Overview
GeoGlobal Resources Inc. is engaged, through our subsidiaries and joint ventures in which we are a participant, in the exploration for and development of oil and natural gas reserves. We initiated these activities in 2003. At September 30, 2008, these activities are being undertaken in locations where we have been granted exploration rights pursuant to Production Sharing Contracts (PSCs) relating to ten exploration blocks that we have entered into with the Government of India (GOI).

Our oil and gas activities currently conducted pursuant to these ten PSCs are located in four geographic areas in geologic basins offshore and onshore India where potential reserves of oil or natural gas are believed by our management to exist. These areas include:

· The Krishna Godavari Basin offshore and onshore in the State of Andhra Pradesh in eastern India;

· The Cambay Basin onshore in the State of Gujarat in western India;

· The Deccan Syneclise Basin onshore in the northern portion of the State of Maharashtra in west central India; and

· The Rajasthan Basin onshore in the State of Rajasthan in north western India.

Through September 30, 2008, we have not earned any revenue from these activities and we are considered to be in the development stage. The recoverability of the costs we have incurred to date is uncertain and dependent upon us achieving commercial production and sale of hydrocarbons, our ability to obtain sufficient financing to fulfill our obligations under the PSCs in India and upon future profitable operations and upon finalizing agreements with Gujarat State Petroleum Corporation (GSPC) and Oil India Limited (OIL).

All of the exploration activities in which we are a participant should be considered highly speculative.

All dollar amounts stated in this report are stated in United States dollars unless otherwise stated.

The following discussion and analysis of our financial condition and results of operation should be read in conjunction with, and is qualified in its entirety by, the more detailed information including our Consolidated Financial Statements and the related Notes appearing elsewhere in this Quarterly Report. This Quarterly Report contains forward-looking statements that involve risks and uncertainties. Our actual results may differ materially from the results and business plans discussed in the forward-looking statements. Factors that may cause or contribute to such differences include those discussed in "Risk Factors" in our annual report on Form 10-K for the year ended December 31, 2007 as well as those discussed elsewhere in this Quarterly Report. For further information, refer to the consolidated financial statements and related notes and management's discussion and analysis thereto included in our annual report on Form 10-K for the year ended December 31, 2007.

Production Sharing Contracts
Below is a summary description of information relating to the PSCs to which we are a party and an update of certain material developments relating to our drilling activities subsequent to our last update of those drilling activities described within our June 30, 2008 Form 10-Q filed on August 11, 2008. For additional information and a more complete description of the PSCs to which we are a party, reference should be made to our Annual Report on Form 10-K and our quarterly reports Form 10-Q as well as our Current Reports on Form 8-K.

Krishna Godavari Offshore Block
During the three months ended September 30, 2008, we successfully completed testing one well (KG#22) which has now been suspended, tested one well (KG#31) which has now been abandoned, drilled and abandoned one well (KG BRU#1), and commenced drilling two new exploration wells (KG#32 and KG#21).

As announced on July 17, 2008, the KG#22 well during clean-up flow, tested the following stabilized gas/condensate rates which were measured through various choke sizes at the following flowing wellhead pressures (FWHP):

DST#  Meters of  Perforation  Choke Size Flow of Gas    Flow of     FWHP
     Perforation   Interval                           Condensate
 3       17        4,652 -      28/64"   23.7 MMSCFD   84 BBLS/D  4,950 psi
                   4,672 MD
                                32/64"   27.1 MMSCFD   95 BBLS/D  4,235 psi
 2       102       5,250 -      28/64"    3.4 MMSCFD  15.5 BBLS/D  883 psi
                   5,375 MD
                                32/64"    4.0 MMSCFD               775 psi
 1       27        5,518 -      28/64"    1.2 MMSCFD               300 psi
                   5,545 MD

MD = Measured Depth

After the completion of the successful testing program at KG#22, the Deep Driller rig was mobilized to its new location (KG#32) and commenced drilling.

The KG#32 exploratory well is located northeast of the KG#22 well and is anticipated to be drilled to a total depth of approximately 5,100 meters. This well will explore the hydrocarbon potential in the Lower Cretaceous zone as well as appraise the Upper Cretaceous gas discovery made in the KG#22 well.

The KG BRU #1 well completed drilling and has been abandoned. The Saipem Perro Negro 3 rig used to drill the KG BRU#1 well was mobilized to its new location (KG#21) and commenced drilling.

The KG#21 well is being drilled from the existing KG#8 well template and is anticipated to be drilled to a total depth of approximately 6,100 meters, deviating to the northwest towards the KG#31 well. This exploration well is intended to test the Lower Cretaceous zone which was unable to be tested in the KG#31 well. As at November 6, 2008, this well continues to drill.

The KG#31-ST-4 was drilled to a total depth of approximately 5,900 meters. Testing of the Lower Cretaceous was unable to be carried out on this well, however, the Operator was able to take a number of cores for future evaluation. This well has now been abandoned.

The KG#19 well location continues to be suspended awaiting the completion of repairs to the Essar Wildcat drilling rig.

Subsequent to September 30, 2008, the KG#33 well commenced drilling with the Atwood Beacon rig.

GSPC as operator advised the Directorate General of Hydrocarbons (DGH) on August 27, 2008, that with the completion of drilling the most recent three wells (KG#31, KG#22 & KG BRU-1) that the consortium had achieved a total meterage drilled of 48,360 meters. The total meterage required to be drilled under the original MWP of three exploration phases (now divided into two New Phases) for twenty wells was 45,352 meters, and as such, the consortium has now completed the minimum work program (MWP) for all Phases on this block under the terms of the PSC as entered into. On October 3, 2008, DGH noted the completion of the MWP for all exploration phases and returned to GSPC their Bank Guarantee.

As at November 6, 2008, fifteen wells have been or are being drilled on this block. Of the fifteen wells, fourteen are exploration wells and one is an appraisal well. Six wells (KG#8, KG#15, KG#16, KG#17, KG#22 & KG#28) have been notified to the GOI as discovery wells on this block.

Carried Interest Dispute on the KG Offshore Block GSPC, the operator of the KG Offshore Block in which we have a net 5% Carried Interest (CI), has advised us that it is seeking from us our pro rata portion of the amount by which the sums expended by GSPC under Phase I of the work program set forth in the PSC for the KG Offshore Block in carrying out exploration activities on the block exceeds the amount that GSPC deems to be our pro rata portion of a financial commitment under Phase I included in the parties' joint bid for the award by the GOI of the KG Offshore Block.

GSPC contends that this excess amount is not within the terms of the Carried Interest Agreement (CIA). GSPC asserts that we are required to pay 10% of the exploration expenses over and above gross costs of $59.23 million (10% being $5.92 million) (including the net 5% interest of Roy Group (Mauritius) Inc. (RGM)) plus interest.

Based on correspondence from GSPC dated September 5, 2008, GSPC is seeking a payment from us in the amount of Rs. 355,17,42,260 (approximately $72.5 million) plus interest as of July 31, 2008, of which 50% is for the account of RGM. We estimate the amount to be approximately $74.0 million plus interest as of September 30, 2008. GeoGlobal disputes this assertion of GSPC.

We have advised GSPC that, under the terms of the CIA, the terms of which are also incorporated into the PSC and the Joint Operating Agreement dated August 7, 2003 (JOA) between the parties, it has no right to seek the payment and that we believe the payment GSPC is seeking is in breach of the CIA. We further reminded GSPC that we have fulfilled over the past five years our obligations under the CIA to provide extensive technical assistance without any further remuneration other than the CI, all in accordance with the terms of the CIA. In furtherance of our position, we have obtained the opinion of prominent Indian legal counsel who has advised us that, among other things, under the terms of the agreements between the parties, and in particular the CIA, we are not liable to pay any amount to GSPC for either costs and expenses incurred or otherwise before reaching the stage of commercial production.

GSPC, by letter dated August 27, 2008, has advised the DGH that the minimum work program for all phases under the PSC relating to the KG Offshore Block has been fulfilled. GSPC has further advised the DGH and us that it continues to pursue exploration activities on the block to be classified as either Joint Operations or Exclusive Operations under the terms of the PSC. As such, GSPC has advised us by letter dated November 5, 2008 that we must elect whether we wish to participate in these future exploration activities over and above the minimum work commitment on the KG Offshore Block, or alternatively, GSPC will conduct these drilling activities as Exclusive Operations as defined in the PSC.

Based upon the advice of GSPC received by us on November 5, 2008, GSPC intends to incur an additional $750.0 million during the twelve month period October 1, 2008 to September 30, 2009 of which $75.0 million would represent our proportionate share of such costs, of which 50% would be for the account of RGM. We are in the process of formulating a response to the letter of GSPC dated November 5, 2008.

We continue to be of the view that, under the terms of the CIA, we have a CI in the exploration activities conducted by the parties on the KG Offshore Block for 100% of our share (including the share of RGM) of costs during the Exploration phase prior to the start date of initial commercial production on the KG Offshore Block. To date, commercial production has not been achieved on the block. . As such we are of the view that the proposed additional $75.0 million of the costs of drilling future exploration wells over and above the minimum work commitment on the KG Offshore Block, as proposed by GSPC under the PSC, shall be subject to the CIA and shall be carried by GSPC.

We intend to vigorously protect our contractual rights in accordance with the dispute resolution process under the CIA, the PSC and the JOA as may be appropriate. However, there can be no assurance that GSPC will not institute arbitration or other proceedings seeking to recover the sum or otherwise contend we are in breach of the PSC or that the effect of GSPC seeking payment of this sum may not hinder our capital raising and other activities. In September 2007, we commenced discussions with GSPC in an effort to reach an amicable resolution, however, no agreement has been reached as of the date of filing.

Krishna Godavari Onshore Block
During the three months ended September 30, 2008, reprocessing of pre-existing 2-D seismic data continued with a total of 902 LKM being processed. This exceeded the 564 LKM required to be reprocessed under the Phase I MWP.

The remaining work commitments of a gravity magnetic and geochemical survey along with the 3-D seismic acquisition program, which may include a 50LKM experimental resolution 2-D seismic program, are anticipated to commence in the first half of 2009. This will be followed by the subsequent drilling of the first of the twelve exploration wells.

Mehsana Block
As at November 6, 2008, the required seven exploratory wells in Phase I have been drilled on this block which meets the MWP.

The consortium has elected not to move into Phase II on this block but rather has requested a six month extension to Phase I in order to complete a testing and stimulation program on existing wells in order to complete the appraisal of the block. DGH advised Jubilant Oil & Gas Pvt. Ltd., the operator on August 26, 2008 that the GOI has not yet granted this extension and have requested the operator to re-submit an appraisal program with respect to the CB-3A discovery.

In a letter to DGH dated August 28, 2008, Jubilant re-submitted the request for an extension of six months to Phase I from the date of approval of such request to complete the testing and stimulation program on existing wells in conjunction with the appraisal of the CB-3A discovery Approval for this request is pending. Under the terms of the PSC, the appraisal of the hydrocarbon discovery at the CB-3A location must be completed by March 22, 2010.

Sanand/Miroli Block
During the three months ended September 30, 2008, one well (SE-11) commenced drilling. The well was subsequently completed and is currently suspended awaiting testing.

Subsequent to September 30, 1008, two wells (SE-10 & SE-8-A1) commenced drilling and as at November 6, 2008, continue to drill.

GSPC as operator advised DGH it would be entering into the Phase II exploration phase on this block effective July 28, 2008. One well from Phase II had previously been drilled and, with the drilling of the SE-11 and SE-10 exploration wells, the MWP for Phase II has now been met.

As at November 6, 2008, seventeen wells have been drilled on this block. Of the seventeen wells, fifteen are exploration wells and two are appraisal wells. Five wells (M-1, M-6, SE-2, SE-4 & SE-8) have been notified to the GOI as discovery wells on this block.

Tarapur Block
During the three months ended September 30, 2008, one well (TS-10) completed drilling and is currently suspended.

Subsequent to September 30, 2008, two wells (TK-1 & P2) commenced drilling and as at November 6, 2008, continue to drill.

A field development plan for Tarapur #1 was filed with GOI and DGH on May 1, 2008 under the provisions of the PSC. Further, the Operating Committee for the Tarapur block recommended that ONGC as the licensee, apply to the Government of Gujarat for a mineral lease for the Tarapur discovery area within the block (approximately 9.7 sq km) so production can commence upon approval from the GOI. Approvals for the field development plan and the mineral lease have not yet been received.

On October 3, 2008, ONGC advised the consortium that under the terms of the PSC, they were exercising their option to acquire a thirty percent (30%) participating interest (PI) in the Tarapur #1 development area, thereby reducing our interest to 14% in this area.

As at November 6, 2008, twenty-five wells have been or are being drilled on this block. Of the twenty-five wells, nineteen are exploration wells, three are appraisal wells and three are development wells. Three wells (Tarapur-1, Tarapur-6 & Tarapur-G) have been notified to the GOI as discovery wells on this block.

Ankleshwar Block
During the three months ended September 30, 2008, the Ank-1 and Ank-8 wells completed drilling and two wells (Ank-10 & Ank-21) commenced drilling.

The Ank-1and Ank-8 wells were tested and are currently suspended awaiting further evaluation.

The Ank-10 well completed drilling, completed testing and is currently awaiting further appraisal. The Ank-21 well has completed drilling and is currently awaiting to be tested.

As at November 6, 2008, five exploratory wells have been or are being drilled on this block.

DS03 and DS04 Blocks
During the second quarter of 2008, we completed the preliminary field work, mapping and the geochemical surveys. We are currently in the end stages of finalizing a geological survey report over both blocks.

We are currently tendering to complete the aero magnetic survey, the gravity magnetic survey and acquire a 2-D seismic program by the first half of 2009. The planned 2-D seismic program will further enhance our current imaging.

RJ20 and RJ21 Blocks
Based on information as provided by OIL, as operator, during the three months ended September 30, 2008, the 3-D seismic acquisition program commenced with approximately 300 sq. kms. being acquired. With this seismic acquisition program being approximately 25% complete, it is anticipated that the program will be finished by March 31, 2009.

OIL has tendered a 2-D seismic program of 1,480 LKMs which will cover the MWP of all acquisition, processing and interpretation required over both blocks. This 2-D program is anticipated to commence by March 31, 2009.

A COMPARISON OF OUR OPERATING RESULTS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2008 TO SEPTEMBER 30, 2007

Results of Operations
Three months ended September 30, 2008 and 2007 During the three months ended September 30, 2008, we had expenses of $927,157 compared with expenses of $936,268 during the three months ended September 30, 2007.

Our general and administrative expenses decreased to $583,136 from $820,112. These general and administrative expenses include costs related to the corporate head office including administrative salaries and services, rent and office costs, insurance and directors' fees as well our shareholder relations costs which include the American Stock Exchange listing and filing fees and transfer agent fees and services.

For the three months ended September 30, 2008, the most significant factor decreasing our general and administrative expenses was lower stock-based compensation totaling $118,297 compared with $244,078 for the three months ended September 30, 2007. The decrease was partially offset by an increase in salaries and benefits.

Our consulting fees increased to $135,524 during the three months ended September 30, 2008 from a recovery of $46,209 for the three month period ended September 30, 2007. The majority of the increase related to the engagement of various parties to assist us in resolving the CIA dispute. The remaining increase is a result of the costs of a consultant to model, test and document our financial internal controls as required by the Sarbanes Oxley Act which were not incurred in the same period in 2007.

Also included in our consulting fees are the stock-based compensation costs relating to stock options granted to certain consultants and re-valued at each reporting period in accordance with FAS 123 (R). For the three months ended September 30, 2008, stock based compensation costs totaled a recovery of $5,095 compared with a recovery of $208,801 for the three months ended September 30, 2007. The recovery of stock-based compensation costs results from the reporting date fair value of options issued to consultants that remain unvested.

Professional fees increased to $187,075 during the three months ended September 30, 2008 from $147,424 during the three months ended September 30, 2007. Professional fees include those paid to our auditors for pre-approved audit, accounting and tax services and fees paid to our legal advisors primarily for services provided with regard to filing various periodic reports and other documents and reviewing our various oil and gas and other agreements. In addition, legal services have been engaged to assist us in resolving the CIA dispute.

There were no impairment charges during the three months ended September 30, 2007 and 2008.

Our other expenses and income during the three months ended September 30, 2008 resulted in income of $191,177 versus income of $691,859 for the same period in 2007, substantially all of which in both periods was interest income on our cash and cash equivalents. This decrease is primarily attributed to a lower interest rate earned on our short-term investments as well as lower cash balances. During the quarter, we earned interest at the rate of approximately 2.3% per annum on our short-term investments compared with approximately 5.1% for the three months ended September 30, 2007.

We capitalized overhead costs directly related to our exploration activities in India. During the three months ended September 30, 2008, these capitalized overhead costs were $594,155 as compared to $1,093,243 during the three months ended September 30, 2007. The treatment of capitalized overhead costs remained consistent with the comparable quarter and includes costs relating to personnel, consultants, their travel, necessary resources and stock-based compensation directly associated with the advancement of our oil and gas interests. The total stock-based compensation capitalized during the three months ended September 30, 2008 was $69,580 compared with $213,484 for the three months ended September 30, 2007.

Nine months ended September 30, 2008 and 2007 During the nine months ended September 30, 2008, we had expenses of $6,885,538 compared with expenses of $2,322,071 during the nine months ended September 30, 2007. The increase is primarily the result of an asset impairment charge to operations totaling $3,765,015 and an overall increase in the scale of our participation in oil and gas exploration activities.

Our general and administrative expenses decreased to $1,753,113 from $1,771,399. These general and administrative expenses include costs related to the corporate head office including administrative salaries and services, rent and office costs, insurance and directors' fees as well our shareholder relations costs which include the American Stock Exchange listing and filing fees and transfer agent fees and services.

For the nine months ended September 30, 2008, salaries and benefits were approximately $375,000 compared with $139,000 for the nine months ended September 30, 2007. The majority of the increase is due to the timing of hiring additional accounting and finance personnel as compared to engaging consultants to complete similar tasks for the same period in 2007.

For the nine months ended September 30, 2008, our bank guarantee fees totaled $156,377 compared with $61,996 for the nine months ended September 30, 2007. Our bank guarantees have been provided to serve as guarantees for the performance of our minimum commitments on our exploration work programs under our PSCs and were renewed in April 2008. As the budgets for the exploration work programs are adjusted, the bank guarantees are modified accordingly.

For the nine months ended September 30, 2008, our general and administrative costs were offset by our stock-based compensation expense totaling $484,785 compared to $747,127 for the nine months ended September 30, 2007. Stock-based compensation costs fluctuate based upon the number of options being granted and the time frame for the options to vest.

Our consulting fees increased to $599,785 during the nine months ended September 30, 2008 from $22,469 for the nine months ended September 30, 2007. The majority of the increase related to the engagement of various parties to assist us in resolving the CIA dispute. The remaining increase is a result of the costs of a consultant to model, test and document our financial internal controls as required by the Sarbanes Oxley Act which were not incurred in the same period in 2007.

For the nine months ended September 30, 2008, stock-based compensation costs totaled a recovery of $58,921 compared with a recovery of $373,077 for the nine months ended September 30, 2007.

Professional fees increased to $705,771 during the nine months ended September 30, 2008 from $488,918 during the nine months ended September 30, 2007. Professional fees include those paid to our auditors for pre-approved audit, accounting and tax services and fees paid to our legal advisors primarily for services provided with regard to filing various periodic reports and other documents and reviewing our various oil and gas and other agreements. A significant portion of the increase for the nine months ended September 30, 2008 relates to the restatement of our prior year financial statements. In addition, legal services have been engaged to assist us in resolving the CIA dispute.

During the nine months ended September 30, 2008, we recorded an impairment charge to the statement of operations totaling $3,765,015.

The Egyptian Option agreement has expired and we have not yet negotiated an additional extension. In the second quarter we determined the value of the Egyptian blocks to be impaired and therefore have charged to the statement of operations the full carrying value of the Egyptian blocks. The amount of the impairment includes the value of the capitalized costs and the value of the related non-refundable bank guarantees.

In addition to the Egyptian impairment, we have also determined that the carrying values of our interests in exploration blocks in Oman and Yemen were impaired inasmuch as we have no current plans to further explore these areas. These amounts were charged to the statement of operations during the second quarter.

Our other expenses and income during the nine months ended September 30, 2008 resulted in income of $861,266 versus income of $1,561,470 for the same period in 2007, substantially all of which in both periods was interest income on our cash and cash equivalents. This decrease is primarily attributed to a lower interest rate earned on our short-term investments as well as lower cash balances. During the nine months ended September 30, 2008, we earned interest at the rate of approximately 2.7% per annum on our short-term investment compared with approximately 5.0% for the nine months ended September 30, 2007.

We capitalized overhead costs directly related to our exploration activities in India. During the nine months ended September 30, 2008, these capitalized overhead costs were $2,439,556 as compared to $2,767,239 during the nine months ended September 30, 2007. The capitalized cost remained consistent with the prior year and includes costs relating to personnel, consultants, their travel and associated costs and stock-based compensation directly associated with the advancement of our oil and gas interests. The total stock-based compensation capitalized during the nine months ended September 30, 2008 was $373,291 compared with $477,764 for the nine months ended September 30, 2007.

Liquidity and Capital Resources
Liquidity is a measure of a company's ability to meet potential cash requirements. We have historically met our capital requirements through the issuance of common stock as well as proceeds from the exercise of warrants and options to purchase common equity. While we believe we are funded adequately at this time to meet our minimum exploration commitments based on the current level of commitments and expenditures under the PSCs we are currently a party to and our expected general and administrative expenses for the next 12 months, there can be no assurance that we will not be required to obtain additional funding during the 12 months ended September 30, 2009.

In the future, if we deem it necessary to raise capital for continued exploration block acquisition, we may seek to raise additional equity capital or access the debt markets. There can be no assurance this capital will be . . .