GulfSlope Energy, Inc. is an independent crude oil and natural gas exploration and production company whose interests are concentrated in the United States Gulf of Mexico federal waters. We are a technically driven company and we have been singularly focused on identifying and acquiring high-potential oil-focused prospects.  We haveuse our licensed 3-D seismic data covering approximately 2.2 million acres of three-dimensional (3-D) seismic data to identify, evaluate, and acquire assets with attractive economic profiles. GulfSlope Energy commenced commercial operations in March 2013. GulfSlope Energy was originally organized as a Utah corporation in 2004 and became a Delaware corporation in 2012.

We have and continue to evaluate these data using advanced interpretation technologies.  “3D seismic” refers to acoustically-sourced data, densely recorded and computer-processed to properly image geologic features which are always fundamentally three dimensional and therefore may not be correctly imaged by “2D” seismic methods.  As a result of these analyses, we identified a number of targeted prospectsfocused our operations in the Gulf of Mexico in water depths of less than 1,000 feet thatbecause we believe may contain economically recoverable hydrocarbon deposits.  We believe thatthis area provides us with favorable geologic and economic conditions, including multiple reservoir formations, comprehensive geologic databases, extensive infrastructure, relatively favorable royalty regime, and an attractive acquisition market and because our analysis enabled us to competitively bid on 23 blocks at the Central Gulf of Mexico Lease Sale conducted by the Bureau of Ocean Energy Management (“BOEM”) held in March 2014.  Of those 23 bids, we were the high bidder on 22 blocks.  As the high bidder, we are provided the opportunity to lease those blocks from the BOEM.  Prior to entering into a lease, all bids are subject to review and final approval by the BOEM, which may take up to 120 days.  The cost of obtaining leases on all 22 blocks is approximately $7,843,642, of which we have already paid 20% and the remaining 80% is due as and when the leases are awarded. While we intend to obtain leases for all 22 blocks, there can be no assurance of receiving BOEM approval of the issuance of such leases to us on our prospects.  We refer to these 22 blocks as are our current prospects, referred to throughout this prospectus as our “prospects” or our “portfolio.”

Term Loan

On March 1, 2019, we entered into a Term Loan Agreement by and among GulfSlope, as borrower, and Delek, as lender. In the Term Loan Agreement, Delek agreed to provide us with multiple draw term loans in an aggregate stated principal amount of $9,712,441 through the sale of 68,496,107 shares of common stock for cash proceeds of $8,219,533up to $11.0 million (the “Term Loan Facility” and the issuanceloans thereunder, the “Loans”). The maturity date of 12,440,903 sharesthe Term Loan Facility is six months following the closing date of common stock upon conversionthe Term Loan Agreement. Until such maturity date, the Loans under the Term Loan Agreement shall bear interest at a rate per annum equal to 5.0%, payable in arrears on the maturity date. If an event of $1,492,908 of outstanding indebtedness.default occurs, all Loans under the Term Loan Agreement shall bear interest at a rate equal to 7.0%, payable on demand. In connection with the Term Loan Agreement, the Company entered into: (i) a Subordination Agreement (the “Subordination Agreement”) by and among GulfSlope, as borrower, John N. Seitz, as subordinated lender (the “Subordinated Lender”), and Delek, as senior lender; (ii) a Security Agreement (the “Security Agreement”) among GulfSlope, as debtor, and Delek, as lender; and (iii) warrants to purchase 238,095,238 shares of Common Stock, at an exercise price of $0.042 per share issued to Delek GOM. We may elect, at our option, to prepay borrowings outstanding under the Term Loan Agreement in multiples of $100,000 and not less than $500,000 without premium or penalty. We are required to prepay the Loans with any net cash private placement,proceeds resulting from an asset sale, receipt of insurance proceeds from certain casualty events, proceeds from equity issuances or incurrence of indebtedness other than the Loans (subject to a $500,000 carve-out to be applied toward our general corporate purposes) or receipt of any cash proceeds from any payments, refunds, rebates or other similar payments and amounts under the joint operating agreement. Amounts outstanding under the Term Loan Agreement are secured by a security interest in substantially all of our properties and assets. We had borrowed a total of $11.0 million under the Term Loan Facility and issued to Delek GOM warrants to purchase 261,904,762 shares of Common Stock; and Delek GOM exercised warrants for 238,095,238 shares of Common Stock through a Loan Reduction Exercise, thereby leaving $1 million of outstanding obligations to Delek GOM. In connection with the Term Loan, we entered into a registration rights agreement with Delek pursuant to which we have agreed to register the shares of Common Stock issued to them for the benefitpublic resale upon request. The maturity date of the holders of 63,240,335 shares, the resale of which are being registered pursuant to the registration statement of which this prospectus is a part.

Issuance of the extended transition period for complying with new or revised accounting standards is irrevocable.

On June 21, 2019, we are no longer an emerging growth company. We would cease to be an emerging growth company if we have more than $1 billion in annual revenue, we have more than $700 million in market value of our stock held by non-affiliates, or we issue more than $1 billion of non-convertible debt over a three-year period. We may choose to take advantage of some but not all of these reduced burdens. We have taken advantage of these reduced reporting burdens in this prospectus, and the information that we provide may be different than what you might get from other public companies in which you hold stock.

In connection with the exact ratio to be set within such range in the discretion of the Board, without further approval or authorization of the Company’s shareholders, provided that the Board determines to effect the reverse stock split and any amendments to the Company’s certificate of incorporation are filed with the Delaware Secretary of State (if necessary) no later than April 30, 2015, (C) eliminate the ability of stockholders to act by written consent, and (D) to classify the board of directors into three classes with staggered terms; and (ii) adopt an incentive plan for the issuance of upthe Convertible Debenture and warrants, we entered into registration rights agreement pursuant to 37,500,000which we have, among other things, agreed to file a registration statement with the SEC within thirty days of the SPA registering for public resale the shares of common stock.

Investing in our common stock involves risks that include the speculative nature of oil and natural gas exploration, competition, volatile oil and natural gas prices and other material factors. You should read carefully the section of this prospectus entitled “Risk Factors” beginning on page 8 for an explanation of these risks before investing in our common stock. In particular, the following considerations may offset our competitive strengths or have a negative effect on our strategy or operating activities, which could cause a decrease in the price of our common stock and a loss of all or part of your investment:

Our address is 2500 City West,1331 Lamar St., Suite 800,1665, Houston, Texas 7704277010, and our telephone number is (281) 918-4100. Our web site iscan be accessed at www.gulfslope.com. The information contained oncontents of our website isdo not form a part of, and are not incorporated by reference into this prospectus, and you should not consider any information contained on, or that can be accessed through, our website as part ofin, this prospectus or in deciding whether to purchase our common stock.any Offering Statement that we have filed with the SEC. You may access and read our SEC filings through the SEC’s web site (http:www.sec.gov). This site(www.sec.gov), which contains reports, proxy and information statements and other information regarding registrants, including us, that file electronically with the SEC.

We have planned operating expenditures through September 2020, of approximately $10.0 million, which includes $6.0 million for drilling related capital expenditures, $1.5 million of other operations related expenditures to include but not limited to bonus payments for new leases and lease rentals to the BOEM and seismic reprocessing costs, and $2.5 million in general and administrative expenses. We will need to raise additional capital in 2020 and may be required to enter into debt and equity financing arrangements and joint ventures. There is no assurance that we will be able to raise the capital necessary to fund our business plan and our operations through September 2020. Failure to raise the required capital to fund our 2020 operations, on favorable terms or at all, will have a material adverse effect on us, and will likely cause us to curtail operations or suspend our 2020 business plan.

We expect our capital outlays and operating expenditures to increase substantially over at least the next several years as we expand our operations. Lease acquisition costs as well asand drilling operations are very expensive, and if we are to expand our operations after 2019 we will need to raise substantial additional capital through additional equity offerings, strategic alliances or debt financing in 2014 and 2015.

Our future capital requirements will depend on many factors, including:

To the 12-month period ending March 31, 2015.  These expenditures include lease payments to the BOEM, lease rentals to the BOEM, general and administrative expenses, and costs associated with IT and seismic acquisition and processing.  This does not include any capital expenditures related to exploration drilling costs or repayment of debts owed to our chief executive officer. Giving effect to $3.5 million to be funded by Texas South pursuant to the farm-out agreement and current cash on hand,extent we will needare able to raise approximately $4.7 million to fund working capital requirements for the period ending March 31, 2015.  Future contingencies, developments and unknown events could cause us to require more working capital during the 12-month period ending March 31, 2015.  These estimates are projections only and will vary depending upon a number of factors, including our ability to acquire our targeted leases.

We have incurred losses since our inception resulting in an accumulated deficit of approximately $21.3$54.6 million at December 31, 2013.June 30, 2019, and we have a net capital deficiency. Further losses are anticipated as we continue in the exploration stage ofto develop our business.  As a result, in their audit report contained in this prospectus, our independent auditors expressed substantial doubt about our ability to continue as a going concern.  As of the date of this prospectus, we believe we have sufficient cash on hand to fund operations through May 2014, not including any debt repayment. To continue as a going concern, we estimate needingthat we will need approximately $14.9$10 million for operationsto meet our obligations and workingplanned operating expenditures through September 2020. The $10 million is comprised primarily of capital during the 12-month period ending March 31, 2015.  Theseproject expenditures include lease payments to the BOEM, lease rentals to the BOEM,as well as general and administrative expenses, and costs associated with IT and seismic acquisition and processing.  Thisexpenses. It does not include any capital expendituresamounts due under outstanding debt obligations, which amounted to $11.6 million of current principal and interest as of June 30, 2019. We plan to finance our operations through equity and/or debt financings, and strategic alliances. There are no assurances that financing will be available with acceptable terms, if at all. If we are not successful in obtaining financing, our operations would need to be curtailed or ceased or the Company would need to sell assets or consider alternative plans up to and including restructuring.

If we fail to establish and maintain proper internal controls, our ability to produce accurate financial statements or comply with applicable regulations could be impaired.

We are required to comply with certain provisions of Section 404 of the Sarbanes-Oxley Act of 2002 (“Sarbanes-Oxley Act”). Section 404 requires that we document and test our internal control over financial reporting and issue management’s assessment of our internal control over financial reporting. In our annual report for the year ended September 30, 2018, we identified and disclosed material weaknesses related to explorationthe failure to record interest on an interest bearing payable and failure to accurately value a fair value financial instrument issued in settlement of a liability. These errors are a result of insufficient control activities related to the review and monitoring of Company contracts to ensure the proper accounting for such contracts. In connection with the restatement of our condensed financial statements, as of March 31, 2019 and for the three and six-months ended, we identified an additional material weakness in our internal control over financial reporting. This additional material weakness is due to a lack of effective controls over the valuation of accounts receivable which resulted in a material error in the financial statements. In an attempt to remediate the material weaknesses, management has developed a contract review process, increased the use of external consultants and is investigating expansion of the accounting department in its ongoing remediation efforts of the material weaknesses. We also are developing a plan for remediation of controls over the valuation of accounts receivable from joint operations.

If we fail to comply with the requirements of Section 404 of the Sarbanes-Oxley Act, the accuracy and timeliness of the filing of our annual and quarterly reports may be materially adversely affected and could cause investors to lose confidence in our reported financial information, which could have a negative effect on the trading price of our Common Stock.

We have no proved reserves and areas that we decide to drill may not yield oil and natural gas in commercial quantities or quality, or at all.

We have no proved reserves. We have identified prospects based on available seismic and geological information that indicates the potential presence of oil and natural gas. However, the areas we decide to drill may not yield oil and natural gas in commercial quantities or quality, or at all. Most of our current prospects are in various stages of evaluation that will require substantial additional seismic data reprocessing and interpretation. Even when properly used and interpreted, 3-D seismic data and visualization techniques are only tools used to assist geoscientists in identifying subsurface structures and hydrocarbon indicators and do not enable the interpreter to know whether hydrocarbons are, in fact, present in those structures. We have drilled two wells, one of which is currently being evaluated. Accordingly, we do not know if our prospects will contain oil and natural gas in sufficient quantities or quality to recover drilling and completion costs or repayment of debts owed to our chief executive officer. Giving effect to $3.5 million to be funded by Texas South pursuanteconomically viable. Even if oil and natural gas is found on our prospects in commercial quantities, construction costs of pipelines and other transportation costs may prevent such prospects from being economically viable. If one or more of our prospects do not prove to the farm-out agreement and current cash on hand, we will need to raise approximately $4.7 million to fund working capital requirements for the period ending March 31, 2015.  Future contingencies, developments and unknown events could cause us to require more working capital during the 12-month period ending March 31, 2015.  If we cannot raise these funds, we may be required to cease business operations or altersuccessful, our business, plan.

Investors in our common stock must rely upon the ability, expertise, judgment and discretion of our management and the success of our technical team in identifying and acquiring leasehold interests, as well as discovering and developing any oil and gas reserves. Our performance and success are dependent, in part, upon key members of our management and technical team, and their loss or departure could be detrimental to our future success. In making a decision to invest in our common stock, you must be willing to rely to a significant extent on our management’s discretion and judgment. The loss of any of our management and technical team members could have a material adverse effect on our business prospects, results of operations and financial condition, as well as on the market price of our common stock. We may not be able to find replacement personnel with comparable skills. If we are unable to attract and retain key personnel, our business may be adversely affected. We do not currently maintain key-man life insurance on any member of the management team.

Our 3-D seismic license agreements are non-exclusive, industry-standard agreements. Accordingly, the licensor of such seismic data has the right to license the same data that we acquired to our competitors, which could adversely affect our acquisition strategy and the execution of our business plan. We are not authorized to assign any of our rights under our license agreements, including a transaction with a potential joint venture partner or acquirer, without complying with the terms of the license agreements and a payment to the licensor (by us or the acquirer in the event of a change of control transaction or our partner in a joint venture transaction). However, our interpretation of this seismic data and theimportantly, reprocessing and the modeling of certain seismic data utilized to identify and technically support oil and gas prospects, is unique and proprietary to us.

We commenced our business activity in March 2013, when we entered into 3-D license agreements covering approximately 2.2 million acres, and we expect to enterhave entered into additional 3-D license agreements with seismic companies to acquire additional data and reprocess that seismic data. WeWhile we intend to engage in the drilling, development, and production of oil and natural gas in the future.future, we currently have no reserves or production. As we are a relatively new business, we are subject to all the risks and uncertainties, which are characteristic of a new business enterprise, including the substantial problems, expenses and other difficulties typically encountered in the course of its business, in addition to normal business risks, as well as those risks that are specific to the oil and gas industry. Investors should evaluate us in light of the delays, expenses, problems and uncertainties frequently encountered by companies developing markets for new products, services and technologies. We may never overcome these obstacles.

Our current cashcapital on hand we will needis insufficient to raise approximately $4.7 million to fund working capital requirements for the period ending March 31, 2015.  Future contingencies, developments and unknown events could causeenable us to require more working capital during the 12-month period ending March 31, 2015.  These costs are primarily associated with lease acquisition costs, G&A, seismic and IT expenditures.  In 2015, we will need to raise additional capital in order to implementexecute our business plan, including for capital expenditures relatedstrategy beyond December 2019. Though, our inability to exploration costscomplete the agreement to extend the maturity date of the $1.0 million remaining balance of the Delek term loan due October 19, 2019 could further effect our liquidity and debt repayment.business plan. Because we are an exploration stagea company with limited resources, we may not be able to compete in the capital markets with much larger, established companies that have ready access to capital. Our ability to obtain needed financing may be impaired by conditions and instability in the capital markets (both generally and in the oil and gas industry in particular), our status as a new enterprise without a demonstrated operating history, the location of our prospective lease acquisitionsleases and prices of oil and natural gas on the commodities markets (which will impact the amount of financing available to us), and/or the loss of key consultants and management. Further, if oil and/or natural gas prices on the commodities markets continue to decrease, then potential revenues, if any, will decrease, which may increase our requirements for capital. Some of the future contractual arrangements governing our operations may require us to maintain minimum capital (both from a legal and practical perspective), and we may lose our contractual rights if we do not have the required minimum capital. If the amount of capital we can raise is not sufficient, we may be required to curtail or cease our operations.

We have incurred annual operating losses since our inception. As a result, at December 31, 2013,June 30, 2019, we had an accumulated deficit of approximately $21.3$54.6 million. We had no revenues in 20132018 and do not anticipate receivinggenerating revenues in fiscal 2014,2019, or in subsequent periods unless we are successful in acquiring leases and discovering economically recoverable oil or gas reserves. We expect that our operating expenses will increase as we develop our projects. We expect continued losses in fiscal year 2014,2019, and thereafter until future discoveries are brought online and we begin producing oil and gas.

Our business will focus on the oil and gas industry in commercially advantageous offshore and onshore areas of the United States and select international areas.States. Larger companies have the ability to manage their risk by diversification. However, we lack diversification, in terms of both the nature and geographic scope of our business. As a result, factors affecting our industry, or the regions in which we operate, will likely impact us more acutely than if our business waswere diversified.

Our ability to successfully bid on and acquire properties, to discover resources, to participate in drilling opportunities and to identify and enter into commercial arrangements with customers and partners, depends on developing and maintaining close working relationships with industry participants and on our ability to select and evaluate suitable properties. Further, we must consummate transactions in a highly competitive environment. These realities are subject to change and may impair our ability to grow.

To develop our business, we will endeavor to use the relationships of our management and to enter into strategic relationships, which may take the form of joint ventures with other private parties or with local government bodies or contractual arrangements with other oil and gas companies, including those that supply equipment and other resources that we will use in our business. We may not be able to establish these strategic relationships, or if established, we may not be able to maintain them. In addition, the dynamics of our relationships with strategic partners may require that we incur expenses or undertake activities we would not otherwise incur or undertake in order to fulfill our obligations to these partners or maintain our relationships. If our strategic relationships are not established or maintained, our business prospects may be limited, which could diminish our ability to conduct our operations.

The oil and gas industry is extremely competitive. Present levels of competition for oil and gas leases and drilling rights are high worldwide. Other oil and gas companies with greater resources may compete with us by bidding for leases and drilling rights, as well as other properties and services we may need to operate our business. Additionally, other companies may compete with us in obtaining capital from investors. Competitors include larger, established exploration and production companies, which have access to greater financial and other resources than we have currently, and may be more successful in the recruitment and retention of qualified employees and may conduct their own refining and petroleum marketing operations, giving them a competitive advantage. In addition, actual or potential competitors may be strengthened through the acquisition of additional assets and interests. Because of some or all of these factors, we may not be able to compete.

We are currently not profitable however, our strategy envisions building and expanding our business.business in order to become profitable. If we fail to effectively manage our growth, our financial results will be adversely affected. Growth may place a strain on our management systems and resources. We must continue to refine and expand our business development capabilities, our systems, processes, and our access to financing sources. As we grow, we must continue to hire, train, supervise and manage new employees. We cannot assure you that we will be able to:

The laws, regulations, policies or current administrative practices of any government body, organization or regulatory agency impacting any jurisdiction where we might conduct our business activities, including the BOEM and EPA, may be changed, applied or interpreted in a manner which may fundamentally alter the ability of the Company to conduct business. The actions, policies or regulations, or changes thereto, of any government body or regulatory agency or other special interest groups, may have a detrimental effect on us. Any or all of these situations may have a negative impact on our ability to operate profitably.

The commercial viability of our projects is highly dependent on the price of oil and natural gas. Prices also affect our ability to borrow money or raise additional capital. We will need to obtain additional financing to fund our activities. Our ability to do so may be adversely affected by an extended decline in oil prices. If we are unable to obtain such financing when needed, on commercially reasonable terms, we may be required to cease our operations, which could have a materially adverse impact on the market price of our stock. An extended decline in oil prices may have a material adverse effect on our planned operations, financial condition and level of expenditures that we may ultimately have to make for the development of any oil and natural gas reserves we may acquire.

The oil and gas markets are very volatile, and we cannot predict future oil and natural gas prices. Historically, oil and natural gas prices have been volatile and are subject to fluctuations in response to changes in supply and demand, market uncertainty and a variety of additional factors that are beyond our control. Any substantial decline inIn addition, the price of oil and natural gas will likely have a material adverse effect on our planned operations, financial condition and level of expenditures that we may ultimately have to make for the development of any oil and natural gas reserves we may acquire. The prices we receive for any future production and the levels of any future production and reserves will depend on numerous factors beyond our control. These factors include, but are not limited to, the following:

Further, oil and natural gas prices do not necessarily fluctuate in direct relationship to each other. As a result, our future financial results will be more sensitive to fluctuations in oil prices. The price of oil has been extremely volatile, and we expect this volatility to continue for the foreseeable future. The slowdown in economic activity caused byFor example, during the worldwide economic recession has reduced worldwide demand for and impacted energy prices.  This may result in lower crude oil and natural gas prices. Crudeperiod from January 1, 2014 to December 31, 2018, NYMEX West Texas Intermediate oil prices declinedranged from recorda high levels in early July 2008 of over $140$107.95 per Bblbbl to below $45a low of $26.19 per Bbl in February 2009 before rebounding to over $97 per Bbl in December 2013. Naturalbbl. Average daily prices for NYMEX Henry Hub gas prices declinedranged from over $13a high of $8.15 per MMBtu in mid-2008 to approximately $4.17a low of $1.49 per MMBtu during the same period. This near term volatility may affect future prices in December 2013. Such a decline could occur again in the future due to global economic conditions.  These factors2019 and thebeyond. The volatility of the energy markets makemakes it extremely difficult to predict future oil and natural gas price movements with any certainty.

Oil and natural gas exploration involves a high degree of risk. These risks are more acute in the early stages of exploration. We may not discover oil or natural gas in commercially viable quantities. It is difficult to project the costs of implementing an exploratory drilling program due to the inherent uncertainties of drilling in unknown formations, the costs associated with encountering various drilling conditions, such as over pressured zones (which may lead to blowouts, fires, and explosions) and tools lost in the hole, and changes in drilling plans, locations as a result of prior exploratory wells or additional seismic data and interpretations thereof, and final commercial terms negotiated with partners. Developing exploratory oil and gas properties requires significant capital expenditures and involves a high degree of financial risk. The budgeted costs of drilling, completing, and operating exploratory wells are often exceeded and can increase significantly when drilling costs rise. Drilling may be unsuccessful for many reasons, including title problems, adverse weather conditions (which may be more frequent as climate changes), cost overruns, equipment shortages, mechanical difficulties, and mechanical difficulties.environmental hazards (including spills and toxic gas releases). There is no assurance that we will successfully complete any wells or if successful, that the wells would be economically successful. Moreover, the successful drilling or completion of any oil or gas well does not ensure a profit on investment. Exploratory wells bear a much greater risk of loss than development wells. We cannot assure you that our exploration, exploitation and development activities will result in profitable operations, the result of which will materially adversely affect our business.

Oil and natural gas operations are subject to national, state, and local laws and taxes relating to the protection of the environment, including laws regulating removal of natural resources from the ground, spill response capabilities, and the discharge of materials into the environment. Oil and natural gas operations are also subject to national, state, and local laws and regulations, which seek to maintain health and safety standards by regulating the design and use of drilling methods and equipment. Environmental standards imposed by national, state or local authorities may be changed and any such changes may have material adverse effects on our activities. Moreover, compliance with such laws may cause substantial delays or require capital outlays in excess of those anticipated, thus causing an adverse effect on us. Additionally, we may be subject to liability for pollution or other environmental damages which we may elect notare unlikely to insure against fully due to prohibitive premium costs and other reasons. WeTo date, we have not been required to spend any amounts on compliance with environmental regulations, as we have no oil and gas properties to date. However,regulations; however, we may be required to expend substantial sums in the future as we develop projects, and this may affect our ability to develop,begin, maintain, or expand or maintain our operations.

Third parties may act as the operators of our oil and natural gas wells and control the drilling and operating activities to be conducted on our properties, if and when such assets are acquired and drilled. This exposes our business success to the technical and financial resources of our partners, which could limit our growth.acquired. Therefore, we may have limited control over certain decisions related to activities on our properties relating to the timing, costs, procedure, and location of drilling or production activities, which could affect the Company’s results.

The failure to acquiretimely affect all lease related payments could cause the leases orto be terminated by the BOEM. Net lease rental obligations on our existing prospects are expected to be approximately $0.5 million in fiscal year 2019. Our leases have a five-year primary term, expiring in 2020, 2022 and 2023. Each lease may be extended by drilling rights ina well capable of producing hydrocarbons and submitting a Plan of Production approved by the near future.  We anticipateregulatory authorities. In addition, the terms of theseour leases or drilling rights will require a wellmay be drilled on the property within a period of multipleextended for an additional three years, to be started on the lease date. Ifprovided a well is spud targeting hydrocarbons with a true vertical depth in excess of 25,000 feet within the primary term of the lease. In addition, the terms of our leases may also be extended by the granting of a Subsalt Lease Term Extension, should we elect to apply and qualify for said extension on any lease(s). If we are not drilledsuccessful in raising additional capital, we may be unable to successfully exploit our properties, and we may lose the rights to develop these properties upon the expiration of our leases. If not successful in securing extensions, those leases will be subject to the competitive bid process in the stated period, the leases or drilling rights will expire resulting intwice a loss of assets for the company.

To the extent that we succeed in discovering oil and/or natural gas reserves, we cannot assure that these reserves will be capable of production levels we project or in sufficient quantities to be commercially viable. On a long-term basis, our viability depends on our ability to find, develop and commercially produce oil and gas reserves, assuming we acquire leases or drilling rights. Our future reserves, if any, will depend not only on our ability to develop then-existing properties, but also on our ability to identify and acquire additional suitable producing properties or prospects, to find markets for the oil and natural gas we develop and to effectively distribute our production into the market.

Future oil and gas exploration may involve unprofitable efforts, not only from dry wells, but from wells that are productive but do not produce sufficient net revenues to return a profit after drilling, operating and other costs. Completion of a well does not assure a profit on the investment or recovery of drilling, completion and operating costs. In addition, drilling hazards or environmental damage could greatly increase the cost of operations and various field operating conditions may adversely affect the production from successful wells. These conditions include delays in obtaining governmental approvals or consents, shut-downs of wells resulting from extreme weather conditions, problems in storage and distribution and adverse geological and mechanical conditions. While we will endeavor to effectively manage these conditions, we cannot be assured of doing so optimally, and we will not be able to eliminate them completely in any case. Therefore, these conditions could adversely impact our operations.

We may not be able to procure the necessary drilling rigs and related services and equipment or the cost of such items may be prohibitive. Our ability to comply with future license obligations or otherwise generate revenues from the production of operating oil and natural gas wells could be hampered as a result of this, and our business could suffer.

All phases of the oil and natural gas business present environmental risks and hazards and are subject to environmental regulation pursuant to a variety of international conventionsfederal, state and federal, provincial and municipallocal laws and regulations. Environmental legislation provides for, among other things, restrictions and prohibitions on spills, releases or emissions of various substances produced in association with oil and natural gas operations.operations, including products, byproducts, and wastes. The legislation also requires that wells and facility siteslocation be sited, operated, maintained, abandoned and reclaimed to the satisfaction of applicable regulatory authorities. Compliance with such legislation can require significant expenditures, and a breach may result in the imposition of fines and penalties, some of which may be material. Environmental legislation is evolving in a manner we expect may result in stricter standards and enforcement, larger fines and liability, prevention of the right to operate or participate in leasing, and potentially increased capital expenditures and operating costs. The discharge of oil, natural gas or other pollutants into the air, soil or water may give rise to liabilities to foreign governments and third parties and may require us to incur costs to remedy such discharge. The application of environmental laws to our business may cause us to curtail our production or increase the costs of our production, development or exploration activities.

Our involvement in the exploration for, and development of, oil and natural gas properties may result in our becoming subject to liability for pollution, blow-outs, property damage, personal injury or other hazards. Although we intend to obtain insurance in accordance with industry standards to address such risks, such insurance has limitations on liability that may notand so will be sufficientunlikely to cover the full extent of such liabilities. In addition, such risks may not, in all circumstances be insurable or, in certain circumstances, we may choose not to obtain insurance to protect against specific risks due to the high premiums associated with such insurance or for other reasons. The payment of such uninsured liabilities would reduce the funds available to us. If we suffer a significant event that is not fully insured or if the insurer of such event is not solvent or denies coverage, we could be required to divert funds from capital investment or other uses towards covering our liability for such events.

We are subject to cyber security risks. A cyber incident could occur and result in information theft, data corruption, operational disruption or financial loss.

The oil and natural gas industry has become increasingly dependent on digital technologies to conduct certain exploration, development, production, processing and distribution activities. For example, we depend on digital technologies to interpret seismic data, conduct reservoir modeling and record financial and other data. Our industry is highly reliant upon digitalfaces various security threats, including cyber-security threats. Cyber-security attacks in particular are increasing and include, but are not limited to, malicious software, attempts to gain unauthorized access to data, software, hardware, and remote communications, whichother electronic security breaches that could lead to disruptions in critical systems, unauthorized release of confidential or otherwise protected information and corruption of data. Although to date we have not experienced any material losses related to cyber-security attacks, we may suffer such losses in the future. Moreover, the various procedures and controls we use to monitor and protect against these threats and to mitigate our exposure to such threats may not be stolen by hackers or cyber thieves causing our datasufficient in preventing security threats from materializing. If any of these events were to be corrupted or unknowingly modified.  Theft may also result in lossmaterialize, they could lead to losses of intellectual property that could be valuableand other sensitive information essential to our competitors.

As a result, an investor may find it difficult to dispose of, or to obtain accurate quotations of the price of our common stock. Accordingly, investors must assume they may have to bear the economic risk of an investment in our common stock for an indefinite period of time, and may lose their entire investment. There can be no assurance that a more active market for our common stock will develop, or if one should develop, there is no assurance that it will be sustained. This severely limits the liquidity of our common stock and would likely have a material adverse effect on the market price of our common stock and on our ability to raise additional capital.

The amount of our common stock to remain eligiblebe registered for quotationresale in the Registration Statement represents a significant percentage of our currently outstanding common stock. The 444,095,238 shares of our common stock in registered for resale in this Registration Statement equals approximately 41% of our issued and outstanding common stock.  We cannot predict what effect this may have on the OTCBB and OTCQB.  If we fail to meetprice of our common stock or the criteria set forthvolume of transactions involving our shares in SEC regulations, various requirements govern the conductmarket. Sales of broker-dealers who sella substantial amount of our securities to persons other than established customers and accredited investors.  Consequently,common stock or the perception that such regulationssales may deter broker-dealersoccur could adversely affect the liquidity of the market for our common stock or their price. Large price changes or low trading volume may preclude you from recommendingbuying or selling our common stock which may further affect the liquidity of our common stock.  This would also make it more difficult for us to raise capital.

Our Certificate of Incorporation authorizes the issuance of up to 50 million shares of “blank check” preferred stock with designations, rights and preferences determined from time to time by the Board of Directors. Accordingly, our Board of Directors is empowered, without stockholder approval, to issue preferred stock with dividend, liquidation, conversion, voting, or other rights, which could adversely affect the voting power or other rights of the holders of the common stock. In the event of issuance, the preferred stock could be utilized, under certain circumstances, as a method of discouraging, delaying or preventing a change in control of the Company. Although we have no present intention to issue any shares of its authorized preferred stock, there can be no assurance that we will not do so in the future.

We will likely sell additional shares of common stock to fund working capital obligations in future periods. We cannot predict the size of future issuances of our common stock or the effect, if any, that future issuances and sales of shares of our common stock will have on the market price of our common stock. Sales of substantial amounts of our common stock, or the perception that such sales could occur, may adversely affect prevailing market prices for our common stock. Moreover, sales of our common stock by existing shareholders pursuant to Rule 144 (which will be available for substantially all of our shareholders commencing on May 15, 2014) could also depress the price of our common stock. As our current executive officers and directors own a substantial amountFor instance, we have issued instruments that are convertible into or exercisable for 350 million shares of our common stock, a decision by one of them to sell could adversely affectCommon Stock, which may have conversion or exercise rights that are at prices lower than the trading price of our common stock.

The SEC has adopted Rule 15g-9 which establishes the definition of a “penny stock,” for the purposes relevant to us, as any equity security that has a market price of less than $5.00 per share or with an exercise price of less than $5.00 per share, subject to certain exceptions. For any transaction involving a penny stock, unless exempt, the rules require:

In order to approve a person’s account for transactions in penny stocks, the broker or dealer must:

The broker or dealer must also deliver, prior to any transaction in a penny stock, a disclosure schedule prescribed by the SEC relating to the penny stock market, which, in highlight form sets forth:

Generally, brokers may be less willing to execute transactions in securities subject to the “penny stock” rules. This may make it more difficult for investors to dispose of common stock and cause a decline in the market value of stock.

Disclosure also has to be made about the risks of investing in penny stocks in both public offerings and in secondary trading and about the commissions payable to both the broker-dealer and the registered representative, current quotations for the securities and the rights and remedies available to an investor in cases of fraud in penny stock transactions. Finally, monthly statements have to be sent disclosing recent price information for the penny stock held in the account and information on the limited market in penny stocks.

The trading price of our common stock is likely to be highly volatile and could fluctuate in response to factors such as:

The stock market is subject to significant price and volume fluctuations. In the past, following periods of volatility in the market price of companies’ securities, securities class action litigation has often been initiated against those companies. Litigation initiated against us, whether or not successful, could result in substantial costs and diversion of our management’s attention and resources, which could harm our business and financial condition.

Cash dividends have never been declared or paid on our common stock, and we do not anticipate such a declaration or payment for the foreseeable future. We cannot assure stockholders of a positive return on their investment when they sell their shares, nor can we assure that stockholders will not lose the entire amount of their investment in the Company.

Our shareholders have approved an amendment and restaterestatement of our certificate of incorporation to (1)(i) eliminate the ability of stockholders to act by written consent and (2)(ii) to classify the board of directors into three classes with staggered terms. These amendments if approved by the stockholders at the annual meeting, may discourage, delay or prevent a change in control.

Included in this prospectus are “forward-looking” statements, as well as historical information. Although we believe that the expectations reflected in these forward-looking statements are reasonable, we can give no assurance that the expectations reflected in these forward-looking statements will prove to be correct. Our actual results could differ materially from those anticipated in forward-looking statements as a result of certain factors, including matters described in the section titled “Risk Factors.” Forward-looking statements include those that use forward-looking terminology, such as the words “anticipate,” “believe,” “estimate,” “expect,” “intend,” “may,” “project,” “plan,” “will,” “shall,” “should,” and similar expressions, including when used in the negative. Although we believe that the expectations reflected in these forward-looking statements are reasonable and achievable, these statements involve risks and uncertainties and no assurance can be given that actual results will be consistent with these forward-looking statements. Important factors that could cause our actual results, performance or achievements to differ from these forward-looking statements include the factors described in the “Risk Factors” section and elsewhere in this prospectus.

All forward-looking statements attributable to us are expressly qualified in their entirety by these and other factors. We undertake no obligation to update or revise these forward-looking statements, whether to reflect events or circumstances after the date initially filed or published, to reflect the occurrence of unanticipated events or otherwise.

The selling security holders are selling shares of common stock covered by this prospectus for their own account. We will not receive any of the proceeds from the resale of these shares.

The selling security holders and any of their pledgees, donees, transferees, assignees and successors-in-interest may, from time to time, sell any or all of their shares of common stock on any stock exchange, market or trading facility on which the shares are traded or in private transactions. These sales may be at fixed or negotiated prices. The selling security holders may use any one or more of the following methods when selling shares:

The selling security holders may also sell shares under Rule 144 under the Securities Act, if available, rather than under this prospectus.

Broker-dealers engaged by the selling security holders may arrange for other broker-dealers to participate in sales. Broker-dealers may receive commissions or discounts from the selling security holders (or, if any broker-dealer acts as agent for the purchaser of shares, from the purchaser) in amounts to be negotiated. The selling security holders do not expect these commissions and discounts to exceed what is customary in the types of transactions involved.

The selling security holders may from time to time pledge or grant a security interest in some or all of the Shares owned by them, if permitted by applicable laws and regulations, and, if they default in the performance of their secured obligations, the pledgees or secured parties may offer and sell shares of common stock from time to time under this prospectus, or under an amendment to this prospectus under Rule 424(b)(3) or other applicable provision of the Securities Act of 1933 amending the list of selling security holders to include the pledgee, transferee or other successors in interest as selling security holders under this prospectus.

The selling security holders also may transfer the shares of common stock in other circumstances, in which case the transferees, pledgees or other successors in interest will be the selling beneficial owners for purposes of this prospectus.

The selling security holders and any broker-dealers or agents that are involved in selling the shares may be deemed to be “underwriters” within the meaning of the Securities Act in connection with such sales. In such event, any commissions received by such broker-dealers or agents and any profit on the resale of the shares purchased by them may be deemed to be underwriting commissions or discounts under the Securities Act. Discounts, concessions, commissions and similar selling expenses, if any, that can be attributed to the sale of Securities will be paid by the Selling Stockholder and/or the purchasers. Each Selling Stockholder has represented and warranted to the Company that it acquired the securities subject to this registration statementRegistration Statement in the ordinary course of such Selling Stockholder’s business and, at the time of its purchase of such securities such Selling Stockholder had no agreements or understandings, directly or indirectly, with any person to distribute any such securities.

The Company has advised each Selling Stockholder that it may not use shares registered on this Registration Statement to cover short sales of common stock made prior to the date on which this Registration Statement shall have been declared effective by the Commission. If a Selling Stockholder uses this prospectus for any sale of the common stock, it will be subject to the prospectus delivery requirements of the Securities Act. The selling security holders will be responsible to comply with the applicable provisions of the Securities Act and Exchange Act, and the rules and regulations thereunder promulgated, including, without limitation, Regulation M, as applicable to such selling security holders in connection with resales of their respective shares under this Registration Statement.

The Company is required to pay all fees and expenses incident to the registration of the shares, but the Company will not receive any proceeds from the sale of the common stock. The Company has agreed to indemnify the selling security holders against certain losses, claims, damages and liabilities, including liabilities under the Securities Act. If the selling security holders use this prospectus for any sale of the common stock, they will be subject to the prospectus delivery requirements of the Securities Act.

We are authorized to issue 750,000,000up to 1,550,000,000 shares of commoncapital stock, comprising 1,500,000,000 shares of Common Stock, par value $0.001 of which 625,724,010 shares are issuedper share, and outstanding as of April 22, 2014.   We are also authorized to issue 50 million50,000,000 shares of preferred stock, par value $0.001 noneper share (“Preferred Stock”).

Common Stock

As of which have beenOctober 14, 2019, there are 1,092,266,844 shares of our Common Stock issued asand outstanding.

Voting

Each holder of April 22, 2014.

Dividends

Holders of preferred stock, the holders of common stockour Common Stock are entitled to receive dividends when, as and if declared by our board of directors,the Board out of funds legally available.  available for payment, subject to the rights of holders, if any, of our preferred stock. Any decision to pay dividends on our Common Stock will be at the discretion of the Board. The Board may or may not determine to declare dividends in the future. See “Dividend Policy.” The Board’s determination to issue dividends will depend upon our profitability and financial condition, and other factors that the Board deems relevant.

Liquidation Rights

In the event of a voluntary or involuntary liquidation, dissolution or winding up of the affairs of the Company,our company, the holders of common stock areour Common Stock will be entitled to share ratably on the basis of the number of shares held in allany of the assets remaining available for distribution to them after payment or provision forwe have paid in full all liabilitiesof our debts and any preferential liquidation rightsafter the holders of anyall outstanding preferred stock, then outstanding.

Preferred Stock

As of the date of this Prospectus, there are no shares of our common stock are available for future issuance without stockholder approval. These additional shares may be used for a variety of corporate purposes, including future offerings to raise additional capital, corporate acquisitions and employee benefit plans. The existence of authorized but unissued shares of common stock may enable our Board to issue shares of stock to persons friendly to existing management, which may deter or frustrate a takeover of the Company.

The Board is expressly authorized from time to time to designate and issue preferred stock in one or more series. Our boardseries of directors may also designate the rights,Preferred Stock, to issue the Preferred Stock as Preferred Stock of any such series, and in connection with the designation of each such series to fix by resolution or resolutions providing for the issue of shares thereof the voting and other powers, if any, and the designations, preferences and privileges relative, participating, optional or other special rights, and the qualifications, limitations or restrictions thereof to the fullest extent now or hereafter permitted by Delaware law. All series of each seriesPreferred Stock shall rank equally and be identical in all respects except as set forth in the Board’s resolutions providing for the issue of preferred stock, anysuch stock.

Limitations on Liability and Indemnification of Officers and Directors

Delaware law authorizes corporations to limit or all of which may be greater than the rights of the common stock. It is not possible to state the actual effect of the issuance of any shares of preferred stock on the rights of holders of the common stock until the board of directors determines the specific rights of the holders of the preferred stock. However, these effects might include:

The limitation of liability and indemnification provisions in our articles of incorporation and bylaws may discourage stockholders from bringing a lawsuit against directors for breach of their fiduciary duty. These provisions may also have the effect of reducing the likelihood of derivative litigation against directors and officers, even though such an action, if successful, might otherwise benefit us and our stockholders. In addition, your investment may be adversely affected to the extent that, in a class action or direct suit, we pay the costs of settlement and damage awards against directors and officers pursuant to the indemnification provisions in our articles of incorporation and bylaws.

There is currently no pending litigation or proceeding involving any of directors, officers or employees for which indemnification is sought.

Registration Rights

Registration Rights Agreement with Delek GOM Investments, LLC

On March 1, 2019, the Company entered into that certain term loan agreement (the “Term Loan Agreement”) with Delek GOM Investments LLC (“Delek GOM”), a wholly owned subsidiary of Delek Group Ltd. Pursuant to the Term Loan Agreement, among other things, the Company issued to Delek GOM warrants (“Warrants”) to purchase shares of Common Stock at an exercise price of $0.042 per share, and the Company’s Certificate of Incorporation if such director or officer was, is, becomes or is threatenedCompany undertook to be madeenter into a partyregistration rights agreement (the “Delek Registration Rights Agreement”) with Delek GOM with respect to or witness or other participantthe Common Stock and Warrants. Delek GOM, in a claim by reason of (or arising in part out of) the director or officer’s serviceits capacity as a director, officer, partner, employee, trustee, agent holder of Common Stock and/or fiduciaryWarrants, together with any transferee or assignee of Common Stock and/or Warrants, are collectively referred to as the “Holders”. The Company or any of its subsidiaries orand Delek GOM entered into the director or officer’s service atRegistration Rights Agreement on March 25, 2019.

Pursuant to the Registration Rights Agreement, upon the request of the Holders, the Company inhas agreed to prepare and file with the SEC a registration statement covering the resale of all of the shares of the Common Stock and Warrants held by the Holders, other than (i) any such capacity with any other enterprise. The Indemnification Agreement also providessecurities that are already registered for among other things, the advancement of expenses relatingresale pursuant to the indemnification obligations, subject to reimbursement in the event the individual is not entitled to indemnification under applicable law and the Certificate of Incorporation.

In connection with the Company’s private placement during 2013,sale of convertible debentures in June 2019, we granted registration rights to purchasers, including YA II PN, Ltd., of 63,240,335up to 156,000,000 shares of common stock. Under the registration rights agreements as amended, that we entered into with such purchasers, we are obligated to file a resale registration statement with the SEC to register under the Securities Act the resale of these 63,240,335156,000,000 shares as soon as practicable and to obtain effectiveness of such registration statement as soon as practicable. The registration statement of which this prospectus is a part is being filed in accordance with our obligations under this registration rights agreement.

The Company will be required to use its reasonable best efforts to keep the registration statement, or registration statements, continuously effective until all of the shares covered thereby have been publicly sold, or until all such shares may be sold without restriction. We have agreed to indemnify the selling holders of these shares against, or in certain circumstances to contribute to, certain liabilities incurred by them in connection with the offering and sale of the shares pursuant to such registration statement, including liabilities under the Securities Act.  We have agreed to pay all costs and expenses incurred by us (as well as up to $5,000 of legal fees of counsel representing the selling security holders) in complying with these registration rights obligations, except that each selling holder will be responsible for any underwriters’ or brokers’ discounts, fees or commissions payable in connection with the sale of such holder’s shares.

Pursuant to the fiscal year ended September 30, 2013, Mr. Seitz loanedterms of the SPA, at the Issuance Date, the Company sold to Buyer a Convertible Debenture. The principal amount of the Convertible Debenture is $2,100,000 (as reduced pursuant to redemption, conversion or otherwise, the “Principal”), it has an annual interest rate equal to 8% (the interest paid on the outstanding Principal at the applicable interest rate, the “Interest”) and a maturity date of June 21, 2020 (the “Maturity Date”), and may be extended at the option of Buyer. At the Maturity Date the Company shall pay to the Holder (as defined in the Convertible Debenture) an amount in cash representing all outstanding Principal and accrued and unpaid Interest.

Subject to the terms of the Convertible Debenture, at any time after the Issuance Date, the Holder is entitled to convert at the Conversion Rate (as defined below) any portion of the outstanding and unpaid Principal and accrued Interest (the “Conversion Amount”) into fully paid and nonassessable shares of Common Stock. The number of shares of Common Stock issuable upon conversion of any Conversion Amount is determined by dividing (x) such Conversion Amount by (y) the Conversion Price (the “Conversion Rate”). The “Conversion Price” is the lesser of (x) $0.05 per share or (y) 80% of the lowest daily VWAP price (as reported by Bloomberg, LP) for the ten (10) consecutive trading days immediately preceding the date of determination.

In addition, the holder received warrants to purchase an aggregate of $6.5 million, due on demand, bearing interest at an annual rate of 5%, and convertible into Company common stock at a conversion price of $0.12 per share.  On May 31, 2013, Mr. Seitz converted $1.2 million of this debt into 1050 million shares of Company common stock.  As of September 30, 2013, the Company owed Mr. Seitz a principal amount of $5.3 million plus accrued interest of $94,319.

We have and continue to evaluate these data using advanced interpretation technologies. As a result of these analyses, we have identified a number of targeted prospectsfocused our operations in the Gulf of Mexico in water depths of less than 1,000 feet thatbecause we believe may contain economically recoverable hydrocarbon deposits.  We believe thatthis area provides us with favorable geologic and economic conditions, including multiple reservoir formations, comprehensive geologic databases, extensive infrastructure, relatively favorable royalty regime, and an attractive acquisition market and because our analysis enabled us to competitively bid on 23 blocks at the Central Gulf of Mexico Lease Sale 231 conducted by the BOEM held in March 2014.  Of those 23 bids, we were the high bidder on 22 blocks.   We have received notice that we have been awarded 3 of the blocks, but we have not yet received the executed lease on any of these blocks from the BOEM.   All bids are subject to review and final approval by the BOEM, which may take up to 120 days.   The cost of obtaining leases on all 22 blocks is approximately $7,843,642, of which we paid 20% in March 2014, paid an additional $318,881.60 in May 2014 in connection with two of the blocks that we have been awarded, intend to transmit an additional $682,046 for the third block and the remaining amount is due as and when the blocks are awarded.   While we intend to obtain leases for all 22 blocks, there can be no assurance of receiving BOEM approval of the issuance of such leases to us on our prospects.  The costs associated with obtaining leases on the prospects are set forth in the table below:

We believe that a major obstacle to identifying potential hydrocarbon accumulations globally has been the inability of seismic technology to accurately image thedeeper geologic formations as a resultbecause of overlying massive, extensive, and complex salt bodies. Large and thick laterally extensive subsurface stratigraphy and structure. Certain subsurfacesalt layers can highly distort the seismic ray paths potentially causing atraveling through them, which often has led to misinterpretation of the underlying geology. Thus, wegeology and the potential major accumulations of oil and gas. We believe that the opportunity exists for a technology-driven petroleum exploration company to extensively apply the most advanced seismic acquisition and processing technologies, possible, with the goal of achieving higherattractive commercial discovery rates for exploratory wells, and their subsequent appraisal and development, potentially having a very positive impact on returns on invested capital.

Modern 3-D seismic datasets with acquisition parameters suitablethat are optimal for improved imaging at variousmultiple depths are readily available in many of these basins,sub-basins across our core area, and can be licensed on commercially reasonable terms. Critical to the technical success is the application of the bestnewest state-of-the-art seismic imaging technology available, in order to optimize delineation of prospective structures and the ability to detect the presence of hydrocarbon-charged reservoirs below many complex salt bodies geologic features. An example of such a seismic technology is reverse time migration, which we believe to be the most accurate, fastest, and yet affordable, seismic imaging technology for critical depth imaging available today.

We operate in a highly competitive environment for generating, evaluating and reviewingdrilling prospects and for acquiring properties. Many of our competitors are major or large independent oil and natural gas companies that possess and employ financial resources that allow them to obtain substantially greater technical and personnel resources than ours.well in excess of the Company’s resources. We believe that we may have to compete with other companies when acquiring leases or oil and gas properties. These additional resources can be particularly important in reviewing prospects and purchasing properties. Competitors may be able to evaluate and purchase a greater number of properties and prospects than our financial or personnel resources permit. Competitors may also be able to pay more for prospects than we are able or willing to pay. Further, our competitors may be able to expend greater resources on the existing and changing technologies that we believe will impact attaining success in the industry. If we are unable to compete successfully in these areas in the future, our future growth may be diminished or restricted. Furthermore, these companies may also be better able to withstand the financial pressures of unsuccessful drill attempts, delays, sustained periods of volatility in financial or commodity markets and generally adverse global and industry-wide economic conditions, and may be better able to absorb the burdens resulting from changes in relevant laws and regulations, which would adversely affect our operations.

We currently have 11six employees. We utilize consultants, as needed, to perform strategic, technical, operational and administrative functions, and as advisors.

There are currently no material pending legal proceedings to time,which the Company may becomeis a party or of which any of its property is the subject, in which any of the above referenced directors or officers is a party adverse to the Company or has a material interest adverse to the Company. Furthermore, during the past ten years, none of the Company’s officers or directors described above were involved in litigation relating to claims arising out of its operations in the normal course of business. Noany legal proceedings government actions, administrative actions, investigationsthat are material to an evaluation of the ability or claims are currently pending against us or involve the Company.

We lease 6,111 square feet of office space at our corporate headquarters at 2500 City West,1331 Lamar St., Suite 800,1665, Houston, Texas 7704277010 on market terms through June 30, 2015.September 2021. We own office equipment, office furniture, and computer equipment.

The Company was incorporated under the laws of the State of Utah on December 12, 2003, as “Lostwood Professional Services, Inc.” On July 21, 2004, the Company changed its name to “Plan A Promotions, Inc.” The Company became an SEC reporting company in 2006, when a registration statement for its common stock was declared effective under the Exchange Act. At that time, the Company was engaged in the business of selling promotional and marketing merchandise and apparel. Those operations were discontinued later that year, and the Company was not engaged in any active business in the following years. In June 2011, the Company and certain of its shareholders sold an aggregate of 9,700,000 shares of the Company’s common stock at a price of $0.01 per share to certain accredited investors, which resulted in a change of control and management. Following the change of control, in April 2012 the Company changed its state of incorporation from the State of Utah to the State of Delaware, and changed its name to GulfSlope Energy, Inc. Prior to March 2013, the Company had not been engaged in any substantive business activity since 2006.

Our address is 2500 City West,1331 Lamar St., Suite 800,1665, Houston, Texas 7704277010, and our telephone number is (281) 918-4100. Our web site is www.gulfslope.com. The information contained on our website is not incorporated by reference into this prospectus, and you should not consider any information contained on, or that can be accessed through, our website as part of this prospectus or in deciding whether to purchase our common stock. You may access and read our SEC filings through the SEC’s web site (http:www.sec.gov). This site contains reports, proxy and information statements and other information regarding registrants, including us, that file electronically with the SEC.