11, 2011 Via Edgar United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549-7010 Attention: Brad Skinner Senior Assistant Chief Accountant Re: Daybreak Oil and Gas, Inc. Form 10-K for the Fiscal Year Ended Febru

January 13, 2011 10-Q

UNITED STATES

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended November 30, 2010 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-50107 DAYB

October 15, 2010 EX-10.7

BILL OF SALE

EX-10.7 4 i00456ex10-7.htm BILL OF SALE CHEVRON U.S.A. INC. (“Seller”), for good and valuable consideration, including the assumption by DAYBREAK OIL AND GAS, INC., AND SAN JOAQUIN INVESTMENTS, INC. (“Buyer”) of certain obligations and liabilities described in that certain Asset Sale and Purchase Agreement effective July 1, 2010, by and between Seller and Buyer (the “ASPA”), hereby sells and trans

October 15, 2010 EX-10.5

ASSET SALE AND PURCHASE AGREEMENT CHEVRON U.S.A. INC. EAST SLOPE VEDDER AREA KERN COUNTY, CALIFORNIA Effective Date: JULY 1, 2010

EX-10.5 2 i00456ex10-5.htm ASSET SALE AND PURCHASE AGREEMENT BETWEEN CHEVRON U.S.A. INC. AND EAST SLOPE VEDDER AREA KERN COUNTY, CALIFORNIA Effective Date: JULY 1, 2010 Chevron U.S.A. Inc./ ASPA GUG Asset Sale and Purchase Agreement Dom Ltr (Rev4 May 2009) Execution Version ASSET SALE AND PURCHASE AGREEMENT TABLE OF CONTENTS SECTION PAGE AGREEMENT 1 DEFINITIONS, INTERPRETATION AND EXHIBITS 1 SALE

October 15, 2010 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended August 31, 2010 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-50107 DAYBRE

October 15, 2010 EX-10.6

ASSIGNMENT OF OIL AND GAS LEASES AND AGREEMENTS

EX-10.6 3 i00456ex10-6.htm RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: CHEVRON U.S.A. INC. 9525 Camino Media Bakersfield, California 93311 Attention: Land Manager MAIL TAX STATEMENTS TO: Daybreak Oil and Gas, Inc. 1414 South Friendswood Drive, suite 215 Friendswood, Texas 77546 Attn: James Westmoreland ASSIGNMENT OF OIL AND GAS LEASES AND AGREEMENTS CHEVRON U.S.A. INC., a Pennsylvania corpor

September 23, 2010 EX-10.1

SECURED CONVERTIBLE PROMISSORY NOTE

THIS NOTE AND THE SECURITIES ISSUABLE UPON CONVERSION HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS AND MAY NOT BE TRANSFERRED, SOLD OR OTHERWISE DISPOSED OF IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT WITH RESPECT TO THIS NOTE OR SUCH SECURITIES, FILED AND MADE EFFECTIVE UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND SUCH APPLICABLE STATE SECURITIES LAWS, OR UNLESS THE COMPANY RECEIVES AN OPINION OF COUNSEL SATISFACTORY TO THE COMPANY TO THE EFFECT THAT REGISTRATION UNDER SUCH ACT AND SUCH APPLICABLE STATE SECURITIES LAWS IS NOT REQUIRED OR UNLESS SOLD PURSUANT TO RULE 144 UNDER SUCH ACT.

September 23, 2010 8-K

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): September 23, 2010 (September 17, 2010) DAYBREAK OIL AND GAS, INC. (Exact Name of Registrant as Specified in its Charter) Washington 000-50107 91-0626366 (State or other jurisdiction

September 23, 2010 EX-10.2

MORTGAGE, DEED OF TRUST, ASSIGNMENT OF PRODUCTION, SECURITY AGREEMENT AND FINANCING STATEMENT Dated as of September 17, 2010 DAYBREAK OIL AND GAS, INC. WELL WORKS, LLC, TRUSTEE In Trust for the Benefit of WELL WORKS, LLC, AS LENDER

EX-10.2 3 i00411ex10-2.htm Recording Requested By: Well Works, LLC, Trustee When Recorded Mail To: Kameron A. Swithin Akin Gump Strauss Hauer & Feld LLP 1111 Louisiana Street, 44th Floor Houston, TX 77002-5200 SPACE ABOVE THIS LINE RESERVED FOR RECORDER’S USE ONLY MORTGAGE, DEED OF TRUST, ASSIGNMENT OF PRODUCTION, SECURITY AGREEMENT AND FINANCING STATEMENT Dated as of September 17, 2010 FROM DAYBR

September 23, 2010 EX-10.3

TECHNICAL AND CONSULTING SERVICES AGREEMENT

TECHNICAL AND CONSULTING SERVICES AGREEMENT This TECHNICAL AND CONSULTING SERVICES AGREEMENT (this “Agreement”) is effective as of September 17, 2010 (the “Effective Date”), by and between WELL WORKS, LLC, a Utah limited liability company (“Well Works”), and DAYBREAK OIL AND GAS, INC.

September 23, 2010 EX-99.1

Daybreak Acquires Additional Interest from Chevron U.S.A. Inc. for its East Slopes Project located in Kern County, California

Daybreak Acquires Additional Interest from Chevron U.S.A. Inc. for its East Slopes Project located in Kern County, California SPOKANE, Washington, September 23, 2010 ? Daybreak Oil and Gas, Inc. (OTCBB: DBRM) (?Daybreak? or the ?Company?), a Washington corporation, announced today that it has acquired one-third (33%) of Chevron U.S.A. Inc.?s 50% working interest in the East Slopes Project in Kern

September 23, 2010 EX-10.4

ASSIGNMENT OF NET PROFITS INTEREST

EX-10.4 5 i00411ex10-4.htm ASSIGNMENT OF NET PROFITS INTEREST This Assignment of Net Profits Interest (this “Assignment”) is dated and effective as of 7:00 a.m. Houston, Texas time, September 17 , 2010 (the “Effective Date”), by Daybreak Oil and Gas, Inc., a Washington Corporation (“Assignor”), to Well Works, LLC, a Utah Limited Liability Company (“Assignee”). WHEREAS, Assignor is the owner of wor

August 17, 2010 8-K

Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): August 16, 2010 DAYBREAK OIL AND GAS, INC. (Exact Name of Registrant as Specified in its Charter) Washington 000-50107 91-0626366 (State or other jurisdiction of incorporation) (Commi

July 27, 2010 8-K

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): July 22, 2010 DAYBREAK OIL AND GAS, INC. (Exact Name of Registrant as Specified in its Charter) Washington 000-50107 91-0626366 (State or other jurisdiction of incorporation) (Commiss

July 15, 2010 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 31, 2010 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-50107 DAYBREAK

June 10, 2010 DEFA14A

*** Exercise Your Right to Vote *** Important Notice Regarding the Availability of Proxy Materials for the Shareholder Meeting to Be Held on July 22, 2010 Meeting Information DAYBREAK OIL AND GAS, INC. Meeting Type: Annual Meeting For holders as of:

*** Exercise Your Right to Vote *** Important Notice Regarding the Availability of Proxy Materials for the Shareholder Meeting to Be Held on July 22, 2010 Meeting Information DAYBREAK OIL AND GAS, INC.

June 10, 2010 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Definitive Proxy State

May 28, 2010 EX-10.23

AGREEMENT FOR PURCHASE AND SALE OF OIL AND GAS PROPERTIES

Exhibit 10.23 AGREEMENT FOR PURCHASE AND SALE OF OIL AND GAS PROPERTIES This Agreement is dated for reference purposes as of March 12, 2010 by and between DAYBREAK OIL AND GAS, INC., a Washington corporation, sometimes referred to elsewhere in this Agreement as ?Seller?, and ARABELLA ENTERPRISES, a California corporation, sometimes referred to elsewhere in this Agreement as ?Purchaser?, and CHET P

May 28, 2010 EX-3.01

Amended and Restated Articles of Incorporation of Daybreak Oil and Gas, Inc. dated July 17, 2009

Exhibit 3.01 AMENDED AND RESTATED ARTICLES OF INCORPORATION OF DAYBREAK OIL AND GAS, INC. ARTICLE I - NAME The name of this corporation is DAYBREAK OIL AND GAS, INC. (the ?Corporation?). ARTICLE II - PURPOSE The purpose of the Corporation is to transact any and all lawful business for which corporations may be incorporated under Title 23B of the Revised Code of Washington, as amended (the ?Washing

May 28, 2010 10-K

UNITED STATES

10-K 1 i00253daybreak-10k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended February 28, 2010 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file numbe

May 28, 2010 EX-10.24

PARTIAL RELEASE OF PRODUCTION PAYMENT

Exhibit 10.24 Recording Requested By And When Recorded Return To: O & G Energy Partners, LLC 3660 Stoneridge Road, Suite A-101 Austin, TX 78746 DOCUMENTARY TRANSFER TAX $ o Computed on full value of property conveyed o or computed on full value less liens and encumbrances remaining at time of sale By SPACE ABOVE THIS LINE FOR RECORDER USE PARTIAL RELEASE OF PRODUCTION PAYMENT STATE OF CALIFORNIA ?

May 28, 2010 EX-99.1

1 Houston Center 1221 McKinney, Suite 3700 Houston, Texas 77010 Phone (713) 209-1100 • Fax (713) 752-0828 May 6, 2010

1 Houston Center 1221 McKinney, Suite 3700 Houston, Texas 77010 Phone (713) 209-1100 ? Fax (713) 752-0828 May 6, 2010 Daybreak Oil and Gas, Inc.

February 3, 2010 8-K

Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): January 29, 2010 DAYBREAK OIL AND GAS, INC. (Exact Name of Registrant as Specified in its Charter) Washington 000-50107 91-0626366 (State or other jurisdiction of incorporation) (Comm

February 3, 2010 EX-10.1

Form of Subscription Agreement for 12% Subordinated Note due 2015

Daybreak Oil and Gas, Inc. (the ?Company?) SUBSCRIPTION AGREEMENT FOR 12% SUBORDINATED NOTES DUE 2015 AND WARRANTS This Subscription Agreement (this ?Agreement?) is executed and delivered by the undersigned (?Subscriber?) who hereby acknowledges receiving and reviewing a copy of the Confidential Information Booklet relating to the offering of the 12% Subordinated Notes due 2015 (the ?Notes?) and W

February 3, 2010 EX-4.2

Form of Warrant in connection with 12% Subordinated Notes

THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE FEDERAL SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY STATE.

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