OMB APPROVALOMB Number: 3235-0416Expires: April 30, 2007Estimated average burdenhours per response . . . . . 182     UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549  FORM 10-QSB xQUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 30, 2007; or [
        ]TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ______________ to ______________ Commission File Number____000-4995___  TAO MINERALS LTD. (Exact Name of Small Business Issuer in Its Charter)  Nevada
        
        20-1682702(State or Other Jurisdiction of Incorporation or Organization)
        
        (I.R.S. Employer Identification Number)Officina 624, Empresarial Mall Ventura, Cra.32#1BSur 51, Medellin, Columbia(305) 726-0602(Address and telephone number of principal executive officesand principal place of business)   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.     YesxNo [   ]  Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). YesoNox  APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PRECEDING FIVE YEARS  Check whether the registrant filed all documents and reports required to be filed by section 12,13 or 15 of the Exchange Act after distribution of securities under a plan confirmed by a court                           [   ] APPLICABLE ONLY TO CORPORATE ISSUERS As of May 18, 2006, there were51,816,000shares of the issuers common stock and outstanding, par value $0.001. Transitional Small Business Disclosure Format (Check one):
        Yes [
        ]
        Nox         INDEX  PART 1
        FINANCIAL INFORMATION  Item 1
        Financial StatementsBalance Sheets as of April 30, 2007Statements of Operations for the three months ended April 30, 2007 and 2006, and for the period from September 23, 2004 (Date of inception) to April 30, 2007Statements of Cash Flows for the three months ended April 30, 2007 and 2006, and for the period September 23, 2004 (Date of inception) to April 30, 2007Notes to Financial StatementsItem 2
        Management Discussion and AnalysisItem 3
        Controls and Procedures   PART II.
        OTHER INFORMATION  Item 1
        Legal ProceedingsItem 2
        Unregistered Sales of Equity Securities and Use of ProceedsItem 3
        Defaults Upon Senior SecuritiesItem 4
        Submission of Matters to a Vote of Security HoldersItem 5
        Other InformationItem 6
        Exhibits and Reports on Form 8KSIGNATURES          TAO MINERALS LTD. (An Exploration Stage Company)  Unaudited Financial Statements    Index
        Page NumberBalance Sheet
        F-1Statements of Operations
        F-2Statements of Cash Flows
        F-3Notes to  Financial Statements
        F-4             TAO MINERALS LTD.
(An Exploration Stage Company)Balance SheetApril 30, 2007ASSETSCurrentCash
        $
        14,289Prepaids
        
        9,500Total current assets
        
        23,789Mineral PropertiesMineral Rights, net
        
        353,000Total Mineral Properties
        
        353,000Total assets
        
        $
        376,789LIABILITIESCurrentAccounts payable and accrued expenses
        $
        15,908Due to a related party
        
        3,000Stock issuance liability
        
        620,000Other accrued liabilities
        
        183,000Total current liabilities
        
        821,908Total Liabilities
        
        
        821,908STOCKHOLDERS EQUITYShare capitalAuthorized:Preferred stock
        $0.001parvalue1,000,000sharesauthorizedNone issued, allotted and outstanding:
        
        -Common stock
        $0.001parvalue,552,000,000sharesauthorizedIssued, allotted and outstanding:51,816,000
        shares of common stock
        
        51,816Additional paid-in capital
        
        58,095Deficit accumulated during exploration stage
        
        (555,030)Total stockholders equity
        
        (445,119)Total liabilities and stockholders equity
        $
        376,789The accompanying notes are an integral part of these financial statements.     F-1          TAO MINERALS LTD. (An Exploration Stage Company) Statements of Operations   From Inception Date of September 23, 2004 to Period Ended April 30, 2007
        For the three Months endedApril 30, 2007
        For the threeMonths endedApril 30, 2006OPERATING EXPENSESExploration expenses
        $
        113,550
        $
        -
        $
        -Professional fees
        
        194,573
        
        7,175
        
        14,902Consulting fees
        
        175,850
        
        39,000
        
        13,000General and administrative
        
        18,412
        
        550
        
        27, 362Total Operating Expenses
        
        502,385
        
        46,725
        
        55,264LOSS FROM OPERATIONS
        4
        (502,385)
        
        (46,725)
        
        (55,264)OTHER EXPENSEForeign currency translation gain(loss)
        
        1,531
        
        -
        
        -Net Loss for the Period
        $
        (500,854)
        $
        (46,725)
        $
        (55,264)LOSS PER SHARE  BASIC AND FULLY DILUTED
        $
        0.00
        $
        0.00WEIGHTED AVERAGE NUMBER OF ISSUED SHARES BASIC and FULLY DILUTED
        51,816,000
        61,341,000  The accompanying notes are an integral part of these financial statements.      F-2          TAO MINERALS LTD. (An Exploration Stage Company) Statements of Cash Flows  From Inception Date of September 23, 2004 to April 30, 2007
        For the Three Months ended April 30, 2007
        For the Three Months ended April 30, 2006Cash Provided by (Used for) Operating ActivitiesNet  loss for the period
        $
        (500,854)
        $
        (46,725)
        $
        (55,264)Changes in non-cash working capital items
        
        
        
        
        
        -Accounts payable and accrued
        
        98,908
        
        9,570
        
        33,867Prepaid expenses
        
        (9,500)
        
        8,000
        
        (3,500)Increase in due from related party
        
        3,000
        
        -
        
        -Subscription receivable
        
        425
        
        -
        
        -Cash used by operations
        
        (408,021)
        
        (29,155)
        
        (24,897)Investing ActivitiesPurchase of mineral rights
        
        (253,000)
        
        -
        
        (150,000)Cash used by investing activities
        
        (253,000)
        
        -
        
        (150,000)Financing ActivitiesIssuance of debt
        
        620,000
        
        -
        
        250,000Issuance of common stock for cash
        
        55,310
        
        -
        
        -Cash provided by financing activities
        
        675,310
        
        -
        
        250,000Cash Increase (Decrease) During the Period
        
        14,289
        
        (29,155)
        
        75,103Cash, Beginning of Period
        
        
        
        43,444
        
        2,361Cash and Equivalent, End of Period
        $
        14,289
        $
        14,289
        $
        77,464During the quarters ended April 30, 2007 and 2006 the Company did not pay any cash for interest or taxes.     The accompanying notes are an integral part of these financial statements.  F-5         TAO MINERALS LTD (An Exploration Stage Company) Notes to Financial Statements For the period ended April 30, 2007  1.
        Organization and Summary of Significant Accounting Policies  Nature of Operations and Going Concern  Tao Minerals, Ltd. (an exploration stage company) (the Company) was incorporated under the laws of the State of Nevada on September 23, 2004.  The Company is natural resource exploration company with an objective of acquiring, exploring and if warranted and feasible, developing natural resource properties.  As reflected in the accompanying financial statements, the Company is in the exploration stage and has a cumulative negative cash flows from operations of $408,021since inception and losses of $46,725 for the three month period ended April 30, 2007.  This raises substantial doubt about its ability to continue as a going concern.  The ability of the Company to continue as a going concern is dependent on the Companys ability to raise additional capital and implement its business plan.  The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.  Management believes that actions presently being taken to obtain additional funding and implement its strategic plans provide the opportunity for the Company to continue as a going concern.  The financial statements for the three months ended April 30, 2007 and 2006, and for the period from September 23, 2004 (inception) to April 30, 2007, together with the balance sheet as of April 30, 2007 included herein have not been audited by the Companys independent public accountants.  In the opinion of management, all adjustments necessary to present fairly the financial position at April 30, 2007 and the results of operations and cash flows for the periods presented herein have been made.  The financial statements included herein have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission.  Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been omitted pursuant to such regulations.  These financial statements should be read in conjunction with the financial statements and notes thereto included in the Companys Annual Report on Form 10-KSB for the year ended January 31, 2007.  The financial statements of the Company have been prepared in accordance with accounting  principles  generally  accepted in the United States of America.  Because a precise determination of many assets and liabilities is dependent upon future events, the preparation of financial  statements for a period  necessarily  involves the use of estimates  which have been made  using  careful  judgment.  Actual results  may  vary  from  these estimates. Prior periods have been adjusted to conform with the presentation of the financial statements ended April 30, 2007.        Item 2.Managements Discussion and Analysis and Plan of Operation. FORWARD-LOOKING STATEMENTS  This quarterly 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, including the risks in the section entitled Risk Factors, that may cause our or our industrys actual results, levels of activity, performance or achievements to be materially different from any future results, levels
of activity, performance or achievements expressed or implied by these forward-looking statements.  Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements. Except as required by applicable law, including the securities laws of the United States, we do not intend to update any of the forward-looking statements to conform these statements to actual results.  Our financial statements are stated in United States dollars and are prepared in accordance with United States generally accepted accounting principles. The following discussion should be read in conjunction with our  financial statements and the related notes that appear elsewhere in this quarterly report.  In this quarterly report, unless otherwise specified, all references to common shares refer to the common shares in our capital stock and the terms we, us and our mean Tao Minerals Ltd.. Overview We are in the mineral resource business. This business generally consists of three stages: exploration, development and production. Mineral resource companies that are in the exploration stage have not yet found mineral resources in commercially exploitable quantities, and are engaged in exploring land in an effort to discover them. Mineral resource companies that have located a mineral resource in commercially exploitable quantities and are preparing to extract that resource are in the development stage, while those engaged in the extraction of a known mineral resource are in the production stage. Our company is in the exploration stage. Mineral resource exploration can consist of several stages. The earliest stage usually consists of the identification of a potential prospect through either the discovery of a mineralized showing on that property or as the result of a property being in proximity to another property on which exploitable resources have been identified, whether or not they are or have in the past been extracted. After the identification of a property as a potential prospect, the next stage would usually be the acquisition of a right to explore the area for mineral resources. This can consist of the outright acquisition of the land or the acquisition of specific, but limited, rights to the land (e.g., a license, lease or concession). After acquisition, exploration would probably begin with a surface examination by a prospector or professional geologist with the aim of identifying areas of potential mineralization, followed by detailed geological sampling and mapping of this showing with possible geophysical and geochemical grid surveys to establish whether a known trend of mineralization continues through un-exposed portions of the property (i.e., underground), possibly trenching in these covered areas to allow sampling of the underlying rock. Exploration also commonly includes systematic regularly spaced drilling
in order to determine the extent and grade of the mineralized system at depth and over a given area, as well as gaining underground access by ramping or shafting in order to obtain bulk samples that would allow one to determine the ability to recover various commodities from the rock. Exploration might culminate in a feasibility study to ascertain if the mining of the minerals would be economic. A feasibility study is a study that reaches a conclusion with respect to the economics of bringing a mineral resource to the production stage. Our mineral resource properties consist of exploration claims located in Nevada (Whale Mine property) and in Colombia (Risaldo La Golondrina D14-082 mineral property located in Narino, Colombia). There is no assurance that a commercially viable mineral deposit exists on any of our properties, and further exploration is required before we can evaluate whether any exist and, if so, whether it would be economically and legally feasible to develop or      exploit those resources. Even if we complete our current exploration program and we are successful in identifying a mineral deposit, we would be required to spend substantial funds on further drilling and engineering studies before we could know whether that mineral deposit will constitute a reserve (a reserve is a commercially viable mineral deposit). Please refer to the section entitled Risk Factors, of this quarterly report on Form 10-QSB, for additional information about the risks of mineral exploration. PLAN OF OPERATIONS AND CASH REQUIREMENTS We are an exploration stage company that has not yet generated or realized any revenues from our business operations. We have concentrated our recent exploration efforts on the La Golondrina Property in Colombia and we intend to focus primarily on this property over the ninee month period ending January 31, 2008. There is no assurance that a commercially viable mineral deposit exists on any of our properties, including the La Golondrina Property, or that we will be able to identify any mineral resource on any of these properties that can be developed profitably. Even if we do discover commercially exploitable levels of mineral resources on any of our properties there can be no assurance that we will be able to enter into commercial production of our mineral properties: Golondria Gold-Silver Project Acquisition, Location and Access On February 1, 2006 we executed a letter agreement with Primecap Resources and Nueva California S.A., concerning the acquisition of an interest in the Risaraldo La Golondrina D14-082 property located in Narino, Colombia. On March 5, 2006, we entered into an Assignment Agreement dated effective February 28, 2006 (the Definitive Agreement), with Primecap Resources Inc., of Las Vegas, Nevada, (Primecap), concerning the acquisition of Primecaps option (the Option), to acquire a 100% interest in the Risaldo La Golondrina D14-082 mineral property located in Narino, Colombia (the Property). Primecap had been granted the Option by Nueva California S.A., of Medellin, Colombia, pursuant to the terms and conditions of a Heads of Agreement dated August 23, 2004 (the HOA). The Definitive Agreement provides for the assignment of the Option for the following consideration: 1.
        Payment of US$150,000, payable on or before March 15, 2006 and upon execution of the Definitive Agreement; and 2.
        The issuance of 2,500,000 common shares in the capital stock of the company, subject to applicable trading restrictions, to Nueva California which will be issued either contemporaneous with the payment of US$150,000 or within 14 days of the execution of a Definitive Agreement, whichever is the earlier. In addition, we will assume Primecaps financial obligations under the HOA. On March 15, 2006, we entered into an amending agreement (the Amending Agreement) which agreement amended certain terms of the Definitive Agreement.  The Amending Agreement provides for an extension to the payment terms such that the $150,000 payment time of March 15, 2006 was extended to April 15, 2006.  The payment was made on April 10, 2006.  On April 21, 2006 we issued 2,500,000 common shares to Nueva California SA pursuant to the terms of the Definitive Agreement. The property is located within a mixture of small-scale mining and small-scale agricultural lands.  Limited accommodations and supplies are available in Sotomayor, while Pasto acts as the main supply centre. The property is accessible from Sotomayor by a one-lane gravel road for the first four kilometres and then by a 1 kilometre ATV trail. Access to Sotomayor is from Pasto by a secondary gravel road, with travel time estimated to be 4 hrs. Transportation to Sotomayor is available in Pasto. The gravel roads are suitable for movement of heavy equipment.        ESTIMATED BUDGET, PHASE 1 PROGRAM Chronological Schedule  WeeksItem
        Labour
        1
        2
        3
        4
        5
        6
        7
        8
        9
        101
        Historical data
        X2
        Environmental Review
        
        X
        
        X
        
        X3
        Regional Geological Mapping
        
        
        X4
        Stream Sediment Geochemistry
        
        
        
        X5
        Detailed Geological Mapping
        
        
        
        
        X
        X
        X6
        Underground Sampling
        
        
        
        
        
        X
        X7
        Soil Geochemistry
        
        
        
        X8
        Trench Sampling
        
        
        
        
        
        
        
        X9
        Rock Sampling (Prospecting)
        
        
        X10
        Sample Preparation/Analysis
        
        
        
        X
        
        
        X
        X
        X11
        Report
        
        
        
        
        
        
        
        
        
        X     Expense Schedule   ITEM
        
        #
        Cost/wk
        # Wks
        $US/day
        Total $US
        Comments1
        Senior Geologist
        1
        $1400
        6
        $200
        $84002
        Junior Geologist
        2
        $875
        6
        $125
        $105003
        Labourers
        6
        $140
        6
        $7
        $50404
        Stream sample Analysis
        50
        
        
        $20/sample
        $1000
        ICP+AuFA5
        Soil sample analysis
        50
        
        
        $20/sample
        $1000
        ICP+AuFA6
        Underground sample analysis
        200
        
        
        $20/sample
        $4000
        ICP+AuFA7
        Trenching/backhoe
        1
        $1500
        1
        $45/hr
        $1500
        RetroCAT1008
        Food
        9
        $180
        6
        $20
        $97209
        Transportation
        1
        $400
        6
        
        $2400
        Campero 4X410
        Accommodation
        9
        $35
        6
        $5
        $189011
        OfficeManagement-local
        1
        $1000
        3
        
        $100012
        Administration-Medellin
        1
        $1000
        12
        $4000/mo
        $6000TOTAL
        
        
        
        
        $52,450 The proposed program is exploratory in nature as there are no proven reserves currently.         History Historically gold has been mined in the country since pre-Columbian times. Exploration of the Sierra Nevada de Santa Marta area, along the north coast of the country, was conducted by Alonso de Ojeda, one of the companions of Columbus. His work revealed the large amounts of precious metals held by the local Indians and led to the rapid Spanish colonization of the west coast and interior of South America. Much of Colombia was thus conquered and a number of towns established by 1539. Pasto was founded in 1537. From that time the population has spread out along the major river valleys, searching for land to cultivate and precious metals to mine, eventually reaching the valleys of tributaries of the Rio Pacual, where the town of Sotomayor was established. There are no government records of historical mining activity in the area of the Golondrina property The Golondrina property was acquired by Colombian mining company Barro Blanco S.A Barro Blanco S.A. also acquired the Nueva Esparta property which lies approximately 4 kilometres to the east. Several other properties exist in the area of these two properties. Latingold optioned several properties from Barro Blanco S.A. and carried out exploration on those properties. This work included surface and underground mapping and sampling, as well as a Lithium-Bismuth surface geochemical survey. In 1998 Latingold abandoned its option. Property Geology The Golondrina Gold-Silver property is underlain by Dagua Group fine-grained layered quartzites (siliceous clastic sediments) of Cretaceous age.  These contain minor basalt flows and diabase dikes of the same age.  Intruded into these sediments is a small (2 km X 0.5 km) biotite-hornblende tonalite body of Tertiary age.  It is associated with the larger Vergel STock, which is found 7 kilometers to the northwest.  The intrusion has a 100 meter wide hornfelsed contact aureole against the sediments. Mineralization on the Golondrina Project is confined to milky white quartz veins which contain disseminated sulphides.  These sulphides include pyrite, chalcopyrite (copper) and galena (lead).  Vein widths range between 5 and 50 centimeters. We have not found any other mineral properties either for staking or purchasing but will seek other mineral properties during the next year so to diversify our holdings.  Any staking and/or purchasing of mineral properties may involve the issuance of substantial blocks of our shares.  We have no intentions of purchasing for cash or other considerations any mineral properties from our officers and/or directors. The Whale Mine Claims Acquisition and Location On October 22, 2004 entered into a purchase and sale agreement with Multimetal Mining Corp. of Las Vegas, to acquire a 100% interest in two mineral claims collectively known as the Whale Mine property which consist of two state mineral claims comprising of 40 acres.  A mineral claim refers to a specific section of land over which a title holder owns rights to exploration in the ground.  These claims are registered in the name of Multimetal Mining Corp. and are in good standing. In order to maintain title to the While Mine claims subsequent to this date, we must conduct at least $100 in exploration on each claim per year and file proof of labor with the State by September 1 of each successive year.  In addition, a maintenance fee of $100 per annum is required by the Federal Bureau of Land Management. Multimetal Mining Corp. holds these claims on our behalf. Multimetal Mining Corp. does not retain any right to the claims. There are no underlying interests in the property The Whale Mine claims are located in the Yellow Pine Mining District, Nevada, located 30 miles southwest of Las Vegas, Nevada and approximately six miles west of Goodsprings of the western slopes of the Spring Mountains. The typically desert climate makes for relatively high temperatures and low precipitation.  The property lies in a region of moderate rolling hills with local incised narrow canyons.  Elevations locally range from 3200 feet to 4300 feet.  Vegetation consists mainly of desert shrubs and cactus.  Sources of water are available from valley wells.        Specifics of the claims are as follows:  Claim Name
        Mining District
        Co-ordinatesWhale 1
        Yellow Pine, Clark County, NV
        35 Degree 48 N Latitude115 Degree 31 W LongitudeWhale 2
        Yellow Pine, Clark County, NV
        35 Degree 48 N Latitude115 Degree 31 W Longitude History The Whale Mine claims were first discovered in 1904. Between 1912 and 1943, a recorded 339,727 pounds of zinc, 40,642 pounds of lead and 202 ounces of silver were recovered from the property. Since 1964, the area has been mainly dormant. In 1981, the property and surrounding area were explored by VLF-EM and geochemical surveys but results were unavailable. There is no equipment or other infrastructure facilities located on the Whale Mine claims. VLF-EM surveys consist of two separate surveys: very low frequency and electromagnetic surveys. Very low frequency surveys use radio waves to determine whether rocks on a mineral property conduct electricity. Almost all of the precious and base metals that we seek are above average conductors of electricity and will affect VLF readings. Electro magnetic surveys involve measuring the strength of the earths magnetic field. Variations in the magnetic readings on a property may indicate the increased likelihood of precious or base minerals in the area. Geochemical surveys consist of the collection of chip samples and grab samples from property areas with the most potential to host economically significant mineralization based on past exploration results. Grab samples are soil samples or pieces of rock that appear to contain precious metals such as gold and silver, or industrial metals such as zinc and lead. All samples gathered will be sent to a laboratory where they are crushed and analyzed for metal content. There is no exploration currently being conducted on the Whale Mine claims. We expect to commence an initial phase of exploration on the claims in the summer or fall of 2007. To date, we have not incurred any exploration expenditures on the claims. We made a cash payment of $3,000 to the owner of the claims in order to acquire them. Property Geology The principal ores of the Whale Mine claims are the oxidized zinc, lead and silver ores. They contain smithsonite, cerussite and galena with small amounts of other minor ores with variable silver contents. Smithsonite, also known as zinc carbonate, is a zinc bearing rock that is typically green in color. Cerussite, or lead carbonate, is a dense, clear, lead-bearing rock. Galena, or lead sulfide, is a silver-gray, silver and lead ore. Some galena occurrences may contain up to 1% silver in place of lead. Geological Assessment Report We retained Mr. William G. Timmins, a professional engineer, to complete an initial evaluation of the property and to prepare a geological summary report on the Whale Mine property. He most recently attended the property in August 2004. Based on his review of data relating to the Whale Mine property, Mr. Timmins concluded that the Whale Mine property warrants further exploration, given the previous discovery of significant grades of zinc, lead and silver mineralization. He recommends a two-phase exploration program to further evaluate the Property. Phase I would consist of compiling past exploration data and sampling areas of the property that were previously explored. Sampling consists of a consulting geologist gathering soil or pieces of rock that appear to contain precious metals such as gold and silver. All samples gathered are sent to a laboratory where they are crushed and analyzed for      metal content. By analyzing past exploration data relating to the property, our consulting geologist will be able to identify specific areas of the claims that have the greatest potential to host economic mineralization. Subsequent exploration will be focused on such areas. Phase II would consist of geological mapping and geophysical test surveys. Geological mapping involves plotting previous exploration data relating to the Whale Mine Property on a map in order to determine the best property locations to conduct subsequent exploration work. Geophysical surveying is the search for mineral deposits by measuring the physical property of near-surface rocks, and looking for unusual responses caused by the presence of mineralization. Electrical, magnetic, gravitational, seismic and radioactive properties are the ones most commonly measured. These surveys will provide us with information about the rocks that lie below that surface of the property and allow us to determine whether certain mineralization found on the exposed rocks may continue at depth. Accessibility Access to the area is by Interstate Highway 15 from Las Vegas southwest to Jean.  Goodsprings is accessible by paved road from Jean, a distance of seven miles to the northwest, travel west along a paved road for about six miles towards the village of Sandy, then a short dirt road to the main workings of the property. Infrastructure There is no power source located on the Whale Mine claims.  We will need to use portable generators if we require a power source for the exploration of the property. Budget Approximate costs for the recommended two phase program are as following:  Phase One:Geological Mapping:
        $10,000.00Geological geophysical surveys:
        $5,000.00Trenching and Sampling:
        $10,000.00Mobilization and Demobilization:
        $3,000.00Reports, Maps, etc:
        $2,000.00Lodging, etc:
        $2,000.00Contingency:
        $4,000.00Total Phase I Costs:
        $36,000.00Phase Two:Diamond Drilling:Estimated: 2000 Ft @ $35Ft
        $70,000.00Mobilization and Demobilization:
        $10,000.00Reports, Assays, etc:
        $10,000.00Contingency:
        $15,000.00Total Phase II Costs:
        $105,000.00Total Program Costs:
        $141,000.00 Phase one of the recommended geological program will be funded from borrowings . Most of the fees during phase one will be for the initial mapping, surveys and sampling on the property. In order to proceed with the Phase two exploration program, we will need to raise additional capital. We anticipate that additional funding will be required in the form of equity financing from the sale of our common stock. However, we cannot provide investors with any      assurance that we will be able to raise sufficient funding from the sale of our common stock to fund the second phase of the exploration program. We do not have any arrangements in place for any future equity financing. We intend to retain William Timmins, a professional geologist, to undertake the proposed exploration on the Whale Mine claims given his familiarity with the property area. We do not have any verbal or written agreement regarding the retention of Mr. Timmins for this exploration program, though he has indicated that if he is available, he is prepared to provide his services. Mr. Timmins will provide us with the potential costs for compliance and environmental costs when he prepares his report. Compliance with Government Regulation We will be required to comply with all regulations, rules and directives of governmental authorities and agencies applicable to the exploration of minerals in the United States generally, and in Nevada specifically. We will have to sustain the cost of reclamation and environmental mediation for all exploration work undertaken. The amount of these costs is not known at this time as we do not know the extent of the exploration program that will be undertaken beyond completion of the currently planned work programs. Because there is presently no information on the size, tenor, or quality of any resource or reserve at this time, it is impossible to assess the impact of any capital expenditures on earnings or our competitive position in the event a potentially economic deposit is discovered. If we enter into production, the cost of complying with permit and regulatory environment laws will be greater than in the exploration phases because the impact on the project area is greater. Permits and regulations will control all aspects of any production program if the project continues to that stage because of the potential impact on the environment. Examples of regulatory requirements include:  
        Water discharge will have to meet water standards;
        Dust generation will have to be minimal or otherwise re- mediated;
        Dumping of material on the surface will have to be re- contoured and re-vegetated;
        An assessment of all material to be left on the surface  will need to be environmentally benign;
        Ground water will have to be monitored for any potential  contaminants;
        The socio-economic impact of the project will have to be  evaluated and if deemed negative, will have to be re- mediated; and,
        There will have to be  an  impact  report  of  the  work  on  the  local fauna and flora.  Financial Condition, Liquidity and Capital Resources Our principal capital resources have been through the issuance of common stock, although we may use shareholder loans, advances from related parties, or borrowing in the future. At April 30, 2007, we had working capital deficit of ($798,118), compared to a working capital deficit of ($207,022) as at April 30, 2006. At April 30, 2007, our total current assets were $23,789 which consisted of cash and prepaid expenses, compared to total current assets of $80,964 as at April 30, 2006. At April 30, 2007, our total current liabilities were $821,908, including $620,000 from a financing received without issuing common stock, compared to total current liabilities of $287,986 as at April 30, 2006. For the three month period ended October 31, 2006, we posted losses of $46,725 compared to $55,264 for the three months ended April 30, 2006 and to $500,854 since incorporation. At April 30, 2007, we had cash on hand of $14,289 compared to $77,464 as at April 30, 2006.        Cash Requirements We will require additional funds to implement our growth strategy in exploration operations.  These funds may be raised through equity financing, debt financing, or other sources, which may result in further dilution in the equity ownership of our shares.  There is still no assurance that we will be able to maintain operations at a level sufficient for an investor to obtain a return on his investment in our common stock.  Further, we may continue to be unprofitable. Going Concern Due to our being an exploration stage company and not having generated revenues, in their Notes to our financial statements for the year ended January 31, 2007, our independent auditors included an explanatory paragraph regarding concerns about our ability to continue as a going concern. We have historically incurred losses, and through April 30, 2007 have incurred losses of $500,854 from our inception. Because of these historical losses, we will require additional working capital to develop our business operations. We intend to raise additional working capital through private placements, public offerings, bank financing and/or advances from related parties or shareholder loans. The continuation of our business is dependent upon obtaining further financing and achieving a break even or profitable level of operations. The issuance of additional equity securities by us could result in a significant dilution in the equity interests of our current or future stockholders. Obtaining commercial loans, assuming those loans would be available, will increase our liabilities and future cash commitments. There are no assurances that we will be able to either (1) achieve a level of revenues adequate to generate sufficient cash flow from operations; or (2) obtain additional financing through either private placements, public offerings and/or bank financing necessary to support our working capital requirements. To the extent that funds generated from operations and any private placements, public offerings and/or bank financing are insufficient, we will have to raise additional working capital. No assurance can be given that additional financing will be available, or if available, will be on terms acceptable to us. If adequate working capital is not available we may not increase our operations. These conditions raise substantial doubt about our ability to continue as a going concern. The financial statements do not include any adjustments relating to the recoverability and classification of asset carrying amounts or the amount and classification of liabilities that might be necessary should we be unable to continue as a going concern. Risks Associated With Our Business We have a limited operating history and as a result there is no assurance we can operate on a profitable basis. We have a limited operating history and must be considered in the exploration stage. Our company's operations will be subject to all the risks inherent in the establishment of an exploration stage enterprise and the uncertainties arising from the absence of a significant operating history.  Potential investors should be aware of the difficulties normally encountered by mineral exploration companies and the high rate of failure of such enterprises.  The likelihood of success must be considered in light of the problems, expenses, difficulties, complications and delays encountered in connection with the exploration of the mineral properties that we plan to undertake.  These potential problems include, but are not limited to, unanticipated problems relating to exploration, and additional costs and expenses that may exceed current estimates.  The expenditures to be made by us in the exploration of the mineral
claims may not result in the discovery of mineral deposits.  Problems such as unusual or unexpected formations of rock or land and other conditions are involved in mineral exploration and often result in unsuccessful exploration efforts.  If the results of our exploration do not reveal viable commercial mineralization, we may decide to abandon our claims and acquire new claims for new exploration or cease operations.  The acquisition of additional claims will be dependent upon us possessing capital resources at the time in order to purchase such claims.  If no funding is available, we may be forced to abandon our operations.  No assurance can be given that we may be able to operate on a profitable basis. If we do not obtain additional financing, our business will fail and our investors could lose their investment. We had cash in the amount of $110,947 and working capital deficit of $505,411 as of the period ended October 31, 2006. We currently do not generate revenues from our operations. Our business plan calls for substantial investment      and cost in connection with the acquisition and exploration of our mineral properties currently under lease and option. Any direct acquisition of the claim under lease or option is subject to our ability to obtain the financing necessary for us to fund and carry out exploration programs on the properties. The requirements are substantial. We do not currently have any arrangements for additional financing and we can provide no assurance to investors that we will be able to find such financing if required. Obtaining additional financing would be subject to a number of factors, including market prices for minerals, investor acceptance of our properties, and investor sentiment. These factors may make the timing, amount, terms or conditions of additional financing unavailable to us. The most likely source of future funds presently available to us is through the sale of equity capital and loans. Any sale of
share capital will result in dilution to existing shareholders. Because there is no assurance that we will generate revenues, we face a high risk of business failure. We have not earned any revenues as of the date of this annual report and have never been profitable. We do not have an interest in any revenue generating properties. We were incorporated in September 2004 and to date have been involved primarily in organizational activities and limited exploration activities. Prior to our being able to generate revenues, we will incur substantial operating and exploration expenditures without realizing any revenues. We therefore expect to incur significant losses into the foreseeable future.  We have limited operating history upon which an evaluation of our future success or failure can be made. Our net loss from inception to our year ended January 31, 2006 was $54,493. We have incurred additional losses for the nine month period ended October 3, 2006 of $253,653. We recognize that if we are unable to generate significant revenues from our activities, we will not be able
to earn profits or continue operations. Based upon current plans, we also expect to incur significant operating losses in the future.  We cannot guarantee that we will be successful in raising capital to fund these operating losses or generate revenues in the future.  We can provide investors with no assurance that we will generate any operating revenues or ever achieve profitable operations.  If we are unsuccessful in addressing these risks, our business will most likely fail and our investors could lose their investment. Because of the speculative nature of the exploration of natural resource properties, there is substantial risk that this business will fail. There is no assurance that any of the claims we explore or acquire will contain commercially exploitable reserves of minerals. Exploration for natural resources is a speculative venture involving substantial risk. Hazards such as unusual or unexpected geological formations and other conditions often result in unsuccessful exploration efforts. We may also become subject to significant liability for pollution, cave-ins or hazards, which we cannot insure or which we may elect not to insure. Our foremost project is located in Colombia where mineral exploration activities may be affected in varying degrees by political and government regulations which could have a negative impact on our ability to continue our operations. Certain projects in which we have interests are located in Colombia.  Mineral exploration activities in Colombia may be affected in varying degrees by political instabilities and government regulations relating to the mining industry.  Any changes in regulations or shifts in political conditions are beyond our control and may adversely affect our business.  Operations may be affected in varying degrees by government regulations with respect to restrictions on production, price controls, export controls, income taxes, expropriations of property, environmental legislation and mine safety.  The status of Colombia as a developing country may make it more difficult for us to obtain any required financing for our projects.  The effect of all these factors cannot be accurately predicted.  Notwithstanding the progress achieved in restructuring Colombia political institutions and revitalizing its economy, the
present administration, or any successor government, may not be able to sustain the progress achieved.  While the Colombian economy has experienced growth in recent years, such growth may not continue in the future at similar rates or at all.  If the economy of Colombia fails to continue its growth or suffers a recession, we may not be able to continue our operations in that country.  We do not carry political risk insurance. If we cannot compete successfully for financing and for qualified managerial and technical employees, our exploration program may suffer. Our competition in the mining industry includes large established mining companies with substantial capabilities and with greater financial and technical resources than we have.  As a result of this competition, we may be unable to acquire additional financing on terms we consider acceptable.  We also compete with other mining companies in the      recruitment and retention of qualified managerial and technical employees.  If we are unable to successfully compete for financing or for qualified employees, our exploration program may be slowed down or suspended. There are no known reserves of minerals on our mineral claims and we cannot guarantee that we will find any commercial quantities of minerals. We have not found mineral reserves on our claims and there can be no assurance that any of the mineral claims we are exploring contain commercial quantities of any minerals.  Even if we identify commercial quantities of minerals in any of our claims, there can be no assurance that we will be able to exploit the reserves or, if we are able to exploit them, that we will do so on a profitable basis. If we are unable to hire and retain key personnel, we may not be able to implement our business plan. Our success is also largely dependent on our ability to hire highly qualified personnel. This is particularly true in highly technical businesses such as mineral exploration. These individuals are in high demand and we may not be able to attract the personnel we need. In addition, we may not be able to afford the high salaries and fees demanded by qualified personnel, or may lose such employees after they are hired. Failure to hire key personnel when needed, or on acceptable terms, would have a significant negative effect on our business. Inability of our officers and directors to devote sufficient time to the operation of the business may limit our company's success. Presently some of our officers and directors allocate only a portion of their time to the operation of our business. If the business requires more time for operations than anticipated or the business develops faster than anticipated, the officers and directors may not be able to devote sufficient time to the operation of the business to ensure that it continues as a going concern. Even if this lack of sufficient time of our management is not fatal to our existence, it may result in limited growth and success of the business. Because of the inherent dangers involved in mineral exploration, there is a risk that we may incur liability or damages as we conduct our business. The exploration of valuable minerals involves numerous hazards. As a result, we may become subject to liability for such hazards, including pollution, cave-ins and other hazards against which we cannot insure or against which we may elect not to insure. The payment of such liabilities may have a material adverse effect on our financial position. Our independent certified public accounting firm, in their Notes to the audited financial statements for the year ended January 31, 2006 states that there is a substantial doubt that we will be able to continue as a going concern. Our former independent certified public accounting firm, De Leon & Company, state in their Notes to the audited financial statements for the year ended January 31, 2006, that we have experienced significant losses since inception.  Failure to arrange adequate financing on acceptable terms and to achieve profitability would have an adverse effect on our financial position, results of operations, cash flows and prospects, there is a substantial doubt that we will be able to continue as a going concern. Because the probability of an individual prospect ever having reserves is extremely remote, any funds spent on exploration will probably be lost. The probability of an individual prospect ever having reserves is extremely remote. In all probability our properties do not contain any reserves. As such, any funds spent on exploration will probably be lost which result in a loss of your investment. We are subject to various government regulations and environmental concerns. We are subject to various government and environmental regulations.  Permits from a variety of regulatory authorities are required for many aspects of exploration, mining operations and reclamation.  We cannot predict the extent to which future legislation and regulation could cause additional expense, capital expenditures, restrictions, and delays in the development of our U.S. or Colombian properties, including those with respect to unpatented mining claims.        Our activities are not only subject to extensive federal, state and local regulations controlling the exploration and mining of mineral properties, but also the possible effects of such activities upon the environment.  Future legislation and regulations could cause additional expense, capital expenditures, restrictions and delays in the development of our properties, the extent of which cannot be predicted.  Also, as discussed above, permits from a variety of regulatory authorities are required for many aspects of mine operation and reclamation.  In the context of environmental permitting, including the approval of reclamation plans, we must comply with known standards, existing laws and regulations that may entail greater or lesser costs and delays, depending on the nature of the activity to be permitted and how stringently the regulations are implemented by the permitting authority.  We are not
presently aware of any specific material environmental constraint affecting our properties that would preclude the economic development or operation of any specific property. If we become more active on our properties, it is reasonable to expect that compliance with environmental regulations will increase our costs.  Such compliance may include feasibility studies on the surface impact of the our proposed operations; costs associated with minimizing surface impact, water treatment and protection, reclamation activities, including rehabilitation of various sites, on-going efforts at alleviating the mining impact on wildlife, and permits or bonds as may be required to ensure our compliance with applicable regulations.  It is possible that the costs and delays associated with such compliance could become so prohibitive that we may decide to not proceed with exploration, development, or mining operations on any of our mineral properties. Risks Associated with Our Common Stock Trading on the OTC Bulletin Board may be volatile and sporadic, which could depress the market price of our common stock and make it difficult for our stockholders to resell their shares. Our common stock is quoted on the OTC Bulletin Board service of the National Association of Securities Dealers.  Trading in stock quoted on the OTC Bulletin Board is often thin and characterized by wide fluctuations in trading prices, due to many factors that may have little to do with our operations or business prospects.  This volatility could depress the market price of our common stock for reasons unrelated to operating performance.  Moreover, the OTC Bulletin Board is not a stock exchange, and trading of securities on the OTC Bulletin Board is often more sporadic than the trading of securities listed on a quotation system like Nasdaq or a stock exchange like Amex.  Accordingly, shareholders may have difficulty reselling any of the shares. Our stock is a penny stock.  Trading of our stock may be restricted by the SECs penny stock regulations and the NADSDs sales practice requirements, which may limit a stockholders ability to buy and sell our stock. Our stock is a penny stock.  The Securities and Exchange Commission has adopted Rule 15g-9 which generally defines penny stock to be any equity security that has a market price (as defined) less than $5.00 per share or an exercise price of less than $5.00 per share, subject to certain exceptions.  Our securities are covered by the penny stock rules, which impose additional sales practice requirements on broker-dealers who sell to persons other than established customers and accredited investors.  The term accredited investor refers generally to institutions with assets in excess of $5,000,000 or individuals with a net worth in excess of $1,000,000 or annual income exceeding $200,000 or $300,000 jointly with their spouse.  The penny stock rules require a broker-dealer, prior to a transaction in a penny stock not otherwise exempt from the rules, to deliver a standardized
risk disclosure document in a form prepared by the SEC which provides information about penny stocks and the nature and level of risks in the penny stock market.  The broker-dealer also must provide the customer with current bid and offer quotations for the penny stock, the compensation of the broker-dealer and its salesperson in the transaction and monthly account statements showing the market value of each penny stock held in the customers account.  The bid and offer quotations, and the broker-dealer and salesperson compensation information, must be given to the customer orally or in writing prior to effecting the transaction and must be given to the customer in writing before or with the customers confirmation.  In addition, the penny stock rules require that prior to a transaction in a penny stock not otherwise exempt from these rules, the broker-dealer must make a special written determination that the penny stock is a suitable investment for the purchaser and receive
the purchasers written agreement to the transaction.  These disclosure requirements may have the effect of reducing the level of trading activity in the secondary market for the stock that is subject to these penny stock rules.  Consequently, these penny stock rules may affect the ability of broker-dealers to trade our securities.  We believe that the penny stock rules discourage investor interest in and limit the marketability of our common stock.        In addition to the penny stock rules promulgated by the Securities and Exchange Commission, the NASD has adopted rules that require that in recommending an investment to a customer, a broker-dealer must have reasonable grounds for believing that the investment is suitable for that customer.  Prior to recommending speculative low priced securities to their non-institutional customers, broker-dealers must make reasonable efforts to obtain information about the customers financial status, tax status, investment objectives and other information.  Under interpretations of these rules, the NASD believes that there is a high probability that speculative low priced securities will not be suitable for at least some customers.  The NASD requirements make it more difficult for broker-dealers to recommend that their customers buy our common stock, which may limit your ability to buy and sell our stock. Other Risks Because some of our officers and directors are located in non-U.S. jurisdictions, you may have no effective recourse against the non U.S. officers and directors for misconduct and may not be able to enforce judgment and civil liabilities against our officers, directors, experts and agents. Some of our directors and officers are nationals and/or residents of countries other than the United States, specifically Canada and Colombia, and all or a substantial portion of such persons assets are located outside the United States. As a result, it may be difficult for investors to enforce within the United States any judgments obtained against our officers or directors, including judgments predicated upon the civil liability provisions of the securities laws of the United States or any state thereof. Trends, Risks and Uncertainties We have sought to identify what we believe to be the most significant risks to our business, but we cannot predict whether, or to what extent, any of such risks may be realized nor can we guarantee that we have identified all possible risks that might arise. Investors should carefully consider all of such risk factors before making an investment decision with respect to our common stock. Item 3.
        Disclosure Controls and Procedures As required by Rule 13a-15 under the Exchange Act, we have carried out an evaluation of the effectiveness of the design and operation of our companys disclosure controls and procedures as of the end of the period covered by this quarterly report, October 31, 2006. This evaluation was carried out under the supervision and with the participation of our companys management, including our companys president and chief executive officer. Based upon that evaluation, our companys president and chief executive 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 significant changes in our companys internal controls or in other factors, which could significantly affect internal controls subsequent to the date we carried out our evaluation. Disclosure controls and procedures are controls and other procedures that are designed to ensure that information required to be disclosed in our companys reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported, within the time periods 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 companys reports filed under the Exchange Act is accumulated and communicated to management, including our companys president and chief executive officer as appropriate, to allow timely decisions regarding required disclosure PART II - OTHER INFORMATION Item 1.
        Legal Proceedings. We know of no material, active or pending legal proceedings against our company, nor are we involved as a plaintiff in any material proceeding or pending litigation.  There are no proceedings in which any of our directors, officers or affiliates, or any registered or beneficial shareholder, is an adverse party or has a material interest adverse to our interest.        Item 2.
        Unregistered Sales of Equity Securities and Use of Proceeds. On February 1, 2006 we entered into an agreement with Primecap Resources Inc. and Nueva California S.A. concerning the acquisition of an interest in the Risaraldo La Golondrina D14-082 property located in Narino, Colombia.  On March 5, 2006, we entered into an Assignment Agreement dated effective February 28, 2006 (the Definitive Agreement), with Primecap Resources Inc., of Las Vegas, Nevada, (Primecap), concerning the acquisition of Primecaps option (the Option), to acquire a 100% interest in the Risaldo La Golondrina D14-082 mineral property located in Narino, Colombia (the Property). Primecap had been granted the Option by Nueva California S.A., of Medellin, Colombia, pursuant to the terms and conditions of a Heads of Agreement dated August 23, 2004 (the HOA). Pursuant to the terms of the Definitive Agreement, we issued 2,500,000 shares of our capital stock to Nueva California.  In issuing the shares, we relied on the exemption from registration requirements of the United States Securities Act of 1933, as amended, provided by Regulation S promulgated thereunder. On March 13, 2006, our board of directors approved an eight (8) for one (1) forward stock split of our authorized, issued and outstanding common stock. The forward stock split became effective with the Secretary of State of Nevada on March 24, 2006. As a result, our authorized capital increased from 69,000,000 shares of common stock with a par value of $0.001 and 1,000,000 Preferred A stock with a par value of $0.001 to 552,000,000 shares of common stock with a par value of $0.001 and 1,000,000 Preferred A stock with a par value of $0.001. Our issued and outstanding share capital increased from 7,739,500 shares of common stock to 51,816,000 shares of common stock as a result of the forward stock split. Item 3.
        Defaults Upon Senior Securities. None. Item 4.
        Submission of Matters to a Vote of Security Holders. None. Item 5.
        Other Information. On April 1, 2006 we appointed James Sikora and Gordon Samson to our Board of Directors as President and Chief Financial Officer respectively. Effective September 1, 2006 Mr. Gordon Samson resigned as the Chief Financial Officer of the Company. The Board of Directors appointed Mr. Julio De Leon as Chief Financial Officer on September 1, 2006. On September 1, 2006 De Leon & Company, P.A. resigned as our independent accountant and the Company appointed Infante & Company as our independent accountant ( see 8-K dated September 1, 2006 which was filed on September 5, 2006).        Item 6. Exhibits. Exhibits required by Item 601 of Regulation S-B Exhibit Number
        Description(3)
        (i) Articles of Incorporation; and (ii) Bylaws3.1
        Articles of Incorporation (incorporated by reference from our Form SB-2 Registration Statement, filed on March 24, 2005).3.2
        Bylaws (incorporated by reference from our Form SB-2 Registration Statement, filed on March 24, 2005).3.3
        Certificate of Change (incorporated by reference from our Current Report on Form 8-K, filed on March 24, 2006).(10)
        Material Contracts10.1
        Purchase and Sale Agreement dated October 22, 2004 (incorporated by reference from our Amendment No. 1 on Form SB-2/A Registration Statement, filed on April 28, 2005).10.2
        Letter Agreement dated February 1, 2006 between our company and Nueva California S.A. and Primecap Resources Inc. (incorporated by reference from our Current Report on Form 8-K, filed on February 6, 2006).10.3
        Assignment Agreement dated February 28, 2006 between our company and Primecap Resources Inc. (incorporated by reference from our Current Report on Form 8-K, filed on March 10, 2006).10.4
        Amending Agreement dated March 15, 2006 between our company and Primecap Resources Inc. (incorporated by reference from our Current Report on Form 8-K, filed on March 20, 2006).10.5
        Consulting Agreement dated April 1, 2006 between our company and James Sikora (incorporated by reference from our Current Report on Form 8-K, filed on April 20, 2006)10.6
        Consulting Agreement dated April 1, 2006 between our company and Gordon Samson (incorporated by reference from our Current Report on Form 8-K, filed on April 20, 2006)10.7
        Amending Agreement Dated June 30, 2006 between our Company and Primecap Resources Inc.
(incorporated by reference from our Current Report on Form 8-K, filed on July 14, 2006).10.8
        Consulting Agreement dated September 1, 2006 between our company and Julio De Leon(31)
        302 Certification31.1*
        Section 302 Certification under Sarbanes-Oxley Act of 2002 of James Sikora.31.2*
        Section 302 Certification under Sarbanes-Oxley Act of 2002 of Julio De Leon.(32)
        906 Certification32.1*
        Section 906 Certification under Sarbanes-Oxley Act of 2002 of James Sikora.32.2*
        Section 906 Certification under Sarbanes-Oxley Act of 2002 of Julio De Leon. *Filed herewith       SIGNATURES In accordance with Section 13 or 15(d) of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.  TAO MINERALS INC. By:/s/ James Sikora President and Director Principal Executive Officer Date: 6/14/07 By:/s/ Julio De Leon Chief Financial Officer and Director Principal Financial Officer Date: 6/14/07 Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. By:/s/ James Sikora President and Director Principal Executive Officer Date: 6/14/07 By:/s/ Julio De Leon Chief Financial Officer and Director Principal Accounting Officer Date: 6/14/07