UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549

FORM 10-KSB

[ x ]
     ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIESEXCHANGE ACT OF 1934For the fiscal year ended April 30, 2007[   ]
     TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THESECURITIES EXCHANGE ACT OF 1934For the transition period from _______


Commission file number000-32089NORTH AMERICAN NATURAL GAS, INC.(Name of small business issuer in its charter)

Washington
     
     91-2023071(State or other jurisdiction of incorporation or
     
     (I.R.S. Employer Identification No.)organization)






580 Hornby Street, Suite 490Vancouver, British Columbia, Canada
     
     V6C 3B6(Address of principal executive offices)
     
     (Zip Code)580 Hornby Street, Suite 210Vancouver, British Columbia, Canada
     
     V6C 3B6(Address of former principal executive offices)
     
     (Zip Code)




Issuers telephone number(604) 687-6991

****

Securities registered pursuant to Section 12(b) of the Act:Title of each class
     
     Name of each exchange on which registeredNil
     
     NilSecurities registered pursuant to Section 12(g) of the Act:Common Shares(Title of class)


Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. YES [ X ] NO [   ]



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Check if there is no disclosure of delinquent filers in response to Item 405 of Regulation S-B is not contained in this form, and no disclosure will be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-KSB or any amendment to this Form 10-KSB.   [   ]

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    YES [X]   NO [   ]

State issuers revenues for its most recent fiscal year:  $0.00

State the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was sold, or the average bid and asked price of such common equity, as of a specified date within the past 60 days. (See definition of affiliate in Rule 12b-2 of the Exchange Act.)

Note: If determining whether a person is an affiliate will involve an unreasonable effort and expense, the issuer may calculate the aggregate market value of the common equity held by non-affiliates on the basis of reasonable assumptions, if the assumptions are stated.

May 29, 2007  There are approximately 7,500,000 shares of voting common stock of the Company held by non-affiliates. The aggregate market value of the voting common stock held by non-affiliates on May 29, 2007,computed at the average bid and ask price of such common equity as of May 29, 2007, was $2,250,000 (7,500,000 shares at $0.30 per share), assuming solely for the purposes of this calculation that the directors and executive officers of the issuer are affiliates. This determination of affiliate status is not necessarily a conclusive determination for other purposes.

State the number of shares outstanding of each of the Issuer's classes of common equity, as of the latest practicable date:May 29, 2007  19,812,500 shares of Common Stock

Transitional Small Business Disclosure Format (Check one): 
YES [   ] NO [X]

























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PART I

ITEM 1.    DESCRIPTION OF BUSINESS.

This annual report contains forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995. These statements relate to future events or our future financial performance. In some cases, you can identify forward-looking statements by terminology such as may, should, expects, plans, anticipates, believes, estimates, predicts, potential, or continue or the negative of these terms or other comparable terminology. These statements are only predictions and involve known and unknown risks, uncertainties and other factors, that may cause our or our industrys actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements.

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

Our financial statements are stated in United States Dollars (US$) and are prepared in accordance with United States Generally Accepted Accounting Principles.

As used in this annual report, the term we, us, our, the Company means North American Natural Gas, Inc., unless otherwise indicated.

The Company

North American Natural Gas, Inc., formerly FAR Group Inc., was incorporated under the laws of the State of Washington on March 24, 2000. To date, the Companys only activities have been organizational, directed at acquiring its principal asset, raising its initial capital and developing its business plan. The Company has not commenced commercial operations. The Company has no full time employees and owns no real estate.

During the fourth quarter of fiscal 2003, the Company changed its name to North American Natural Gas, Inc. as it had anticipated that it would undertake a new business purpose in the oil and gas exploration industry. The Company entered into agreements to purchase interests in two oil and gas exploration opportunities subject to raising a minimum of US$11,000,000 in a private offering. The Company was unsuccessful in its efforts to raise the minimum amount and all funds received were subsequently returned to the original subscribers. All agreements were terminated.

In contemplation of the proposed new business purpose in the oil and gas exploration industry, on March 14, 2003, Jim Glavas, a director of the Company, acquired an aggregate 9,780,000 shares of common stock of the Company from 22 existing shareholders of the Company none of whom own greater than five percent of the common stock of the Company. Mr. Glavas now beneficially owns, directly and indirectly, 12,312,500 shares of common stock or 62.15% of voting securities of the Company.

As we were unsuccessful in our efforts to raise the required capital to change our business purpose, we had reverted back to our original business to determine the feasibility of marketing and selling Vitamineralherb.com products in various markets, and, if the products prove to be in demand, begin marketing and selling Vitamineralherb.com products.

In light of the numerous delays with the Vitamineralherb.com website and initial reaction to our preliminary market survey, the Company decided to no longer try to exploit the license to market and sell vitamins and other health related products. Presently, the Company is seeking new business opportunities although we have not identified any new business opportunities and have no agreements related to such opportunities at this time.





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Background

On April 13, 2000, the Company acquired a License Agreement with Vitamineralherb.com from its sole director and President in consideration of the assumption of a note payable of $35,000. The note was subsequently forgiven. The License Agreement granted an exclusive right to distribute Vitamineralherb.com products to health and fitness professionals in Minnesota via the Internet. Vitmineralherb.com had agreed to provide certain business administrative services to the Company, including product development, store inventory, website creation and maintenance, establishment of banking liaisons, and development and maintenance of an order fulfillment system, thereby enabling the Company to focus strictly on marketing and sales.

The License was for an initial three-year period and was renewed in 2003 for an additional three-year term. The license was valid until April 2006, but upon its expiration, the Company did not renew the license. In light of the numerous delays with the Vitamineralherb.com website and initial reaction to our preliminary market survey, the Company decided to no longer try to exploit the license to market and sell vitamins and other health related products.

The Company has directed most of its efforts in the last fiscal year towards locating new business opportunities. We intend to explore other business opportunities although we have not identified any new business opportunities and have no agreements related to such opportunities.

Available Information and Reports to Securities Holders

We are subject to the information and periodic reporting requirements of the Securities Exchange Act and, accordingly, will file periodic reports, proxy statements and other information with the Securities and Exchange Commission. Such periodic reports, proxy statements and other information will be available for inspection and copying at the Commissions public reference room and the website of Commissions Public Reference Room located at 450 Fifth Street N.W., Washington D.C. 20549. Please call the Commission at 1-800-SEC-0330 for further information about the public reference rooms. The Companys filings with the Commission are also available to the public from the Commissions website at http://www.sec.gov.

ITEM 2.      DESCRIPTION OF PROPERTY.

We currently maintain limited office space on a month-to-month basis at a cost of $100 per month from a non-related third party. The address is Suite 490-580 Hornby Street, Vancouver, British Columbia, Canada. We believe this space is sufficient at this time and we not need to obtain additional office space at any time in the foreseeable future until a business opportunity is identified and entered into. We do not have any material assets and, as such, we do not own any real or personal property.

ITEM 3.      LEGAL PROCEEDINGS.

We know of no material, active or pending legal proceedings against us, nor are we involved as a plaintiff in any material proceedings or pending litigation. There are no proceedings in which any of our directors, officers or affiliates, or any registered beneficial shareholder are an adverse party or has a material interest adverse to us.

ITEM 4.      SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

None.





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PART II

ITEM 5.     MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS.

There is no established trading market for shares of the Companys common stock. As of March 20, 2003, the Companys common stock was quoted over-the-counter on the Bulletin Board operated by the National Association of Securities Dealers, Inc., under the symbol NAGA. No assurance can be given that any established trading market for the Companys common stock will develop or be maintained.

The range of high and low closing trades for the Companys common stock during each quarter of the fiscal years ended April 30, 2007 and 2006 is shown below. Prices are inter-dealer quotations, without retail mark-up, mark-down, or commissions and may not represent actual transactions.

STOCK QUOTATIONSQuarter ended:
     High Trade
     Low TradeJuly 31, 2005
     1.88
     1.01October 31, 2005
     1.19
     0.67January 31, 2006
     0.60
     0.35April 30, 2006
     0.35
     0.35July 31, 2006
     0.35
     0.35October 31, 2006
     0.35
     0.35January 31, 2007
     0.30
     0.30April 30, 2007
     0.30
     0.30


- The above represents the average high/low trade for the applicable quarter.

There are no plans, proposals, arrangements or understandings with any person with regards to the development of a trading market in any of our securities.

Holders

As at May 29, 2007 the shareholders list of our common shares showed 28 registered shareholders and 19,812,500 shares outstanding.

There are no outstanding options or warrants to purchase, or securities convertible into our common shares.

Dividends

We have not declared any cash dividends with respect to our common stock since incorporation and we do not anticipate that we will do so in the foreseeable future. Although there are no material restrictions limiting, or that are likely to limit our ability to pay dividends on our common stock, our intention is to retain future earnings for use in our operations and the expansion of our business.

Recent Sales of Unregistered Securities

There were no sales of unregistered securities during the year ended April 30, 2007.





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ITEM 6.     MANAGEMENTS DISCUSSION AND ANALYSIS AND PLAN OF OPERATION.

Cautionary Statement Regarding Forward-looking Statements

Some discussions in this report may contain forward-looking statements that involve risks and uncertainties. A number of important factors could cause our actual results to differ materially from those expressed in any forward-looking statements made by us in this report. Such factors include, those discussed in Managements Discussion and Analysis of Financial Condition and Results of Operations and Description of Business, as well as those discussed elsewhere in this report.

Forward-looking statements are often identified by words like: believe, expect, estimate, anticipate, intend, project and similar expressions, or words which, by their nature, refer to future events.

The following discussion and analysis of the Companys financial condition and results of operations should be read in conjunction with the Financial Statements and accompanying notes and the other financial information appearing elsewhere in this Report.

Plan of Operation

North American Natural Gas, Inc. is in the development stage. In a development stage company, management devotes most of its activities in developing a market for its products. Planned principal activities have not yet begun.

During the period from March 24, 2000 through April 30, 2007, the Company has engaged in no significant operations other than organizational activities, acquisition of the rights to market Vitamineralherb.com, preparation for registration of its securities under the Securities Act of 1933, as amended, preparation of a supplementary business plan and completing a private placement to fund this secondary division. No revenues were received by the Company during this period.

During the fourth quarter of fiscal 2003, the Company changed its name to North American Natural Gas, Inc. as it had anticipated that it would undertake a new business purpose in the oil and gas exploration industry. The Company entered into agreements to purchase interests in two oil and gas exploration opportunities subject to raising a minimum of US$11,000,000 in a private offering. The Company was unsuccessful in its efforts to raise the minimum amount and all funds received were subsequently returned to the original subscribers. All agreements were terminated. The Company spent $85,683 during the year in connection with the failed financing efforts.

Subsequent to the end of 2003, after the Company was unsuccessful in its efforts to raise the required capital to change its business purpose, it had reverted back to the original business to determine the feasibility of marketing the Vitamineralherb.com products in various markets, and, if the products prove to be in demand, begin marketing and selling Vitamineralherb.com products.

During the fiscal year of 2003, the Company extended its license with Vitamineralherb.com for an additional three years to market vitamins, minerals, nutritional supplements and other health and fitness products in Minnesota through the Vitamineralherb.com web site. The license was valid until April 2006, but upon its expiration, the Company did not renew the license.

In light of the numerous delays with the Vitamineralherb.com website and initial reaction to our preliminary market survey, the Company decided to no longer try to exploit the license to market and sell vitamins and other health related products and is seeking new business opportunities. The Company intends to continue to explore other business opportunities although we have not identified any new business opportunities and have no agreements related to such opportunities at this time.





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Results of Operations

From Inception on March 24, 2000 to April 30, 2007

The Company remains in the development stage. The balance sheet as of April 30, 2007 reflects cash of $4,739 against total liabilities of $45,439 for a working capital deficit of $40,700. Subsequent to the end of the period, the Companys President advanced an additional $10,000 for general working capital. This loan will have to be repaid upon demand. We incurred a loss of $29,052 for the fiscal year ended April 30, 2007 and an accumulated loss of $353,700 from inception.

The Company spent $85,683 during the fiscal year ended April 30, 2003 in connection with the failed efforts to raise the $11,000,000 for the acquisition of the oil and gas properties.

We spent $18,740 in professional fees related to maintaining the Companys financial and corporate filings in fiscal 2007 as compared to $11,713 in 2006. Transfer agent and filing fees were $2,743 as compared to $2,297 in 2006.

Liquidity and Capital Resources

As of the date of this report, the Company has yet to generate any revenues from its business operations.

We had cash on hand of $4,739 as at April 30, 2007 and a working capital deficit of $40,700 compared to cash on hand of $5,381 and a working capital deficit of $11,648 as at April 30, 2006. We do not have sufficient funds to meet our administrative operating obligations for the next twelve months.

We will need additional capital to carry out all of our obligations and business strategies. We intend to raise any additional capital required to fund our financing needs by issuance of debt and/or equity. Management has been exploring a number of other options to meet the Companys obligations and future capital requirements, including the possibility of equity offering, debt financing, and a business combination.To date, our President has loaned us $39,500 for additional working capital but there can be no assurance that he will continue to advance funds as required or that other methods of financing will be available or accessible on reasonable terms. This loan will have to be paid upon demand.

During fiscal 2003, we entered into agreements that would have changed our business to the oil and gas industry. We were unsuccessful in raising the minimum capital required to complete the transaction and subsequently terminated all the agreements. We may engage in a combination with another business. We have engaged in discussions concerning other potential business combinations, but have not entered into any agreement for such a combination.

Going Concern

The Companys failure to generate revenues and conduct operations since its inception raises substantial doubt about the Companys ability to continue as a going concern. We will require substantial working capital and currently has inadequate capital to fund all of its business strategies, which could severely limit our operations.

We incurred a loss of $29,052 for the year ended April 30, 2007 and we have incurred an aggregate deficit since inception of $353,700. As at April 30, 2007, we had cash of $4,739 and current liabilities of $45,439. As we have yet to commence operations, we have not generated any revenues and there can be no assurance that we can generate significant revenues from operations. We expect to incur administrative and professional charges associated with preparing, reviewing, auditing and filing our financial statements and our periodic and other disclosure documents. For the 12 months ended April 30, 2008, we have budgeted $25,000 for professional fees for our periodic filing requirements and miscellaneous office and filing fees and expenses. We cannot sustain our operations from existing working capital and operations over the next 12 months.



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We intend to raise additional capital required to fund our financing needs by issuance of debt and/or equity. Management has been exploring a number of options to meet our obligations and future capital requirements, including the possibility of equity offering, debt financing, and business combination.

The financial statements included in this annual report have been prepared on the going-concern basis, which assumes that adequate sources of financing will be obtained as required and that our assets will be realized and liabilities settled in the ordinary course of business. Accordingly the audited financial statements do not include any adjustments related to the recoverability of assets and classification of assets and liabilities that might be necessary should we be unable to continue as a going concern.

In order to continue as a going concern, we require additional financing. There can be no assurance that additional financial will be available to us when needed, or, if available, that it can be obtained on commercially reasonable terms.

Due to the uncertainty of our ability to meet our current operating and capital expenses, in the audited financial statements for the fiscal year ended April 30, 2007, our auditors had issued a going concern opinion. This means that the auditors believed there is substantial doubt that we can continue as an on-going business unless we obtain additional capital to maintain its existence and to commence its operations.

Recently Issued Accounting Standards

In February 2007, the Financial Accounting Standards Board (FASB) issued SFAS No. 159, The Fair Value Option for Financial Assets and Financial Liabilities  Including an Amendment of FASB Statement No. 115. This statement permits entities to choose to measure many financial instruments and certain other items at fair value. Most of the provisions of SFAS No. 159 apply only to entities that elect the fair value option. However, the amendment to SFAS No. 115 Accounting for Certain Investments in Debt and Equity Securities applies to all entities with available-for-sale and trading securities. SFAS No. 159 is effective as of the beginning of an entitys first fiscal year that begins after November 15, 2007. Early adoption is permitted as of the beginning of a fiscal year that begins on or before November 15, 2007, provided the entity also elects to apply the provision of SFAS No. 157, Fair Value Measurements. The adoption of this statement is not expected to have a material effect on the Company's future reported financial position or results of operations.

In September 2006, the SEC issued Staff Accounting Bulletin (SAB) No. 108, Considering the Effects of Prior Year Misstatements when Quantifying Misstatements in Current Year Financial Statements. SAB No. 108 addresses how the effects of prior year uncorrected misstatements should be considered when quantifying misstatements in current year financial statements. SAB No. 108 requires companies to quantify misstatements using a balance sheet and income statement approach and to evaluate whether either approach results in quantifying an error that is material in light of relevant quantitative and qualitative factors. SAB No. 108 is effective for periods ending after November 15, 2006. The adoption of this statement did not have a material effect on the Company's reported financial position or results of operations.

In September 2006, the Financial Accounting Standards Board (FASB) issued SFAS No. 158, Employers Accounting for Defined Benefit Pension and Other Postretirement Plans  an amendment of FASB Statements No. 87, 88, 106, and 132(R). This statement requires employers to recognize the overfunded or underfunded status of a defined benefit postretirement plan (other than a multiemployer plan) as an asset or liability in its statement of financial position and to recognize changes in that funded status in the year in which the changes occur through comprehensive income of a business entity or changes in unrestricted net assets of a not-for-profit organization. This statement also requires an employer to measure the funded status of a plan as of the date of its year-end statement of financial position, with limited exceptions. The provisions of SFAS No. 158 are effective for employers with publicly traded equity securities as of the end of the fiscal year ending after December 15, 2006.





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The adoption of this statement did not have a material effect on the Company's financial position or results of operations.

In September 2006, the FASB issued SFAS No. 157, Fair Value Measurements. The objective of SFAS No. 157 is to increase consistency and comparability in fair value measurements and to expand disclosures about fair value measurements. SFAS No. 157 defines fair value, establishes a framework for measuring fair value in generally accepted accounting principles, and expands disclosures about fair value measurements. SFAS No. 157 applies under other accounting pronouncements that require or permit fair value measurements and does not require any new fair value measurements. The provisions of SFAS No. 157 are effective for fair value measurements made in fiscal years beginning after November 15, 2007. The adoption of this statement is not expected to have a material effect on the Company's future reported financial position or results of operations.

In June 2006, the FASB issued FASB Interpretation No. 48, Accounting for Uncertainty in Income Taxes, an interpretation of FASB Statements No. 109 (FIN 48). FIN 48 clarifies the accounting for uncertainty in income taxes by prescribing a two-step method of first evaluating whether a tax position has met a more likely than not recognition threshold and second, measuring that tax position to determine the amount of benefit to be recognized in the financial statements. FIN 48 provides guidance on the presentation of such positions within a classified statement of financial position as well as on derecognition, interest and penalties, accounting in interim periods, disclosure, and transition. FIN 48 is effective for fiscal years beginning after December 15, 2006. The adoption of this statement is not expected to have a material effect on the Company's future financial position or results of operations.

In March 2006, the FASB issued SFAS No. 156, "Accounting for Servicing of Financial Assets, an amendment of FASB Statement No. 140, Accounting for Transfers and Servicing of Financial Assets and Extinguishments of Liabilities". This statement requires all separately recognized servicing assets and servicing liabilities be initially measured at fair value, if practicable, and permits for subsequent measurement using either fair value measurement with changes in fair value reflected in earnings or the amortization and impairment requirements of Statement No. 140. The subsequent measurement of separately recognized servicing assets and servicing liabilities at fair value eliminates the necessity for entities that manage the risks inherent in servicing assets and servicing liabilities with derivatives to qualify for hedge accounting treatment and eliminates the characterization of declines in fair value as impairments or direct write-downs. SFAS No. 156 is effective for an entity's first fiscal year beginning after September 15, 2006. The adoption of this statement is not expected to have a material effect on the Company's future financial position or results of operations.

In February 2006, the FASB issued SFAS No. 155, "Accounting for Certain Hybrid Financial Instruments-an amendment of FASB Statements No. 133 and 140", to simplify and make more consistent the accounting for certain financial instruments. SFAS No. 155 amends SFAS No. 133, "Accounting for Derivative Instruments and Hedging Activities", to permit fair value re-measurement for any hybrid financial instrument with an embedded derivative that otherwise would require bifurcation, provided that the whole instrument is accounted for on a fair value basis. SFAS No. 155 amends SFAS No. 140, "Accounting for the Impairment or Disposal of Long-Lived Assets", to allow a qualifying special-purpose entity to hold a derivative financial instrument that pertains to a beneficial interest other than another derivative financial instrument. SFAS No. 155 applies to all financial instruments acquired or issued after the beginning of an entity's first fiscal year that begins after September 15, 2006, with earlier application allowed. The adoption of this statement is not expected to have a material effect on the Company's future financial position or results of operations.











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Critical Accounting Policies

The Company's discussions and analysis of its financial condition and results of operations, including the discussion on liquidity and capital resources, are based upon the Company's financial statements, which have been prepared in accordance with US GAAP. The preparation of these financial statements requires the Company to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities. Actual results could differ from those estimates.

The financial statements have been prepared on the going concern basis, which assumes that the Company will be able to realize its assets and discharge its obligations in the normal course of business. If the Company were not to continue as a going concern, it would likely not be able to realize its assets at values comparable to the carrying value or the fair value estimates reflected in the balances set out in the preparation of the financial statements. The Company will require additional capital to fund any future plan of operations. There can be no assurance that the Company will be able to raise additional capital, and if the Company is unable to raise additional capital, it will unlikely be able to continue as a going concern.

ITEM 7.     FINANCIAL STATEMENTS.

Our financial statements are stated in United States Dollars (US$). The Report of our Independent Registered Public Accounting Firm, Manning Elliott LLP, Chartered Accountants for the audited financial statements as of April 30, 2007 and 2006 and for the years then ended and accumulated for the period from March 24, 2000 to April 30, 2007, is included herein immediately preceding the audited financial statements.































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North American Natural Gas, Inc.(A Development Stage Company)April 30, 2007





IndexReport of Independent Registered Public Accounting Firm
     F1Balance Sheets
     F2Statements of Operations
     F3Statements of Cash Flows
     F4Statement of Stockholders Equity (Deficit)
     F5Notes to the Financial Statements
     F6




















































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Report of Independent Registered Public Accounting Firm

To the Stockholders and Board of Directorsof North American Natural Gas Inc.(A Development Stage Company)

We have audited the accompanying balance sheets of North American Natural Gas Inc. (A Development Stage Company) as of April 30, 2007 and 2006 and the related statements of operations, cash flows and stockholders equity (deficit) for the years then ended and accumulated for the period from March 24, 2000 (Date of Inception) to April 30, 2007. These financial statements are the responsibility of the Companys management. Our responsibility is to express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of North American Natural Gas Inc. (A Development Stage Company), as of April 30, 2007 and 2006, and the results of its operations and its cash flows for the years then ended and accumulated for the period from March 24, 2000 (Date of Inception) to April 30, 2007, in conformity with accounting principles generally accepted in the United States.

The accompanying financial statements have been prepared assuming the Company will continue as a going concern. As discussed in Note 1 to the financial statements, the Company has not generated any revenues, has a working capital deficit and has accumulated losses since inception. These factors raise substantial doubt about the Companys ability to continue as a going concern. Managements plans in regard to these matters are also discussed in Note 1. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.







F-1

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North American Natural Gas, Inc.(A Development Stage Company)Balance Sheets(Expressed in U.S. dollars)April 30,
     
     April 30,2007
     
     2006$
     
     $ASSETSCurrent AssetsCash
     4,739
     
     5,381Total Assets
     4,739
     
     5,381LIABILITIES AND STOCKHOLDERS DEFICITCurrent LiabilitiesAccounts payable
     15,489
     
     7,164Accrued liabilities
     450
     
     365Due to a related party (Note 5(b))
     29,500
     
     9,500Total Liabilities
     45,439
     
     17,029Contingencies (Note 1)Stockholders' DeficitPreferred Stock: 20,000,000 shares authorized, $0.0001 par value;None issued and outstanding
     
     
     Common Stock: 100,000,000 shares authorized, $0.0001 par value;19,812,500 shares issued and outstanding
     1,981
     
     1,981Additional Paid-in Capital
     309,019
     
     309,019Donated Capital (Note 5(a))
     2,000
     
     2,000Deficit Accumulated During the Development Stage
     (353,700
     )
     (324,648
     )Total Stockholders' Deficit
     (40,700
     )
     (11,648
     )Total Liabilities and Stockholders' Deficit
     4,739
     
     5,381






The Accompanying Notes are an Integral Part of These Financial Statements

F-2

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North American Natural Gas, Inc.(A Development Stage Company)Statements of Operations(Expressed in U.S. dollars)Year
     
     Year
     
     Accumulated FromEnded
     
     Ended
     
     March 24, 2000April 30,
     
     April 30,
     
     (Date of Inception)2007
     
     2006
     
     To April 30, 2007$
     
     $
     
     $Revenue
     
     
     
     
     ExpensesBusiness development
     
     
     
     
     24,475Consulting fees
     
     
     
     
     25,000Directors fees
     6,000
     
     6,000
     
     29,000Finance costs
     
     
     
     
     75,975License written off
     
     
     
     
     35,000Office and rent (Note 5(a))
     1,569
     
     1,529
     
     13,866Professional fees
     18,740
     
     11,713
     
     132,156Transfer agent and filing fees
     2,743
     
     2,297
     
     19,190Travel
     
     
     863
     
     863Total Expenses
     29,052
     
     22,402
     
     355,545Net Loss Before Other Income
     (29,052
     )
     (22,402
     )
     (355,545
     )Other IncomeInterest income
     
     
     
     
     1,845Net Loss for the Period
     (29,052
     )
     (22,402
     )
     (353,700
     )Net Loss Per Share  Basic and Diluted
     
     
     
     
     Weighted Average Number of Shares Outstanding
     19,812,500
     
     19,812,500










The Accompanying Notes are an Integral Part of These Financial Statements

F-3

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North American Natural Gas, Inc.(A Development Stage Company)Statements of Cash Flows(Expressed in U.S. dollars)Accumulated FromYear
     
     
     
     March 24, 2000Ended
     
     Year Ended
     
     (Date of Inception)April 30
     
     April 30
     
     to April 30, 20072007
     
     2006$
     
     $
     
     $Operating ActivitiesNet loss
     (29,052
     )
     (22,402
     )
     (353,700
     )Adjustments to reconcile net loss to cash used inoperating activitiesDonated rent
     
     
     800
     
     2,000Licence written off
     
     
     
     
     35,000Shares issued for legal and organizational costs
     
     
     
     
     16,000Change in operating assets and liabilitiesAccounts payable and accrued liabilities
     8,410
     
     2,405
     
     15,939Net Cash Used in Operating Activities
     (20,642
     )
     (19,197
     )
     (284,761
     )Financing ActivitiesAdvances from related party
     20,000
     
     9,500
     
     29,500Proceeds from issuance of common stock
     
     
     
     
     260,000Net Cash Provided By Financing Activities
     20,000
     
     9,500
     
     289,500Increase (Decrease) In Cash
     (642
     )
     (9,697
     )
     4,739Cash - Beginning of Period
     5,381
     
     15,078
     
     Cash - End of Period
     4,739
     
     5,381
     
     4,739Non-cash Investing and Financing ActivitiesA total of 1,600,000 shares were issued to adirector at a fair market value of $ 0.01 per sharefor legal and organizational expenses paid
     
     
     
     
     16,000A note payable was assumed by the Company forthe acquisition of a license from a former director
     
     
     
     
     35,000Supplemental DisclosuresInterest paid
     
     
     
     
     Income taxes paid
     
     
     
     
     






The Accompanying Notes are an Integral Part of These Financial Statements

F-4

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North American Natural Gas, Inc.(A Development Stage Company)Statement of Stockholders Equity (Deficit)For the period from March 24, 2000 (Date of Inception) to April 30, 2007(Expressed in U.S. dollars)DeficitAccumulatedCommon Shares
     
     Additional
     
     During thePar
     
     Paid-In
     Donated
     DevelopmentNumber
     Value
     
     Capital
     Capital
     Stage
     
     Total#
     $
     
     $
     $
     $
     
     $Balance  March 24, 2000(Date of Inception)
     
     
     
     
     
     
     
     Stock issued for legal andorganizational expenses at fairmarket value of 0.01 per share
     12,000,000
     1,200
     
     14,800
     
     
     
     16,000Net loss for the period
     
     
     
     
     
     (51,000
     )
     (51,000
     )Balance - April 30, 2000
     12,000,000
     1,200
     
     14,800
     
     (51,000
     )
     (35,000
     )Stock issued for cash at $0.01 pershare
     7,500,000
     750
     
     9,250
     
     
     
     10,000Net loss for the year
     
     
     
     
     
     (12,588
     )
     (12,588
     )Balance  April 30, 2001
     19,500,000
     1,950
     
     24,050
     
     (63,588
     )
     (37,588
     )Net loss for the year
     
     
     
     
     
     (27,067
     )
     (27,067
     )Balance  April 30, 2002
     19,500,000
     1,950
     
     24,050
     
     (90,655
     )
     (64,655
     )Stock issued for cash at $1.00 pershare
     312,500
     31
     
     249,969
     
     
     
     250,000Extinguishment of note payable
     
     
     
     35,000
     
     
     
     35,000Net loss for the year
     
     
     
     
     
     (135,183
     )
     (135,183
     )Balance  April 30, 2003
     19,812,500
     1,981
     
     309,019
     
     (225,838
     )
     85,162Net loss for the year
     
     
     
     
     
     (46,205
     )
     (46,205
     )Balance  April 30, 2004
     19,812,500
     1,981
     
     309,019
     
     (272,043
     )
     38,957Donated rent
     
     
     
     
     1,200
     
     
     1,200Net loss for the year
     
     
     
     
     
     (30,203
     )
     (30,203
     )Balance  April 30, 2005
     19,812,500
     1,981
     
     309,019
     1,200
     (302,246
     )
     9,954Donated rent
     
     
     
     
     800
     
     
     800Net loss for the year
     
     
     
     
     
     (22,402
     )
     (22,402
     )Balance  April 30, 2006
     19,812,500
     1,981
     
     309,019
     2,000
     (324,648
     )
     (11,648
     )Donated rent
     
     
     
     
     
     
     
     Net loss for the year
     
     
     
     
     
     (29,052
     )
     (29,052
     )Balance  April 30, 2007
     19,182,500
     1,981
     
     309,019
     2,000
     (353,700
     )
     (40,700
     )






The Accompanying Notes are an Integral Part of These Financial Statements

F-5

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North American Natural Gas, Inc.(A Development Stage Company)Notes to the Financial StatementsApril 30, 2007(Expressed in U.S. dollars)

|1. | Nature of Operations and Continuance of Business                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|-- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|  
|   | North American Natural Gas, Inc. herein (the Company) was incorporated in the State of Washington, U.S.A. on March 24, 2000 and is a Development Stage Company as defined by Statement of Financial Accounting Standard (SFAS) No. 7 Accounting and Reporting for Enterprises in the Development Stage. The Company acquired a license to market and distribute vitamins, minerals, nutritional supplements, and other health and fitness products in which the grantor of the license offers these products for sale from various suppliers on their Web Site. The Company was also developing a marketing strategy to offer personal care products through a kiosk-based ordering system.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|  
|   | During fiscal 2003 the Company changed its name from FAR Group, Inc. to North American Natural Gas, Inc. as it had anticipated that it would undertake a new business purpose in the oil and gas exploration industry. The Company was unsuccessful in its efforts to raise the required capital to acquire the oil and gas properties contemplated and reverted back to its original business to exploit the license to market and sell vitamins and other health and fitness products. The Company is currently exploring new business opportunities after not renewing the license to market health and fitness products as described in Note 3.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|  
|   | These financial statements have been prepared on a going concern basis, which implies the Company will continue to realize its assets and discharge its liabilities in the normal course of business. The Company has never generated revenues since inception and has never paid any dividends and is unlikely to pay dividends or generate earnings in the immediate or foreseeable future. The continuation of the Company as a going concern is dependent upon the continued financial support from its shareholders, the ability of the Company to obtain necessary equity financing to continue operations, and the attainment of profitable operations. As at April 30, 2007, the Company has never generated any revenues, has a working capital deficit of $40,700 and has accumulated losses of $353,700 since inception. These factors raise substantial doubt regarding the Companys ability to continue as a going concern. These financial statements do not include any adjustments to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.
|  
|  
|2. | Summary of Significant Accounting Policies                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|  
|   | (a)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|  
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|  
|   | (b)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|  
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|  









F-6

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North American Natural Gas, Inc.(A Development Stage Company)Notes to the Financial StatementsApril 30, 2007(Expressed in U.S. dollars)

|2. | Summary of Significant Accounting Policies (continued)
|-- | ------------------------------------------------------
|  
|   | (c)                                                   
|  
|   |                                                       
|  
|   | (d)                                                   
|  
|   |                                                       
|  
|   | (e)                                                   
|  
|   |                                                       
|  
|   | (f)                                                   
|  
|   |                                                       
|  
|   | (g)                                                   
|  
|   |                                                       
|  







F-7

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North American Natural Gas, Inc.(A Development Stage Company)Notes to the Financial StatementsApril 30, 2007(Expressed in U.S. dollars)

|2. | Summary of Significant Accounting Policies (continued)
|-- | ------------------------------------------------------
|  
|   | (h)                                                   
|  
|   |                                                       
|  
|   | (i)                                                   
|  
|   |                                                       
|  
|   | (j)                                                   
|  
|   |                                                       
|  
|   | (k)                                                   
|  
|   |                                                       
|  









F-8

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North American Natural Gas, Inc.(A Development Stage Company)Notes to the Financial StatementsApril 30, 2007(Expressed in U.S. dollars)

|2. | Summary of Significant Accounting Policies (continued)
|-- | ------------------------------------------------------
|  
|   | (l)                                                   
|  
|   |                                                       
|  
|   |                                                       
|  
|   |                                                       
|  
|   |                                                       
|  





F-9

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North American Natural Gas, Inc.(A Development Stage Company)Notes to the Financial StatementsApril 30, 2007(Expressed in U.S. dollars)

|2. | Summary of Significant Accounting Policies (continued)
|-- | ------------------------------------------------------
|  
|   | (l)                                                   
|  
|   |                                                       
|  
|   |                                                       
|  
|   |                                                       
|  









F-10

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North American Natural Gas, Inc.(A Development Stage Company)Notes to the Financial StatementsApril 30, 2007(Expressed in U.S. dollars)

|3. | License                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|-- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|  
|   | In 2000, the Company acquired a License Agreement with Vitamineralherb.com to market vitamins, minerals, nutritional supplements and other health and fitness products through the Grantors Web Site. The License Agreement granted an exclusive right to distribute Vitamineralherb.com products to medical practitioners, alternative health professionals, martial arts studios and instructors, sports and fitness trainers, other health and fitness practitioners, school and other fund raising programs and other similar types of customers in Minnesota. The license was acquired on April 13, 2000 and renewed on August 15, 2003 for a term of three years. The Company was required to pay an annual fee of $500 for maintenance of the Grantors Web Site commencing with the year ended April13, 2002. The annual fees for 2003 to 2006 were waived by the Grantor.
|  
|   | The Company paid total consideration of $35,000 for the license with a note payable of $35,000. The $35,000 note payable to the former President of the Company was unsecured, non-interest bearing and was repayable by December 31, 2010. On July 12, 2002, the former President of the Company forgave the note payable and released the Company from all obligations. The license was written-off to operations in fiscal 2000 due to the lack of historical cash flow and lack of a market to resell the license.                                                                                                                                                                                                                                                                                                                                                             
|  
|   | The license was valid until April 2006, but upon its expiration, the Company did not renew the license.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|  
|  
|4. | Preferred Stock                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|  
|   | On March 13, 2003 the Company authorized 3,500,000 of the existing authorized preferred stock to be designated as Class A Convertible Preferred Shares having a par value of $10.00 per share. None have been issued. When issued, holders will be entitled to receive a 6% cash dividend of $0.60 per share payable quarterly. These shares also carry conversion features of 1 preferred share for 8 common shares.                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|  
|  
|5. | Related Party Transactions                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|  
|   | (a)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|  
|   | (b)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|  











F-11

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North American Natural Gas, Inc.(A Development Stage Company)Notes to the Financial StatementsApril 30, 2007(Expressed in U.S. dollars)

|6. | Income Taxes                                                                                                                                                                                                         
|-- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|  
|   | The income tax benefit differs from the amount computed by applying the U.S. federal income tax rate of 35% to net loss before income taxes for the years ended April 30, 2007 and 2006 as a result of the following:
|  

2007
     
     2006$
     
     $Expected income tax benefit at the statutory rate
     10,168
     
     7,841Permanent differences
     
     
     (280
     )Change in valuation allowance
     (10,168
     )
     (7,561
     )Provision for income taxes
     
     
     


Pursuant to SFAS No. 109, the Company is required to compute tax asset benefits for net operating losses carried forward. The potential benefits of net operating losses have not been recognized in these financial statements because the Company cannot be assured it is more likely than not it will utilize the losses carried forward in future years.

The components of the net deferred tax asset as at April 30, 2007 and 2006 and the statutory tax rate, the effective tax rate and the elected amount of the valuation allowance are scheduled below:

2007
     
     2006$
     
     $Cumulative Net Operating Losses
     274,502
     
     245,450Statutory Tax Rate
     35
     %
     35
     %Effective Tax Rate
     
     
     Deferred Tax Asset
     96,076
     
     85,908Valuation Allowance
     (96,076
     )
     (85,908
     )Net Deferred Tax Asset
     
     
     


For the years ended April 30, 2007 and 2006, the valuation allowance established against the deferred tax assets increased by $10,168 and $7,561, respectively.

The Company has incurred net operating losses as scheduled below:

Year of
     
     Amount
     Year ofLoss
     
     $
     Expiration2002
     
     27,067
     20222003
     
     135,183
     20232004
     
     32,595
     20242005
     
     29,003
     20252006
     
     21,602
     20262007
     
     29,052
     2027$
     274,502










F-12

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ITEM 8.      CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE.

There have been no disagreements on accounting and financial disclosures from the inception of the Company through the date of this Form 10-KSB.

ITEM 8A.   CONTROLS AND PROCEDURES.

As required by Rule 13a-15 under the Securities Exchange Act of 1934, as of the end of the period covered by the annual report, being April 30, 2007, we have carried out an evaluation of the effectiveness of the design and operation of our companys disclosure controls and procedures. This evaluation was carried out under the supervision and with the participation of our companys management, including our companys Chief Executive and our companys Chief Financial officer. Based upon that evaluation, our companys Chief Executive and our companys Chief Financial officer concluded that our companys disclosure controls and procedures are effective as at the end of the period covered by this report. There have been no changes in our internal controls over financial reporting that occurred during our most recent fiscal quarter that have materially affected, or are reasonably likely to materially affect our internal controls over financial reporting.

Disclosure controls and procedures and other procedures that are designed to ensure that information required to be disclosed in our reports filed or submitted under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported, within the time period specified in the Securities and Exchange Commissions rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed in our reports filed under the Securities Exchange Act of 1934 is accumulated and communicated to management including our president and secretary as appropriate, to allow timely decisions regarding required disclosure.

ITEM 8B.    OTHER INFORMATION

None.

PART III

ITEM 9.      DIRECTORS, EXECUTIVE OFFICERS, PROMOTORS AND CONTROL PERSONS; COMPLIANCE WITH SECTION 16(a) OF THE EXCHANGE ACT.

The following table sets forth the name, age and position of each director and executive officer of North American Natural Gas, Inc:

Date First Elected orName
     Age
     Positions
     AppointedJim Glavas
     44
     President, Director, Chief Executive Officer, Chief
     May 22, 2003Financial Officer, Secretary/Treasurer, PrincipalAccounting Officer
















---

Background of Officers and Directors

Jim Glavasgraduated from the Financial Management program at the British Columbia Institute of Technology in Vancouver, Canada in 1984. From there, he spent several years in the banking industry as a leasing administrator with First City Trust. In 1990 he changed career direction to become the General Sales Manager for Western Canada for Contour Distributors, a leading supplier and distributor of top-of-the-line appliances and high-end solid surface products.

In April 1996, Mr. Glavas purchased the exclusive Avonite solid surface countertops distribution rights for Western Canada and formed DG Pacific Distribution Ltd. As President and owner of DG Pacific, he was solely responsible for its strong year after year growth increasing its customer base over 350% in three years and further multiplying its sales over the last two years. In January 2001, DG Pacific Distribution Ltd. acquired the national distribution rights for two prominent product lines in the countertop industry. Mr. Glavas sold DG Pacific Distribution Ltd. in December 2002 and currently works as an independent consultant in development and market penetration for the counter top industry.

On June 6, 2007, Richard Achron resigned from his positions of Director, CFO, Secretary, Treasurer and Principal Accounting Officer. Record of this event was recorded as Form 8-K and filed on EDGAR June 11, 2007. Concurrent with Mr. Achrons resignation, Jim Glavas assumed the positions of CFO, Secretary, Treasurer and Principal Accounting Officer of the Company. He continues to serve as Director, CEO and President of North American Natural Gas, Inc.

Involvement in Certain Legal Proceedings

To our knowledge, during the past five years, our officers and directors: (1) have not filed a petition under the federal bankruptcy laws or any state insolvency law, nor had a receiver, fiscal agent or similar officer appointed by a court for the business or present of such a person, or any partnership in which he was a general partner at or within two yeas before the time of such filing, or any corporation or business association of which he was an executive officer within two years before the time of such filing; (2) were not convicted in a criminal proceeding or named subject of a pending criminal proceeding (excluding traffic violations and other minor offenses); (3) were the subject of any order, judgment or decree, not subsequently reversed, suspended or vacated, of any court of competent jurisdiction, permanently or temporarily enjoining him from or otherwise limiting the following activities: (i) acting as a futures commission merchant, introducing broker, commodity trading advisor, commodity pool operator, floor broker, leverage transaction merchant, associated person of any of the foregoing, or as an investment advisor, underwriter, broker or dealer in securities, or as an affiliated person, director of any investment company, or engaging in or continuing any conduct or practice in connection with such activity; (ii) engaging in any type of business practice; (iii) engaging in any activity in connection with the purchase or sale of any security or commodity or in connection with any violation of federal or state securities laws or federal commodity laws; (4) were not the subject of any order, judgment or decree, not subsequently reversed, suspended or vacated, of any federal or state authority barring, suspending or otherwise limiting for more than 60 days the right of such person to engage in any activity described above under this Item, or to be associated with persons engaged in any such activity; (5) were not found by a court of competent jurisdiction in a civil action or by the Securities and Exchange Commission to have violated any federal or state securities law and the judgment in subsequently reversed, suspended or vacate; (6) were not found by a court of competent jurisdiction in a civil action or by the Commodity Futures Trading Commission to have violated any federal commodities law, and the judgment in such civil action or finding by the Commodity Futures Trading Commission has not been subsequently reversed, suspended or vacated.





---

Compliance with Section 16(a) of the Exchange Act

Section 16(a) of the Securities Exchange Act of 1934, as amended, requires our executive officers and directors and persons who own more than 10% of a registered class of our equity securities to file with the Securities and Exchange Commission initial statements of beneficial ownership, reports of changes in ownership and annual reports concerning their ownership of our common stock and other equity securities on Forms 3, 4, and 5 respectively. Executive officers, directors and greater than 10% shareholders are required by the Securities and Exchange Commission regulations to furnish us with copies of all Section 16(a) reports they file.

To the best knowledge of the Company, all directors, officers and persons who beneficially owned more than ten percent of the Companys common stock filed timely reports in compliance with Section 16(a).

Audit Committee

We do not have an audit committee or an audit committee charter.

Audit Committee Financial Expert

Our Board of Directors has determined that it does not have an audit committee financial expert as defined in Item 401(e) of Regulation S-B, and is independent as the term is used in Item 7(d)(3)(iv) of Schedule 14A under the Securities Exchange Act of 1934 as amended. We believe that the members of our Board of Directors are collectively capable of analyzing and evaluating our financial statements and understanding internal controls and procedures for disclosure and for financial reporting. In addition, we believe that retaining an independent director who would qualify as an audit committee financial expert would be overly costly and burdensome and not warranted in our circumstances given the early stages of our development and the fact that we have not generated any revenues to date.

Code of Ethics

The Company has adopted a code of business conduct and ethics for directors, officers and employees.

Family Relationships

There are no family relationships amongst or between the directors and executive officers.

ITEM 10.    EXECUTIVE COMPENSATION

The following table sets forth information with respect to compensation paid by us to our principal executive officer and other executive officers with annual compensation exceeding $100,000 during the three most recent fiscal years ending April 30. This information includes the dollar value of base salaries, bonus awards and number of stock options granted, and certain other compensation, if any.











---

Summary Compensation TableChange in PensionNon-
     Value andEquity
     NonqualifiedIncentive
     Deferred
     AllStock       Option
     Plan
     Compensation
     OtherName and
     Year
     Salary
     Bonus
     Awards
     Awards
     Compensation
     Earnings
     Compensation
     TotalPrincipal
     
     ($)
     ($)
     ($)
     ($)
     ($)
     ($)
     ($)
     ($)Position(a)
     (b)
     (c)
     (d)
     (e)
     (f)
     (g)
     (h)
     (i)
     (j)Jim Glavas
     2007
     0
     0
     0
     0
     0
     0
     0
     0President, CEO, CFO,Treasurer, Secretary,Principal Accounting
     2006
     0
     0
     0
     0
     0
     0
     0
     0Officer,Director
     2005
     0
     0
     0
     0
     0
     0
     0
     0Richard Achron
     2007
     0
     0
     0
     0
     0
     0
     0
     0Former CFO,Secretary, Treasurer,
     2006
     0
     0
     0
     0
     0
     0
     0
     0Principal AccountingOfficer, Director2005
     0
     0
     0
     0
     0
     0
     0
     0




We have not paid any salaries in 2007, and we do not anticipate paying any salaries at any time soon. We will not begin paying salaries until we have adequate funds to do so.

We have no employment agreements with any of our officers. We do not contemplate entering into any employment agreements until such time as we begin profitable operations.

The compensation discussed herein addresses all compensation awarded to, earned by, or paid to our named executive officers.

Long-Term Incentive Plan Awards

We do not have any long-term incentive plans that provide compensation intended to serve as incentive for performance.

Compensation of Directors

The following table sets forth information with respect to compensation paid by us to our directors during the last completed fiscal year. Our fiscal year end is April 30, 2007:



---

Director Compensation Table(a)
     (b)
     (c)
     (d)
     (e)
     (f)
     (g)
     (h)Change inPensionFees
     
     
     
     Value andEarned
     
     
     Non-Equity
     Nonqualifiedor
     
     
     Incentive
     Deferred
     AllPaid in
     Stock
     Option
     Plan
     Compensation
     OtherCash
     Awards
     Awards
     Compensation
     Earnings
     Compensation
     TotalName
     ($)
     ($)
     ($)
     ($)
     ($)
     ($)
     ($)Jim Glavas
     0
     0
     0
     0
     0
     0
     0Richard Achron
     6,000
     0
     0
     0
     0
     0
     6,000(ResignedJune 6, 2007)


A former director was paid $6,000 for fees in fiscal 2007. There are no standard arrangements pursuant to which the Companys directors are compensated for services provided as director.

Indemnification

Pursuant to the Articles of Incorporation and Bylaws of the corporation, we may indemnify an officer or director who is made a party to any proceeding, including a law suit, because of his position, if he acted in good faith and in a manner he reasonably believed to be in our best interest. In certain cases, we may advance expenses incurred in defending any such proceeding. To the extent that the officer or director is successful on the merits in any such proceeding as to which such person is to be indemnified, we must indemnify him against all expenses incurred, including attorney's fees. With respect to a derivative action, indemnity may be made only for expenses actually and reasonably incurred in defending the proceeding, and if the officer or director is judged liable, only by a court order. The indemnification is intended to be to the fullest extent permitted by the laws of the State of Washington.

Regarding indemnification for liabilities arising under the Securities Act of 1933, as amended, which may be permitted to directors or officers pursuant to the foregoing provisions, we are informed that, in the opinion of the Securities and Exchange Commission, such indemnification is against public policy, as expressed in the Act and is, therefore, unenforceable.













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ITEM 11.     SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS.

Security Ownership of Certain Beneficial Owners

The following table sets forth, as of June 12, 2007, the beneficial shareholdings of persons or entities holding five percent or more of our common stock, our directors and executive officers individually, and our directors and officers as a group. Each person has sole voting and investment power with respect to the shares of common stock shown, and all ownership is of record and beneficial.

Amount and Nature ofName of Beneficial Owner
     Beneficial Owner (1)
     Percent of ClassJim Glavas
     12,312,500
     62.15%2366 West 12thAvenueVancouver, British ColumbiaCanada V6K 2N9CEO, President, CFO, Secretary,Treasurer, Principal AccountingOfficer and Director


All directors and executive officers as a group hold 12,312,500 common shares representing 62.15% (1 person).

Changes in Control

To the knowledge of management, there are no present arrangements or pledges of the Companys securities that may result in a change in control of the Company.

Securities Authorized for Issuance Under Compensatory Plans

The Company has no compensation plans (including individual compensation arrangements) under which securities are authorized for issuance.

ITEM 12.     CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.

No director, executive officer or nominee for election as a director of North American Natural Gas, Inc., and no owner of five percent or more of the Companys outstanding shares or any member of their immediate family has entered into or proposed any transaction in which the amount involved exceeds $60,000.







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ITEM 13.     EXHIBITS, AND REPORTS ON FORM 8-K.

|(a)                                         | Exhibits                                                                                             
|------------------------------------------- | -----------------------------------------------------------------------------------------------------
|                                           
|31.1                                        | Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002  Chief Executive and Chief  
|                                            | Financial Officer                                                                                    
|32.1                                        | Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-
|                                            | Oxley Act of 2002  Chief Executive and Chief Financial Officer                                      
|                                           
|Index to Exhibits Incorporated by Reference
|                                           
|3.1                                         | Articles of Incorporation (1)                                                                        
|3.2                                         | Certificate of Amendment to Certificate of Incorporation (2)                                         
|3.3                                         | Bylaws (3)                                                                                           
|10.1                                        | License Agreement dated April 13, 2000 between the Registrant and Vitamineralherb.com Corp. (4)      
|10.2                                        | Assignment of License Agreement dated April 13, 2000 between Frank Roberts and Registrant. (5)       
|10.3                                        | Promissory Note dated April 13, 2000 between Registrant and Vitamineralherb.com Corp. (6)            
|14.1                                        | Code of Ethics (7)                                                                                   

Exhibits Incorporated by Reference

(1)           Filed as an exhibit to Registrants SB2 Registration Statement on June 2, 2000 and incorporated herein by reference.(2)           Filed as an exhibit to Registrants Form 8K on March 25, 2003 and incorporated herein by reference. 
(3)           Filed as an exhibit to Registrants SB2 Registration Statement on June 2, 2000 and incorporated herein by reference.(4)           Filed as an exhibit to Registrants SB2 Registration Statement on June 2, 2000 and incorporated herein by reference.(5)           Filed as an exhibit to Registrants SB2 Registration Statement on June 2, 2000 and incorporated herein by reference.(6)           Filed as an exhibit to Registrants SB2 Registration Statement on June 2, 2000 and incorporated herein by reference.(7)           Filed as an exhibit to Registrants 10-KSB on July 21, 2005 and incorporated herein by reference.

(b) Reports on Form 8-K

None.













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ITEM 14.     PRINCIPAL ACCOUNTANT FEES AND SERVICES.

The following table sets forth fees for services Manning Elliott LLP, Chartered Accountants provided during fiscal years 2007 and 2006:

2007
     2006Audit Fees (1)
     $ 8,690
     $ 6,750Audit-related fees (2)
     -
     -Tax fees (3)
     $ 550
     $ 550All other fees (4)
     -
     -Total
     $ 9,240
     $ 7,300






|(1) | Represents fees for professional services provided in connection with the audit of the Companys annual financial statements and review of the Companys quarterly financial statements, advice on accounting matters that arose during the audit and audit services.                                                                                         
|--- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|(2) | During fiscal 2007 and 2006, the Company did not incur fees for assurance and related services that are reasonably related to the performance of the audit or review of financial statements and are not reported elsewhere.                                                                                                                                  
|(3) | Represents fees for services and advice provided in connection with the preparation of the Companys federal and state tax returns.                                                                                                                                                                                                                           
|(4) | During fiscal 2007 and 2006 the Company did not incur any other fees related to the Companys financial statements and other services provided.                                                                                                                                                                                                               
|   
|    | The Companys Board of Directors has determined that the provision of non-audit services by Manning Elliott LLP, Chartered Accountants, is compatible with maintaining Manning Elliotts independence, and none of such services were pre-approved pursuant to thede minimisexception provided in Section 10A(i)(1)(B) of the Securities Exchange Act of 1934.
|   
|    | The percentage of hours expended on the principal accountants engagement to audit our financial statements for the most recent fiscal year that were attributed to work performed by persons other than the principal accountants full time, permanent employees was 0%.                                                                                    
|   















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SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, on this 24th day of July, 2007.

NORTH AMERICAN NATURAL GAS, INC.(Registrant)BY:
     JIM GLAVASJim Glavas, President, Chief Executive and ChiefFinancial Officer and member of the Board ofDirectors
























































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