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

                                    FORM 20-F

[ ] REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES
    EXCHANGE ACT OF 1934
OR
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
    EXCHANGE ACT OF 1934

    For the fiscal year ended December 31, 2007
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
    EXCHANGE ACT OF 1934
OR
[ ] SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
    EXCHANGE ACT OF 1934

                       Commission file number: 000-14740

                            Widescope Resources Inc.
             (Exact name of Registrant as specified in its charter)

                      Province of British Columbia, Canada
                 (Jurisdiction of incorporation or organization)

 #208 - 828 Harbourside Drive, North Vancouver, British Columbia, Canada V7P 3R9
                    (Address of principal executive offices)

Securities registered or to be registered pursuant to Section 12(b) of the Act.

   Title of each class              Name of each exchange on which registered
   -------------------              -----------------------------------------
           None                                       None

Securities  registered or to be registered pursuant to Section 12(g) of the Act.
Common Shares, no par value

Securities for which there is a reporting  obligation  pursuant to Section 15(d)
of the Act. None

Indicate the number of  outstanding  shares of each of the  issuer's  classes of
capital  or common  shares as of the close of the  period  covered by the annual
report:

     12,227,283 inclusive of the conversion of the outstanding Series 1
     Convertible Preferred Shares

Indicate by check mark if the registrant is a well-known  seasoned  issuer.
[ ] Yes [X] No

If this report is an annual or transition report,  indicate by check mark if the
registrant  is not required to file  reports  pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934. [ ] Yes [X] No

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding 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. [X] Yes [ ] No

Indicate by check mark whether the registrant is a large  accelerated  filer, an
accelerated filer, or a non-accelerated filer.

[ ] Large accelerated filer   [ ] Accelerated filer    [X] Non-accelerated filer

Indicate by check mark which financial statement item the registrant has elected
to follow. [X] Item 17 [ ] Item 18

If this is an annual report,  indicate by check mark whether the registrant is a
shell company as defined in Rule 12b-2 of the Exchange Act. [ ] Yes [X] No

Unless  otherwise  indicated,  all  references  herein are expressed in Canadian
dollars and United States currency is stated as "U.S.$__________."

THIS SUBMISSION  SHOULD BE CONSIDERED IN CONJUNCTION WITH PREVIOUSLY FILED FORMS
20-F AND 6-K. THE AUDITED FINANCIAL STATEMENTS AND NOTES THERETO ATTACHED ARE AN
INTEGRAL PART OF THIS SUBMISSION.
<PAGE>
ITEM 1. IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS

Not required

ITEM 2. OFFER STATISTICS AND EXPECTED TIMETABLE

Not required

ITEM 3. KEY INFORMATION

A. SELECTED FINANCIAL DATA.

The following  selected  financial data has been extracted from the consolidated
financial  statements  for the last five years  prepared  pursuant  to  Canadian
generally accepted accounting  principles  ("GAAP").  Where material differences
exist  between  Canadian  and US GAAP,  corresponding  comparison  data has been
provided in US GAAP for clarity.

                                       2
<PAGE>
WIDESCOPE RESOURCES INC.
Selected Financial Data in accordace with United States GAAP
(Expressed in Canadian Dollars)

<TABLE>
<CAPTION>
                                                                 Years Ended December 31,
                                           2007            2006            2005            2004            2003
                                        ----------      ----------      ----------      ----------      ----------
<S>                               <C>                  <C>              <C>            <C>              <C>
Net operating revenues            $              0           9,689               0          20,000           3,000

Loss from continued operations    $        (60,556)       (370,305)        (54,804)        (39,742)        (37,863)
Income from discontinued
 operations                       $            N/a             N/a             N/a             N/a             N/a
Net loss                          $        (60,556)       (370,350)        (54,804)        (39,742)        (37,863)

Loss per share from continued
 operations                       $          (0.01)          (0.03)          (0.01)          (0.00)          (0.00)
Income per share from
 discontinued operations          $            N/a             N/a             N/a             N/a             N/a
Income per share after
 discontinued operations          $            N/a             N/a             N/a             N/a             N/a

Share capital                     $     13,649,333      13,649,333      13,499,333      13,265,283      13,265,283

Common shares issued                    10,883,452      10,883,452       9,883,452       8,323,119       8,323,119

Weighted average shares
 outstanding                            10,883,452      10,383,452       9,084,049       8,323,119       8,323,119

Total assets                      $         74,339         110,607         218,438          53,870          49,070

Net assets (liabilities)          $       (104,642)        (44,086)        176,219          (3,027)         36,715

Convertible debentures(current
 and long term portions)          $            N/a             N/a             N/a             N/a             N/a

Cash dividends declared per
 common share                     $              0               0               0               0               0

Exchange rates (Cdn$ to U.S.$)
 period average                   $         0.9304          0.8818          0.8253          0.7683          0.7135
</TABLE>

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<PAGE>
Exchange rates (CDN$ to U.S.$)
 for most recent six months

                                        Period High        Period Low
                                        -----------        ----------

December 2007                      $       1.0205            0.9756

January 2008                       $       1.0096            0.9686

February 2008                      $       1.0298            0.9814

March 2008                         $       1.0206            0.8521

April 2008                         $       0.9975            0.9737

May 2008                           $       1.0158            0.9815

Exchange rate (CDN$ to U.S.$)
  June 23, 2008                    $       0.9840

B. Not required

C. Not required

D. RISK FACTORS.

The business of the Company entails  significant risks, and an investment in the
securities of the Company should be considered highly speculative. An investment
in the  securities of the Company  should only be undertaken by persons who have
sufficient  financial  resources  to  enable  them to  assume  such  risks.  The
following is a general  description of all material  risks,  which can adversely
affect the business and in turn the financial results,  ultimately affecting the
value of an investment the Company.

     THE COMPANY HAS NO VIABLE BUSINESS.

     Having no viable  business  it is  difficult  to  determine a price for the
     common  shares.  That price must  therefore  be dependent on the value that
     each  individual  buyer and  seller  place on the future  prospects  of the
     company,  rather  than  any  objective  measurement.  This  is a very  risk
     position for shareholders, as the majority perception may turn negative and
     price decline severely.

     THE COMPANY HAS LIMITED FUNDS.

     Funds are the fuel needed to drive the  company.  Should  current  funds be
     consumed,  and the company not be able to attract more  capital,  prospects
     for shareholders  would become extremely  negative,  and shareholder losses
     will inevitably occur.

     THERE IS NO ASSURANCE THAT THE COMPANY CAN ACCESS ADDITIONAL CAPITAL.

     The  company  will  need to  demonstrate  performance  in order to  attract
     additional capital. As the mineral exploration  business has a high element
     of chance  associated  with it,  it is  possible  that none of the  current
     properties will have any value.  The capital markets could perceive this to
     be a  demonstration  of  poor  performance,  and be  unwilling  to  provide
     additional funds.  Should this happen,  shareholders will incur significant
     losses.

                                       4
<PAGE>
     THERE IS NO ASSURANCE THAT THE TRANSACTION  DISCLOSED HEREIN WITH PINEFALLS
     GOLD WILL BE SUCCESSFUL IN ITS QUEST TO FIND A COMMERCIALLY VIABLE QUANTITY
     OF MINERAL RESOURCES.

     Unless the company is able to secure other more viable projects,  providing
     better  future  prospects,  buyer  interest for common  shares will decline
     severely, resulting in lower prices and significant shareholder losses.

     THERE IS NO ASSURANCE THAT OTHER  PROSPECTIVE  MINERAL  PROPERTIES OR OTHER
     ASSETS CAN BE  ACQUIRED,  AND IF  ACQUIRED  THAT THE  NECESSARY  ADDITIONAL
     CAPITAL CAN BE ATTRACTED.

     Either of these is possible. Either occurring will have the same inevitable
     outcome. Demand for the common shares will decline severely, resulting in a
     drop in trading price, and significant shareholder losses.

     THE COMPANY HAS A HISTORY OF OPERATING LOSSES AND MAY HAVE OPERATING LOSSES
     AND A NEGATIVE CASH FLOW IN THE FUTURE.

     This  will  mean  that  additional  shares  will  need  to be  sold to fund
     operations. Without a concurrent improvement in future prospects, this will
     result in supply of stock  exceeding  demand,  and much lower prices.  This
     will cause shareholders to lose money.

     THE COMPANY'S AUDITORS HAVE INDICATED THAT U.S.  REPORTING  STANDARDS WOULD
     REQUIRE THEM TO RAISE A CONCERN ABOUT THE COMPANY'S  ABILITY TO CONTINUE AS
     A GOING CONCERN.

     Additional  capital  will  need to be  raised.  This  could  result  in the
     perception  of lowered  future  prospects,  lower demand for the  company's
     common share, lower stock prices, and shareholder losses.

     THERE  CAN BE NO  ASSURANCE  THAT A  LIQUID  MARKET  WILL  DEVELOP  FOR THE
     COMPANY'S SHARES AND THEREFORE NO ASSURANCE THAT  SHAREHOLDERS WILL BE ABLE
     TO SELL THEIR SHARES.

     Lack of liquidity that prevents  shareholders from selling, or limits their
     abilities  to sell,  will all too  likely  lead to  significant  losses for
     shareholders.

     MANAGEMENT  HAS  LITTLE  EXPERTISE  IN  MINING  OR  EXPLORATION,  WHICH MAY
     ULTIMATELY CAUSE SHAREHOLDERS TO LOSE MONEY.

     Management may waste the company's limited capital on worthless properties,
     or it may do the wrong things with properties that could have value. Either
     way, the outcome will be the same.  Money will have been wasted without any
     corresponding  creation  of value.  This will  cause  shareholders  to lose
     patience  and lose  interest.  This could lead to  significantly  increased
     selling  of  shares,  driving  down the  price,  and  leading to losses for
     investors.

     THE COMPANY'S  COMMON STOCK IS THINLY TRADED SO IT IS MORE  SUSCEPTIBLE  TO
     EXTREME  RISES OR DECLINES  IN PRICE,  AND YOU MAY NOT BE ABLE TO SELL YOUR
     SHARES AT OR ABOVE THE PRICE PAID.

     You may have difficulty  reselling shares of our common stock, either at or
     above the price paid, or even at fair market value.  The stock market often
     experiences  significant  price and volume  changes that are not related to
     the operating performance of individual  companies,  and because our common

                                       5
<PAGE>
     stock is thinly  traded it is  particularly  susceptible  to such  changes.
     These broad market  changes may cause the market price of our common shares
     to decline, regardless of how well the company performs.

     This  may  be  exaggerated  by  the  fact  that  the  shares  trade  on the
     over-the-counter  bulletin  board  ("OTCBB"),   which  although  owned  and
     operated by the NASDAQ Stock  Market  Inc.,  is not the same as the NASDAQ.
     Trading  on  the  OTCBB  is  often  extremely  sporadic,   and  subject  to
     manipulation  by  market-makers,  and short sellers.  This may cause you to
     lose money as you may have difficulty selling the shares that you own.

     THE  COMPANY'S  COMMON STOCK IS SUBJECT TO THE "PENNY  STOCK"  REGULATIONS,
     WHICH ARE LIKELY TO MAKE IT MORE DIFFICULT TO SELL.

     A "penny stock" is generally a stock trading under $5.00 per share, and not
     registered  on a  national  securities  exchange  or quoted  on the  NASDAQ
     national  market.  The SEC has adopted  rules that  regulate  broker-dealer
     practices in connection  with  transactions  in penny stocks.  These rules,
     intended  to  protect  investors,  generally  have the  result of  reducing
     trading in such stocks,  restricting the pool of potential  investors,  and
     making it more  difficult for investors to sell their shares once acquired.
     Since our common  shares are subject to the "penny  stock"  rules,  you may
     find it more difficult to sell your shares.

     AS A FOREIGN  ISSUER,  THE  COMPANY IS EXEMPT  FROM  CERTAIN  INFORMATIONAL
     REQUIREMENTS OF THE EXCHANGE ACT TO WHICH DOMESTIC ISSUERS ARE SUBJECT.

     As a  foreign  issuer  we  are  not  required  to  comply  with  all of the
     informational  requirements of the Exchange Act. As a result,  there may be
     less information  concerning our company publicly available than if we were
     a domestic United States issuer. In addition, our officers,  directors, and
     principal  shareholders  are exempt  from the  reporting  and short  profit
     provisions  of Section 16 of the Exchange  Act,  and the rules  promulgated
     thereunder. Therefore, our shareholders may not know on a timely basis when
     our officers, directors, and principal shareholders purchase or sell shares
     of our common stock.

     AS A CANADIAN  COMPANY WITH MOST ASSETS AND KEY PERSONNEL  LOCATED  OUTSIDE
     THE UNITED  STATES,  YOU MAY HAVE  DIFFICULTY  IN ACQUIRING  UNITED  STATES
     JURISDICTION,  OR ENFORCING A UNITED  STATES  JUDGMENT  AGAINST US, OUR KEY
     PERSONNEL, OR ASSETS.

     As a  Canadian  company  many of our assets  and key  personnel,  including
     directors and officers,  reside outside the United States.  As a result, it
     may be difficult or impossible  for you to effect service of process within
     the United States upon us or any of our key personnel or to enforce against
     us or any of our key personnel judgments obtained in United States' courts,
     including  judgments  relating to United States  federal  securities  laws.
     Canadian  courts may not permit you to bring an original  action in Canada,
     or recognize or enforce  judgments of United States courts obtained against
     us predicated  upon the civil  liability  provisions of federal  securities
     laws of the United States,  or of any state thereof.  Furthermore,  because
     many of our assets are located in Canada,  it would be extremely  difficult
     to access these assets to satisfy any award entered  against us in a United
     States court. Accordingly,  you may have more difficulty in protecting your
     interests in the face of actions  taken by our  management,  members of our
     board  of  directors,  or  our  controlling  shareholders  than  you  would
     otherwise as shareholders of a United States public company.

                                       6
<PAGE>
     THE  COMPANY  DOES NOT  INTEND TO PAY ANY  COMMON  STOCK  DIVIDENDS  IN THE
     FORESEEABLE FUTURE.

     We have never declared or paid a dividend on our common stock, and, because
     we have very limited  resources,  we do not anticipate  declaring or paying
     any dividends in the foreseeable future. It is unlikely that the holders of
     our common shares will have an  opportunity  to profit from anything  other
     than  potential  appreciation  in the value of our  common  shares.  If you
     require dividend income, you should not rely in an investment in our common
     shares to provide it.

     FUTURE  ISSUANCES OF COMMON STOCK MAY DEPRESS  STOCK PRICES AND DILUTE YOUR
     INTEREST.

     We may issue additional shares of our common stock in future financings, or
     grant stock options to our employees,  officers, directors, and consultants
     under our stock incentive plan. Any such issuances could have the effect of
     depressing  the market price of our common stock,  and, in any case,  would
     dilute  the   percentage   ownership   interests  in  our  company  of  our
     shareholders.   In  addition  we  could  issue  securities  having  rights,
     preferences and privileges senior to those of our common shares. This could
     depress the value of our common shares.

ITEM 4. INFORMATION ON THE COMPANY

A. HISTORY AND DEVELOPMENT OF THE COMPANY.

The Company was incorporated under the laws of the Province of British Columbia,
Canada,  by filing of Memorandum  and Articles of  Association  on September 20,
1983,  under the name Rainbow  Resources  Ltd. The company's name was changed to
Widescope  Resources  Ltd.  on May 1, 1984,  and to Gemini  Technology  Inc.  on
September 17, 1985. In conjunction  with a reverse split of its common shares on
a five-old for one-new basis, the Company adopted the name International  Gemini
Technology  Inc effective  September 23, 1993. The Company's name was changed to
Widescope  Resources  Inc.,  effective July 12, 2006  Registrant is currently in
good standing  under the laws of British  Columbia.  The  registered and records
office of the Company and the Company's  principal executive offices are located
at #208 - 828  Harbourside  Drive North  Vancouver,  British  Columbia  V7P 3R9,
telephone 604-904-8481.

From September 1985 the company became involved in the design and marketing of a
circuit  board for a Zenith  computer  that  allowed it to emulate an IBM PC and
utilize  much of the  related  software.  Over the next  year it  broadened  its
product line to include  proprietary  computer graphics chips, custom electronic
components and equipment.  As the line of  proprietary  computer  graphics chips
were in final  development,  the  demand for the  circuit  boards for the Zenith
computer ended.
The company  licensed its graphics chips to third parties,  and  concentrated on
developing  second  and third  generation  products.  Due to cash flow  problems
brought about by external and  unforeseeable  circumstances  and bad  management
decisions  the company was forced into a position of attempting to develop a new
generation product with little cash.

In  August of 1989 the  board  changed  direction  and top  management.  The new
strategy was to  accelerate  R&D on a new  product,  targeting a small number of
very  large  customers.  With  little  cash  and  little  ongoing  revenue,  the
inevitable  delays to the R&D  process  caused the  company to be unable to meet
payroll in February 1990. All of management  resigned and the board of directors

                                       7
<PAGE>
was changed. The shareholders  spearheaded an effort to save the Company,  which
eventually resulted in the change to the board of directors and a plan to revive
the Company's operations.

During 1991 the Company concentrated considerable effort on establishing a joint
venture in  Czechoslovakia  to exploit the European market, as well as effort to
establish a  considerable  technical  presence in the Middle East.  In addition,
contracts and joint ventures were pursued in Russia,  Singapore and Taiwan. None
of these efforts yielded tangible results.

A great deal of time and energy  was  expended  in 1993 and 1994 in an effort to
target and  conclude  an  acquisition  that would be  complimentary  to Gemini's
technical and financial capabilities. This effort continued through 1996, and at
the end of 1996 has been  unsuccessful.  In July of 1997,  Gemini  entered  into
discussions  to  acquire  the  assets  and  intellectual   property  of  Abraham
Publishing  Group  Inc.  and  certain  other  privately  owned  assets  which in
combination operate as a profitable  publishing business.  These discussions and
negotiations had not been concluded by the end of 1997, but in the first quarter
of 1998 resulted in an acquisition agreement with closing conditional on raising
US$3.25 million in expansion capital.

Closing  had not  taken  place  by the  end of  1998  due to  small  cap  market
conditions  frustrating efforts to raise the required capital.  Initiatives were
undertaken  to  identify  and  review  other  potential  acquisition  or mergers
requiring less capital.

The dot.com frenzy in the years 1999 and 2000 distorted  valuations and made any
prospective  acquisition  prohibitively  expensive.  The  return to more  normal
valuations  after  mid 2000 has  resulted  in fewer but more  reasonably  priced
prospective candidates. However as valuations became more reasonable the sources
of funding became fewer.  And the events of September 11 virtually shut down the
availability  of funding for most smaller  transactions,  particularly  the size
targeted by the  company.  Toward the end of the year  discussions  were entered
into on a proprietary medical device,  which had met some amount of success in a
niche market in Texas. At yearend discussions were progressing,  particularly as
it  appeared  that this  device  could be sold in  considerable  quantity by the
application  of effective  marketing.  This was abandoned as marketing was found
not to be the greatest  challenge.  The greatest  challenge  was  providing  the
paperwork for the multiplicity of insurers  ultimately paying for the use of the
device.

During 2002 due  diligence was done on two  businesses,  but neither was able to
demonstrate  the business case  necessary for expansion  financing.  Accordingly
neither was pursued  further as a merger or acquisition  candidate,  despite one
being in the bus shelter advertising  business, a business usually demonstrating
generally attractive economics.

During 2003 due diligence was done on several more businesses.  All but one were
abandoned  as not being able to support  the  additional  financing  required to
close.  One of those  abandoned  became the subject of further review toward the
end of the year as the owners  lowered  their  price  expectation.  At year end,
alternatives were being considered including merging with a like business,  also
available.  A  separate  business  was the  subject  of low level  investigation
throughout the year, as it was fairly early stage. It remained under observation
at year end, having made considerable business progress.

During 2004  alternatives  in the  resource  sector were  explored.  Oil and gas
projects  were   investigated,   and  one  in  particular  was  the  subject  of
considerable  attention.  Increasing  energy prices brought with them increasing
expectations  on the part of the  owners  of that  project,  ultimately  causing
interest to wane. Precious metals projects continued to be reviewed as the entry

                                       8
<PAGE>
cost was deemed to be lower, and expenditures in minerals  exploration  appeared
to  be  more   controllable.   Toward  the  end  of  2004,  the  Directors  were
contemplating making a proposal on one particular project.

A proposal was made on a precious  metals mining  prospect in 2005. The precious
metals  prospect is comprised of some 2800 hectares in the Rice Lake Mining area
of the  Province of Manitoba,  Canada.  The property is just over 3 miles from a
mine that had  produced  over 1.3  million  ounces of gold before  being  closed
because  it became  uneconomic  at $35 per ounce  gold.  (This mine has now been
reopened.)  The  company  carried out early stage  geological  and related  work
during 2005, through an investment in the company owning the mining claims.

In 2006 further work was done on the prospect,  In accordance  with the terms of
the agreement with the owners of the prospect the cost of work done  effectively
resulted in the company acquiring  ownership in the company owning the prospect.
This,  combined with the exercise of an option agreement with one of the owners,
results  in  Widescope  now  owning  just  over 65% of the  company  owning  the
prospect.

In 2007 due to  unavailability  of qualified  personnel no significant  work was
undertaken on the claims in the Rice Lake Mining area.

B. BUSINESS OVERVIEW

In April  2005 the  Company  entered  into a  subscription  agreement  to invest
$200,000 into Outback  Capital Inc. dba Pinefalls Gold ("PFG") a private Alberta
company with certain directors and a principal shareholder of PFG in common with
the Company.  PFG is an  exploration  company with mining claims  located in the
area of Bissett,  Manitoba.  Pursuant to the  subscription  the Company invested
$90,000 in exchange for 1.8 million units during 2005 and an additional $110,000
in  exchange  for 2.2  million  units in 2006 of PFG at $0.05 per unit with each
unit comprised of one common share and one share purchase warrant to purchase an
additional  common  share at  $0.075  for a period  of two  years.  Without  the
exercise of the warrant the Company  purchased  approximately  37% of the common
shares of PFG.  As at June 30,  2006,  the  Company  had  invested  $200,000  in
exchange for 4 million units under this subscription agreement.

In addition, the Company entered into a share exchange agreement with one of the
principal  shareholders  of PFG,  a director  of the  Company,  under  which the
Company  acquired a further 3 million  common  shares of PFG in exchange for one
million  common  shares  of the  Company.  As a  result  of the  share  exchange
agreement, the director in common no longer has an ownership interest in PFG.

As at June 26, 2007 the Company's owns 65.42% of the common shares of PFG.

PFG has been  actively  exploring for mineral  resources on its  seventeen  (17)
mining claims in the area of Bissett,  Manitoba.  The claims are included in the
Rice Lake greenstone belt and cover an area of approximately 2800 hectares.  The
claims are the subject of Qualifying Reports dated May 1, 2006 and June 30, 2004
prepared by Edward Sawitzky,  P. Geo. of Arc Metals Ltd.  ("Arc").  Arc prepared
the report to standards dictated by National Instrument 43-101.

Following the  recommendations  of the May 2006  Qualifying  Report - during the
summer of 2006 an exploration  program was completed under PFG's direction.  The
primary focus of the work plan was to complete more detailed  geological mapping

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<PAGE>
of the claims,  stripping of  over-burden  and grab sampling.  Approximately  30
man-days  of field  work were  completed  and more  than  seventy  samples  were
collected and delivered to TSL Laboratories in Saskatoon for assay and analysis.
Subsequent  to the year-end  the Company has  received the detailed  geologist's
maps, data and assay results. Review of these materials plus the detailed report
of the activities, findings and recommendations are under review by the Company.
This review,  and a small amount of professional work represent the total of the
progress  made in  2007,  to some  extent  due to the  inability  to  attract  a
geologist to the short work window the Company wanted.

The Company remains  optimistic  about the prospect for discovery of a definable
mineral resource on its claims in Manitoba. However, its exploration to date has
failed to immediately delineate the indicators required to step-up to a drilling
program. Further groundwork will be required to elevate the status of the claims
to drill-ready.  Cautious  optimism was gained from the reported  success of the
local San Gold Corp.,  in extending  existing gold bearing veins and discovering
new ones, by deeper drilling below their existing San Antonio mine site.

There is some seasonality to mineral  exploration in that part of Manitoba.  The
groundwork  required to elevate the status of the claims to  drill-ready is best
conducted  during  the  summer.  The soil and  surface  rock is more  easily and
economically  accessed  when there is no snow  cover.  Actual  drilling  is most
easily carried out in the winter, as some of the surrounding area contains swamp
land, and access is much easier over frozen ground.

In  conducting  its  business  operations,  the Company is not  dependent on any
patented or license processes, technology,  industrial,  commercial or financial
contract or new manufacturing processes.

The  Company  competes  with  other  exploration  companies,  some of which have
greater  financial  resources and technical  facilities,  for the acquisition of
mineral  interests,  as well as for the  recruitment  and retention of qualified
employees.  Exploration in Manitoba has experienced a dramatic revival in recent
years and  increased  activity  is  forecast  for the  future.  We  compete  for
qualified employees with other Canadian companies, including Harvest Gold Corp.,
Grandview Gold Inc., and San Gold Corp. amongst others.

C. ORGANIZATIONAL STRUCTURE.

The  Company is part of no other  group.  During  the year  ended June 30,  2006
Outback  Capital Inc. dba Pinefalls Gold ("PFG") a private  Alberta  corporation
became a majority-owned  subsidiary of the Company.  PFG was incorporated  under
the Alberta BUSINESS CORPORATIONS ACT on February 6, 2001.

D. PROPERTY, PLANTS AND EQUIPMENT.

The Company's head office and principal facility, which is leased, is located at
828 Harbourside Drive, North Vancouver.  Its only other property is its interest
in the mineral claims referenced above, held through its ownership in PFG. PFG's
interest  in these  mineral  claims  requires  that annual work be done on these
claims in order to maintain them in good standing. Based on work done to date it
is estimated that they will remain in good standing until some time in 2009.

                                       10
<PAGE>
ITEM 5. OPERATING AND FINANCIAL REVIEW AND PROSPECTS

THE FOLLOWING  DISCUSSION AND ANALYSIS  SHOULD BE READ IN  CONJUNCTION  WITH THE
CONSOLIDATED  FINANCIAL  STATEMENTS AND NOTES THERETO  INCLUDED HEREIN (SEE ALSO
"SELECTED  FINANCIAL  DATA").  THE CONSOLIDATED  FINANCIAL  STATEMENTS HAVE BEEN
PREPARED IN ACCORDANCE WITH CANADIAN GAAP.  REFER TO NOTE 7 TO THE  CONSOLIDATED
FINANCIAL  STATEMENTS  FOR A DESCRIPTION  OF  TRANSACTIONS  THAT WERE SUBJECT TO
MATERIAL MEASUREMENT  DIFFERENCES BETWEEN CANADIAN GAAP AND U.S. GAAP UNDER ITEM
17.

OVERVIEW

With the acquisition of PFG effective June 30, 2006, the Company's primary focus
shifted to mineral resource exploration operations rather than acquisitions. The
Company charged PFG a modest management fee to offset its reciprocal  efforts to
coordinate  PFG's affairs  until  control of PFG was  acquired.  In 2006 PFG was
charged  $9000 in management  fees.  This  management  function has been largely
carried out by the directors and large shareholders,  at their own expense.  The
Company's  management team,  affiliates and directors have special  expertise in
the areas of operations, due diligence, financial analysis and corporate finance
strategy with respect to emerging growth enterprises.  Additionally, the Company
retains Dockside Capital Group to provide certain management functions and in so
doing can also access its similar expertise.

From time-to-time the Company is approached,  through referral, to provide these
services on a consulting  basis.  Thus the Company has generated some revenue by
providing  these  services.  As these  sources  of  revenue  are not core to the
Company's focus, the services are not actively  marketed.  No consulting revenue
was earned in 2005, 2006, or 2007; however $20,000 was earned in 2004.

A. OPERATING RESULTS

Historically,  the Company has shown modest  losses for the past several  years.
These  losses  result  largely  from  having  little or no revenue  and  minimal
operating  expenses,  rather  than having  significant  operating  and  overhead
expenses.  In 2004 the Company elected to sell its passive investment,  and this
resulted in a loss that was somewhat greater than usual. Prior to the completion
of the PFG  acquisition,  the  expenses  of the Company  were almost  completely
related to satisfying  regulatory  requirements,  including the annual  meeting,
financial   reporting,   communications  with  shareholders;   and  seeking  and
evaluating   acquisition  prospects  for  suitability  and  ability  to  attract
financing.

With the June 30, 2006 completion of the PFG acquisition the Company's  expenses
are now more  heavily  weighted in favor of the  exploration  work and  analysis
being carried out on the properties by PFG.

With the PFG acquisition the Company  expects to report  significant  additional
expenses  related  to the  exploration  activities  undertaken  in the  area  of
Bissett, Manitoba.

                                       11
<PAGE>
BUSINESS OVERVIEW

In April  2005 the  Company  entered  into a  subscription  agreement  to invest
$200,000 into Outback  Capital Inc. dba Pinefalls Gold ("PFG") a private Alberta
company with certain directors and a principal shareholder of PFG in common with
the Company.  PFG is an  exploration  company with mining claims  located in the
area of Bissett,  Manitoba.  Pursuant to the  subscription  the Company invested
$90,000 in exchange for 1.8 million units during 2005 and an additional $110,000
in  exchange  for 2.2  million  units in 2006 of PFG at $0.05 per unit with each
unit comprised of one common share and one share purchase warrant to purchase an
additional  common  share at  $0.075  for a period  of two  years.  Without  the
exercise of the warrant the Company  purchased  approximately  37% of the common
shares of PFG.  As at June 30,  2006,  the  Company  had  invested  $200,000  in
exchange for 4 million units under this subscription agreement.

In addition, the Company entered into a share exchange agreement with one of the
principal  shareholders  of PFG,  a director  of the  Company,  under  which the
Company  acquired a further 3 million  common  shares of PFG in exchange for one
million  common  shares  of the  Company.  As a  result  of the  share  exchange
agreement, the director in common no longer has an ownership interest in PFG.

As at June 23, 2008 the Company's owns 65.42% of the common shares of PFG.

PFG has been  actively  exploring for mineral  resources on its  seventeen  (17)
mining claims in the area of Bissett,  Manitoba.  The claims are included in the
Rice Lake greenstone belt and cover an area of approximately 2800 hectares.  The
claims are the subject of Qualifying Reports dated May 1, 2006 and June 30, 2004
prepared by Edward Sawitzky,  P. Geo. of Arc Metals Ltd.  ("Arc").  Arc prepared
the report to standards dictated by National Instrument 43-101.

Following the  recommendations  of the May 2006  Qualifying  Report - during the
summer of 2006 an exploration  program was completed under PFG's direction.  The
primary focus of the work plan was to complete more detailed  geological mapping
of the claims,  stripping of  over-burden  and grab sampling.  Approximately  30
man-days  of field  work were  completed  and more  than  seventy  samples  were
collected and delivered to TSL Laboratories in Saskatoon for assay and analysis.
Subsequent  to the year-end  the Company has  received the detailed  geologist's
maps, data and assay results. Review of these materials plus the detailed report
of the activities, findings and recommendations are under review by the Company.

The Company remains  optimistic  about the prospect for discovery of a definable
mineral resource on its claims in Manitoba. However, its exploration to date has
failed to immediately delineate the indicators required to step-up to a drilling
program. Further groundwork will be required to elevate the status of the claims
to drill-ready.

Subsequent to the end of the year the Company's directors resolved to change the
expiry  date of the  warrants  outstanding.  The  warrants  entitle  the holder,
subject to certain  conditions,  to purchase  one common  share per warrant at a
price of $0.18 per share;  the warrants will now expire on December 5, 2008 - an
extension  of six  months.  Prior to  December  7, 2007 the  expiry  date of the
warrants was extended for a further six months.

FLUCTUATIONS IN RESULTS

The Company's annual operating results fluctuate,  but very little.  Revenues at
this point are solely derived from consulting  activities  which are not core to
the Company's focus and will fluctuate  greatly based upon the Company's receipt

                                       12
<PAGE>
of infrequent,  third-party  referrals for these  services.  There is no revenue
from  operations.  Expenses  fluctuate on the basis of costs for exploration and
related  activities,  and the ever increasing  administrative and other costs of
complying  with the various  regulatory  requirements  of a public  company.  We
expect that these  regulatory  related expenses will continue to increase due to
the  upward  pressure  on  professional  fees  charged to  reporting  companies,
resulting from changes to securities legislation throughout North America.

With the PFG acquisition the Company  expects to report  significant  additional
expenses in the future related to the exploration  activities  undertaken in the
area of Bissett, Manitoba.

B. LIQUIDITY AND CAPITAL RESOURCES

Since the  Company is  organized  in Canada,  the  Company's  December  31, 2007
consolidated financial statements have been prepared in accordance with Canadian
generally accepted accounting principles.

As at December 31, 2007, the Company had accumulated losses totaling $13,463,364
and a working  capital  deficit of $37,161.  The  continuation of the Company is
dependent  upon the  continued  financial  support  of  shareholders  as well as
obtaining additional financing for the current and subsequent resource projects.

As noted,  these conditions raise  substantial doubt about the Company's ability
to continue as a going  concern.  The  financial  statements  do not include any
adjustment that might arise from  uncertainty.  The auditors' report includes an
explanatory  paragraph  disclosing the Company's  ability to continue as a going
concern.

As at December  31,  2007 the Company had cash of $69,628 and a working  capital
deficit of $37,161.

C. RESEARCH AND DEVELOPMENT, PATENTS AND LICENSES, ETC.

Not applicable

D. TREND INFORMATION

Other  than the  continuing  demand for  various  metals  driven by the  rapidly
growing  economies  of China and  India,  the only  other  trend  that  could be
expected to impact results is the scarcity of geologists in the area.

IMPACT OF INFLATION

The Company  believes that  inflation had minimal effect on costs related to its
exploration activities in the 12 months ending December 31, 2007.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Not applicable to the Company.

E. OFF-BALANCE SHEET ARRANGEMENTS

Not applicable

                                       13
<PAGE>
F. TABULAR DISCLOSURE OF CONTRACTUAL OBLIGATIONS

Not applicable

ITEM 6. DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES

It should be noted that the  management  discussed  below is primarily  involved
with the Company's current  activities.  As the Company concludes an acquisition
or merger,  or embarks on any other type of project,  additional  personnel with
differing areas of expertise will be utilized. Directors are elected annually by
a majority  vote of the  shareholders  and hold  office  until the next  general
meeting  of the  shareholders.  Officers  are  appointed  by,  and  serve at the
discretion of, the board of directors. The names, place of residence,  positions
within the Company and the  principal  occupations  of the  directors and senior
officers of the Company are set out below.

                                       14
<PAGE>
A. DIRECTORS AND SENIOR MANAGEMENT.

 Name, Municipality of                        Principal Occupation and
Residence and Position                          Position During the
 with the Corporation             Age              Past Five Years
 --------------------             ---              ---------------

Douglas E. Ford (1)               44    Director   since   September  10,  1992;
West Vancouver, B.C.                    General Manager of Dockside  Capital,  a
Director                                private  merchant  banking  and  venture
                                        capital firm, from 1986 to present.

Martin Schultz                    64    Director and  Secretary  since March 20,
Vancouver, B.C.                         1990;     Self    employed     corporate
Secretary and Director                  development advisor for over 10 years.

John Stanton                      62    Director since  November 15, 1990;  Self
Queensburg, New York Director           employed pharmacist


Edward Dolejsi                    63    Director    since   March   20,    1990;
Delta, B.C.                             Vice-President  and  General  Manager of
Director and President                  BRI from July,  1994 until April,  1999;
                                        self-employed  software consultant since
                                        May, 1999.

Edward D. Ford (1)                72    Director since March 20, 1990;  also has
Whistler, B.C.                          devoted  a   portion   of  his  time  to
Director                                investment  activities  and as President
                                        of Dockside Capital,  a private merchant
                                        banking and venture  capital  firm,  for
                                        more than the last five years; chartered
                                        accountant for more than 20 years.

----------
(1) Edward Ford is the father of Douglas Ford.

B. COMPENSATION.

Management  compensation  is  determined  by the  board  of  directors  based on
competitive  prices for services  provided.  During the year ended  December 31,
2007,  directors  and  officers,   including  private  companies  controlled  by
directors and officers,  as a group,  were paid a total of $24,000 in management
fees and rent. See "Item 7. Major  Shareholders and Related Party  Transactions"
for more detail on fees paid to members of  management  or to entities  owned by
them.

For the year ended  December  31,  2007,  the Company  paid no  compensation  to
Directors  for acting as  Directors.  The  Company  does not have any pension or
retirement plans, nor does the Company  compensate its directors and officers by
way  of any  material  bonus  or  profit  sharing  plans.  Directors,  officers,
employees  and other key personnel of the Company may be  compensated  by way of
stock options.

                                       15
<PAGE>
C. BOARD PRACTICES.

Pursuant to the provisions of the COMPANY ACT (BC), the Company's  directors are
elected   annually  at  the  regularly   schedules  annual  general  meeting  of
shareholders.  Each  elected  director is elected for a one-year  term unless he
resigns prior to the expiry of his term.

The  Company  has no  arrangements  in place for  provision  of  benefits to its
directors or upon their termination.

The Board has one  committee,  the Audit  Committee,  made-up of Messrs.  Edward
Ford, John Stanton and Douglas Ford. The Audit Committee meets with the auditors
annually prior to completion of the audited  financial  statements and regularly
with  management  during the fiscal year. On May 2, 2006, the Company's board of
directors adopted a new charter for the Audit Committee.

D. EMPLOYEES.

Effective at December 31, 2007 the Company had no salaried employees.

E. SHARE OWNERSHIP.

A total of ten percent  (10%) of the common  shares of the Company,  outstanding
from time to time,  are reserved for the issuance of stock  options  pursuant to
the Company's  Incentive  Stock Option Plan. None were allocated at December 31,
2007. Other information on ownership is contained in the table below.

ITEM 7. MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS.

A. MAJOR SHAREHOLDERS.

The  following  table  sets  forth  certain  information   regarding  beneficial
ownership of the Company's shares at December 31, 2007 by (i) each person who is
known to own  beneficially  more  than 5% of the  Company's  outstanding  Common
Stock, (ii) each of the Company's directors and executive officers and (iii) all
current directors and executive  officers as a group. The table does not reflect
common  shares  held of  record  by  depositories,  but does  include  currently
exercisable  options  and  warrants  which are  included in the  calculation  of
percentage of class  ownership for each  individual  holder.  As of December 31,
2007 there were  10,883,452  common shares issued and  outstanding.  Each of the
listed persons may be reached at the Company's head offices.

                                       16
<PAGE>
 Name and Address                  Amount and Nature of           Percent of
of Beneficial Owner                Beneficial Ownership              Class
-------------------                --------------------              -----

PRINCIPAL HOLDERS

Not applicable

OFFICERS AND DIRECTORS

Edward Ford                             4,493,000  (1)(2)            41.28
John Stanton                               55,000  *                 0.005
Douglas Ford                              914,000  (3)               8.398
Martin Schultz                            483,167                    4.439
Edward Dolejsi                              6,200  *                 0.001
All Officers and Directors
 as a Group (5 Persons)                 5,951,367                    54.68

----------
*    Less than one percent.
(1)  All shares subject to Lock-up  Agreement dated November 15, 2006,  attached
     as Exhibit 99.2 to the June 28, 2007 Form 20-F of the Company.
(2)  Includes  1,483,000  shares held directly;  and 430,000 shares held through
     Singer  Associates  Holdings Ltd.; and 430,000 shares held through  Arizona
     Outdoor   Specialists  Inc.;  and  430,000  shares  held  through  BWN  Oil
     Technologies  Inc.; and 430,000 shares held through  Dockside Capital Group
     Inc.;  and 430,000  shares held through Good Times  Enterprises  Inc.;  and
     430,000  shares held through  Specialty  Holdings  Inc.; and 430,000 shares
     held through Wheels `n Gear Inc.
(3)  Includes 430,000 shares held through Wink Holdings Ltd.

The Company knows of no arrangements  which may at a subsequent date result in a
change in control of the Company.

B. RELATED PARTY TRANSACTIONS.

During  the  fiscal  year ended  December  31,  2007,  directors,  officers  and
companies  controlled  by them have been engaged in the  following  transactions
with the Company:

During the year ended  December  31,  2007, a company in which a director has an
interest charged the Company $24,000 (2006: $24,000, 2005: $24,000) for rent and
management fees. The unpaid portion of these amounts,  plus additional  advances
and other amounts due to directors,  aggregating $87,280 (2006:  $72,350,  2005:
$34,810) was included in accounts  payable and accrued  liabilities  at December
31, 2007.

During the year ended  December  31, 2004,  a company  controlled  by a director
purchased  the Company's  investment,  a 3% interest in a private  company,  for
$30,000  resulting in a loss of $16,024.  The $30,000 purchase price formed part
of the year end accounts receivable.

The above  transactions  were made on terms as favorable as or more favorable to
the Company than those that could be obtained from unaffiliated third parties.

                                       17
<PAGE>
C. INTERESTS OF EXPERTS AND COUNSEL

Not required

ITEM 8. FINANCIAL INFORMATION

A. CONSOLIDATED STATEMENTS AND OTHER FINANCIAL INFORMATION

See Item 17 and our consolidated  financial  statements and  accompanying  notes
beginning on page F-1

B. SIGNIFICANT CHANGES

The Company is not aware of any significant  change since December 31, 2007 that
is not otherwise reported in this filing.

ITEM 9. THE OFFER AND LISTING

Effective December 21, 2006 our common shares became quoted on the United States
OTC Bulletin Board, under the symbol "WSCRF". The table below sets forth certain
information regarding the price history of our common shares.

          Period                              High (USD)         Low (USD)
          ------                              ----------         ---------

Fiscal year ended December 31, 2006             $0.25              $0.10
Fiscal year ended December 31, 2007             $0.30              $0.05

Quarter ended December 31, 2006                 $0.25              $0.10
Quarter ended March 31, 2007                    $0.30              $0.05
Quarter ended June 30, 2007                     $0.20              $0.20
Quarter ended September 30, 2007                $0.21              $0.19
Quarter ended December 31, 2007                 $0.17              $0.16
Quarter ended March 31, 2008                    $0.16              $0.10

Month ended December 31, 2007                   $0.17              $0.16
Month ended January 31, 2008                    $0.16              $0.11
Month ended February 29, 2008                   $0.11              $0.11
Month ended March 31, 2008                      $0.11              $0.10
Month ended April 30, 2008                      $0.11              $0.10
Month ended May 31, 2008                        $0.11              $0.11
Month ended June 30, 2008 (1)                   $0.11              $0.11

----------
(1) Through June 23, 2008

                                       18
<PAGE>
ITEM 10. ADDITIONAL INFORMATION

A. SHARE CAPITAL

Not required

B. MEMORANDUM AND ARTICLES OF ASSOCIATION

     1.   The company was  incorporated as Rainbow  Resources Ltd.  September 20
          1983 under  certificate of incorporation no. 268952 in the Province of
          British Columbia Canada.  The name was changed to Widescope  Resources
          Ltd. May 1 1984,  to Gemini  Technology  Inc.  September  13 1985,  to
          International  Gemini  Technology  Inc.  September  23  1993,  and  to
          Widescope  Recources  Inc.,  effective  July 12, 2006.  No objects and
          purposes are described.

     2.   If a director has a material  interest in a matter  subject to a vote,
          he must  declare  it and  abstain  from  voting,  or have his vote not
          counted,  except for certain specific exclusions which include setting
          director compensation.  There are no restrictions on directors issuing
          debt however  shareholder  approval may be required in connection with
          convertible  debt or other debt driven  requirements  to issue shares.
          There  is  no  retirement  age  or  share  ownership  requirement  for
          directors.

     3.   Dividends are declared by directors and subject to any special rights,
          paid to all  holders of shares in a class  according  to the number of
          shares held. Voting rights are one vote per share. Directors stand for
          election every year at the annual meeting. Shareholders have no rights
          to share directly in the company's profits. Subject to prior claims of
          creditors and preferred shareholders,  common shareholders participate
          in any surplus in the event of liquidation  according to the number of
          shares held. The company may redeem shares by directors' resolution in
          compliance  with applicable law unless the company is insolvent or may
          become insolvent by doing so. It must make its offer pro rata to every
          member who holds a class,  subject to applicable  stock exchange rules
          or  company  act  provisions.  The  directors  have  wide  discretion.
          Shareholders   have  no  liability  for  further   capital  calls.  No
          discriminatory   provisions,   against  an  existing  or   prospective
          shareholder  of a  substantial  number of shares,  are  imposed by the
          articles.

     4.   Rights of  holders  of any class of shares  can only be  changed  with
          their consent, and in accordance with the company act. Consent must be
          in writing by the holders or by a three fourths  majority of a vote of
          the  holders,  and by the consent of the British  Columbia  Securities
          Commission.

     5.   A notice  convening an annual general or special  meeting must specify
          the  place,  date,  hour,  and in the case of a special  meeting,  the
          general  nature  of  the  special  business,  and  must  be  given  in
          accordance  with the  company  act.  There are no  special  conditions
          outlining rights of admission.

     6.   There are no limitations on rights to own securities.

     7.   There  are no  provisions  to  delay,  defer,  or  prevent a change in
          control.

     8.   Nothing in the articles requires ownership disclosure.

                                       19
<PAGE>
     9.   Not applicable.

     10.  Not applicable.

C. MATERIAL CONTRACTS

The Company  entered  into a  subscription  agreement  to invest  $200,000  into
Outback  Capital Inc. dba Pinefalls  Gold (PFG) a private  Alberta  Company with
certain directors and principal  shareholders in common with the Company. PFG is
an  exploration  company  with  mining  claims  located in the area of  Bissett,
Manitoba.  The Company will invest  $200,000 in exchange for 4 million  units at
$0.05 per unit,  each unit  comprised  of one  common  share and one  warrant to
purchase an additional  common share at $0.075 for a period of two years.  Prior
to exercising the warrants,  after making the investment of $200,000 the Company
will own approximately 37% of the common shares of PFG. As at December 31, 2005,
the Company had invested $90,000 for 1.8 million units, approximately 17% of the
outstanding common shares of PFG.

In  addition  the  Company  entered  into an  option  agreement  with one of the
principal  shareholders  of PFG, a director of the Company,  which  entitles the
company to acquire a further 3 million  common shares of PFG in exchange for one
million common shares of the Company.  The option,  exercisable at the Company's
discretion until March 31, 2007, was exercised.

Pursuant to the terms of the  subscription  agreement and the option  agreement,
the latter having been  exercised,  the company owns 65.42% of the common shares
of PFG.

D. EXCHANGE CONTROLS

THIS  SUMMARY IS OF A GENERAL  NATURE ONLY AND IS NOT INTENDED TO BE, AND SHOULD
NOT BE INTERPRETED AS, LEGAL ADVICE TO ANY PROSPECTIVE  PURCHASER.  ACCORDINGLY,
PROSPECTIVE  PURCHASERS  OF THE COMPANY'S  SHARES SHOULD  CONSULT WITH THEIR OWN
ADVISORS WITH RESPECT TO THEIR INDIVIDUAL CIRCUMSTANCES.

There are no laws or governmental decrees or regulations in Canada that restrict
the export or import of capital,  or which affect the  remittance  of dividends,
interest or other  payments to holders of the Company's  securities  who are not
residents of Canada, other than withholding tax requirements.  Reference is made
to "Item 7. Taxation".

There are no limitations  imposed by the laws of Canada,  the laws of Alberta or
by the  charter or other  governing  documents  of the Company on the right of a
non-resident  to  hold or vote  common  shares  of the  Company,  other  than as
provided in the Investment  Canada Act (the "Investment  Act") and the potential
requirement for a Competition Act Review.

The following  summarizes  the principal  features of the Investment Act and the
Competition Act Review for a non-resident who proposes to acquire common shares.
This summary is of a general nature only and is not intended to be, nor is it, a
substitute for independent  advice from an investor's own advisor.  This summary
does not anticipate statutory or regulatory amendments.

THE CANADIAN INVESTMENT ACT

The Canadian Investment Act generally  prohibits  implementation of a reviewable
investment  by  an  individual,   government  or  agency  thereof,  corporation,
partnership,  trust or joint  venture that is not a "Canadian" as defined in the
Investment  Act  (a   "non-Canadian"),   unless,   after  review,  the  minister

                                       20
<PAGE>
responsible  for the  Investment  Act (the  "Minister")  is  satisfied  that the
investment is likely to be of a net benefit to Canada. Under the Investment Act,
a United  States  citizen  qualifies as a "World Trade  Organization  Investor."
Subject to the restrictions noted below, an investment in a Canadian business by
a World Trade Organization Investor would be reviewable under the Investment Act
only if it is an investment to acquire control of such Canadian business and the
value  of  the  assets  of the  Canadian  business  as  shown  on its  financial
statements is not less than a specified amount, which for 1999 was $184 million.
An investment in the shares of a Canadian business by a non-Canadian  other than
a "World Trade  Organization  Investor"  when the Company is not controlled by a
World Trade Organization Investor,  would be reviewable under the Investment Act
if it is an investment to acquire control of the Canadian business and the value
of the assets of the Canadian  business as shown on its financial  statements is
$5 million or more, or if an order for review is made by the federal  cabinet on
the  grounds  that the  investment  relates to  Canada's  cultural  heritage  or
national identity.

The acquisition by a World Trade Organization  Investor of control of a Canadian
business in any of the following  sectors is also subject to review if the value
of the assets of the  Canadian  business  exceeds  $5  million  (as shown on its
financial   statements):   uranium,   financial  services  (except   insurance),
transportation  services and cultural businesses,  which include broadcast media
(publication, distribution or sale of books, magazines, periodicals, newspapers,
music,  film and video products and the exhibition of film and video  products),
television and radio services. As the Company's business does not fall under any
of the aforementioned  categories, the acquisition of control of the Company, in
excess of the $5 million threshold, by a World Trade Organization Investor would
not be subject to such review.

A  non-Canadian  would  acquire  control  of the  Company  for  purposes  of the
Investment Act if the non-Canadian acquired a majority of the common shares.

The  acquisition  of less than a majority  but  one-third  or more of the common
shares would be presumed to be an  acquisition  of control of the Company unless
it could be established that, on acquisition,  the Company was not controlled in
fact by the acquirer through the ownership of common shares. Notwithstanding the
review  provisions,  any  transaction  involving the acquisition of control of a
Canadian  business  or  the  establishment  of a new  business  in  Canada  by a
non-Canadian is a notifiable transaction and must be reported to Industry Canada
by the  non-Canadian  making the investment  either before or within thirty days
after the investment.

Certain  transactions  relating to common shares are exempt from the  Investment
Act, including:

     *    an acquisition of common shares by a person in the ordinary  course of
          that person's business as a trader or dealer in securities;

     *    an  acquisition  of control  of the  Company  in  connection  with the
          realization  of  security  granted  for  a  loan  or  other  financial
          assistance  and not for a purpose  related  to the  provisions  of the
          Investment Act; and

     *    an acquisition of control of the Company by reason of an amalgamation,
          merger, consolidation or corporate reorganization, following which the
          ultimate  direct or indirect  control in fact of the Company,  through
          the ownership of common shares, remained unchanged.

                                       21
<PAGE>
CANADIAN COMPETITION ACT REVIEW

Investments  giving  rise  to the  acquisition  or  establishment,  directly  or
indirectly, by one or more persons of control over, or a significant interest in
the whole or part of a business  of a  competitor,  supplier,  customer or other
person are subject to substantive review by Canada's  Competition Law Authority,
the Director of  Investigation  and Research  (the  "Director").  If or when the
Director  concludes  that a merger,  whether by  purchase  or lease of shares or
assets, by amalgamation or by combination, or otherwise, prevents or lessens, or
is likely to prevent or lessen competition substantially, he may apply as may be
necessary to eliminate the  substantial  lessening or prevention of competition.
Such substantive merger review power applies to all mergers, whether or not they
meet limits for pre-notification under the Competition Act.

In addition to substantive  merger review,  the  Competition  Act provides for a
pre-notification regime respecting mergers of a certain size. The regime applies
in  respect  of  share  acquisitions,  asset  acquisitions,   amalgamations  and
combinations.  For ease of reference,  this filing refers  specifically to share
acquisition,  although the pre-notification regime applies, with the appropriate
modification, to other types of acquisition of control as well.

In order for a share acquisition  transaction to be pre-notifiable,  the parties
to the transaction  (being the person or persons who proposed to acquire shares,
and the corporation the shares of which are to be acquired), together with their
affiliates (being all firms with a 50% or more voting shares linkage up and down
the chain) must have:

     (i)  aggregate gross assets in Canada that exceed $400,000,000 in value, as
          shown on their  audited  financial  statements  for the most  recently
          completed  fiscal  year (which  must be within the last  fifteen  (15)
          months); or

     (ii) aggregate gross revenue from sales in, from or into Canada that exceed
          $400,000,000 for the most recently  completed fiscal year shown on the
          said financial statements; and

     (iii)the party being  acquired  or  corporations  controlled  by that party
          must have gross assets in Canada,  or gross  revenues from sales in or
          from  Canada,  exceeding  $35,000,000  as shown on the said  financial
          statements. Acquisition of shares carrying up to 20% of the votes of a
          publicly-traded  corporation,  or  35%  of  the  votes  in  a  private
          corporation,  will not be subject to  pre-notification,  regardless of
          the above thresholds. However, exceeding the 20% or the 35% threshold,
          and again exceeding the 50% threshold,  gives rise to an obligation of
          notification if the size threshold is met.

If a  transaction  is  pre-notifiable,  a filing must be made with the  Director
containing the prescribed information with respect to the parties, and a waiting
period  (either seven or twenty-one  days,  depending on whether a long or short
form filing is chosen) must expire prior to closing.

As an alternative to pre-notification,  the Director may grant an Advance Ruling
Certificate, which exempts the transaction from pre-notification. Advance Ruling
Certificates are granted where the Director concludes,  based on the information
provided to him, that he would not have sufficient  grounds on which to apply to
the Competition Tribunal to challenge the Merger.

E. TAXATION

THIS  SUMMARY IS OF A GENERAL  NATURE ONLY AND IS NOT INTENDED TO BE, AND SHOULD
NOT BE  INTERPRETED  AS,  LEGAL OR TAX ADVICE TO ANY  PROSPECTIVE  PURCHASER  OR
HOLDER  OF THE  COMPANY'S  SHARES  AND NO  REPRESENTATION  WITH  RESPECT  TO THE

                                       22
<PAGE>
CANADIAN FEDERAL INCOME TAX  CONSEQUENCES TO ANY SUCH  PROSPECTIVE  PURCHASER IS
MADE. ACCORDINGLY, PROSPECTIVE PURCHASERS OF THE COMPANY'S SHARES SHOULD CONSULT
WITH THEIR OWN TAX ADVISORS WITH RESPECT TO THEIR INDIVIDUAL CIRCUMSTANCES.

The  following  summary  describes  the principal  Canadian  federal  income tax
considerations generally applicable to a holder of the Company's shares who, for
purposes  of the  Income  Tax Act  (Canada)  (the  "Canadian  Tax  Act") and the
Canada-United  States Income Tax Convention,  1980 (the "Convention") and at all
relevant  times is  resident  in the United  States and not  resident in Canada,
deals at arm's length with the Company,  holds the  Company's  shares as capital
property,  and  does  not  use or hold  and is not  deemed  to use or  hold  the
Company's  shares  in or in the  course of  carrying  on  business  in Canada (a
"United States Holder").

This  following  summary is based upon the current  provisions  of the  Canadian
Income Tax Act, the regulations thereunder,  all specific proposals to amend the
Canadian  Tax Act and the  regulations  announced  by the  Minister  of  Finance
(Canada)  prior  to the  date  hereof  and the  Company's  understanding  of the
published  administrative  practices  of the Canada  Customs and Revenue  Agency
(formerly Revenue Canada, Customs,  Excise and Taxation).  This summary does not
take into account or anticipate any other changes in the governing law,  whether
by judicial,  governmental or legislative  decision or action,  nor does it take
into account the tax legislation or considerations of any province, territory or
non-Canadian  jurisdiction  (including the United States),  which legislation or
considerations may differ significantly from those described herein.

DISPOSITION OF THE COMPANY'S SHARES

In general,  a United States  shareholder will not be subject to Canadian income
tax on capital gains arising on the disposition of the Company's shares,  unless
such shares are "taxable  Canadian  property" within the meaning of the Canadian
Income Tax Act and no relief is afforded under any  applicable  tax treaty.  The
shares of the Company would be taxable Canadian property of a non-resident if at
any time during the five-year period immediately  preceding a disposition by the
non-resident of such shares, not less than 25% of the issued shares of any class
or series of all classes of shares of the Company belonged to the  non-resident,
to persons with whom the  non-resident  did not deal at arm's length,  or to the
non-resident and persons with whom the non-resident did not deal at arm's length
for purposes of the Canadian  Income Tax Act. For this  purpose,  issued  shares
include  options to acquire such shares  (including  conversion  rights) held by
such persons. Under the Convention, a capital gain realized by a resident of the
United States will not be subject to Canadian tax unless the value of the shares
of the  Company  is derived  principally  from real  estate  (as  defined in the
Convention) situated in Canada.

F. DIVIDENDS AND PAYING AGENTS

Not required

G. STATEMENT BY EXPERTS

Not required

                                       23
<PAGE>
H. DOCUMENTS ON DISPLAY

All  documents  referenced in this Form 20-F may be viewed at the offices of the
Company during business hours #208 - 828 Harbourside  Drive,  North Vancouver BC
V7P 3R9 Canada, Telephone 604-904-8481.

I. SUBSIDIARY INFORMATION

As of June 30, 2006 Outback  Capital Inc. dba  Pinefalls  Gold ("PFG") a private
Alberta corporation become a majority-owned  subsidiary of the Company.  PFG was
incorporated under the Alberta BUSINESS CORPORATIONS ACT on February 6, 2001.

ITEM 11. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Not required

ITEM 12. DESCRIPTION OF SECURITIES OTHER THAN EQUITY SECURITIES

Not required

ITEM 13. DEFAULTS, DIVIDEND ARREARAGES AND DELINQUENCIES

Not applicable

ITEM 14. MATERIAL  MODIFICATIONS  TO THE RIGHTS OF SECURITY  HOLDERS AND USE OF
         PROCEEDS

Not applicable

ITEM 15. CONTROLS AND PROCEDURES

DISCLOSURE CONTROLS AND PROCEDURES

Under the supervision and with the  participation  of management,  including our
chief  executive  officer  and the chief  financial  officer,  we  conducted  an
evaluation of the  effectiveness  of the design and operation of our  disclosure
controls and  procedures,  as defined in Rules 13a-15(e) and 15d-15(e) under the
Exchange  Act, as of December  31,  2007.  Based on this  evaluation,  our chief
executive  officer and chief financial officer concluded as of December 31, 2007
that our disclosure controls and procedures were effective.

                                       24
<PAGE>
MANAGEMENT'S REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING

Management is responsible for  establishing  and maintaining  adequate  internal
control over financial  reporting.  Internal control over financial reporting is
designed to provide reasonable  assurance regarding the reliability of financial
reporting and the preparation of consolidated financial statements in accordance
with generally  accepted  accounting  principles and includes those policies and
procedures that:

(1) pertain to the maintenance of records that, in reasonable detail, accurately
and fairly reflect the transactions and dispositions of a company's assets,

(2) provide reasonable  assurance that transactions are recorded as necessary to
permit  preparation  of  consolidated  financial  statements in accordance  with
generally  accepted  accounting  principles,  and that a company's  receipts and
expenditures  are  being  made  only  in  accordance  with  authorizations  of a
company's management and directors, and

(3) provide  reasonable  assurance  regarding  prevention or timely detection of
unauthorized  acquisition,  use, or disposition of a company's assets that could
have a material effect on the consolidated financial statements.

Internal  control over  financial  reporting is a process  that  involves  human
diligence  and  compliance  and is subject to lapses in judgment and  breakdowns
resulting from human failures.  Internal  control over financial  reporting also
can be circumvented  by collusion or improper  management  override.  Because of
such  limitations,  internal  control over  financial  reporting  cannot provide
absolute  assurance  of  achieving   financial   reporting   objectives.   Also,
projections of any evaluation of  effectiveness to future periods are subject to
the risk that controls may become  inadequate  because of changes in conditions,
or  that  the  degree  of  compliance  with  the  policies  and  procedures  may
deteriorate.

However,  these  inherent  limitations  are  known  features  of  the  financial
reporting  process.  Therefore,  it is  possible  to  design  into  the  process
safeguards to reduce, though not eliminate, this risk. Management is responsible
for  establishing  and  maintaining  adequate  internal  control over  financial
reporting for the company.

Management  has used the  framework  set forth in the report  entitled  Internal
Control--Integrated   Framework   published  by  the   Committee  of  Sponsoring
Organizations  of the  Treadway  Commission,  known as  COSO,  to  evaluate  the
effectiveness of the Company's internal control over financial reporting.  Based
on this  assessment,  management  has concluded  that our internal  control over
financial reporting was effective as of December 31, 2007.

This  annual  report does not include an  attestation  report of our  registered
public accounting firm regarding internal control over financial reporting.

Our management's  report was not subject to attestation by our registered public
accounting firm pursuant to temporary rules of the SEC that permit us to provide
only our management's report in this annual report on Form 20-F.

                                       25
<PAGE>
CHANGES IN INTERNAL CONTROL OVER FINANCIAL REPORTING

There were no changes in our internal  controls over  financial  reporting  that
occurred  during the period covered by this annual report on Form 20-F that have
materially affected,  or are reasonably likely to materially affect our internal
controls over financial reporting.

ITEM 16.

A. AUDIT COMMITTEE FINANCIAL EXPERT

The company has as its audit committee  financial  expert Mr. Edward D. Ford who
is a Canadian Chartered Accountant. He has held this professional  qualification
since  1961.  During his  career Mr.  Ford has been an  associate,  manager  and
partner of several  Canadian  professional  accounting firms that specialized in
audit/assurance,  taxation,  insolvency  and  independent  business  consulting.
Additionally  he has  served as a Chief  Financial  Officer  of  several  public
companies.

B. CODE OF ETHICS

The Company has adopted a code of ethics applicable to its directors,  principal
executive officer, principal financial officer, principal accounting procedures,
and persons performing similar functions. A copy of the Company's Code of Ethics
will be made  available to anyone who requests it in writing from the  Company's
head office.

C. PRINCIPAL ACCOUNTING FEES AND SERVICES

(A) AUDIT FEES
Dale Matheson  Carr-Hilton  LaBonte,  Chartered  Accountants ("DMCL") billed the
Corporation  $14,500 for audit fees in the year ended December 31, 2007; $13,000
in 2006;  $9,000 in 2005;  and $6,200 in 2004.  The former  auditor,  Charlton &
Company, Chartered Accountants billed $2,675 in 2004.

(B) AUDIT RELATED FEES
DMCL  billed the  Company  $1,000 for audit  related  services in the year ended
December  31,  2007;  $nil in 2006,  $nil in 2005 and $nil in 2004.  The  former
auditor, Charlton & Company, Chartered Accountants billed $nil in 2004.

(C) TAX FEES
DMCL did not provide the Corporation with any professional services rendered for
tax  compliance,  tax advice and tax  planning in the years ended  December  31,
2007,  2006,  2005 and 2004. The former auditor,  Charlton & Company,  Chartered
Accountants billed $nil in 2004.

(D) ALL OTHER FEES
DMCL did not bill the  Corporation  for any other  products  and services in the
years ended December 31, 2007, 2006, 2005 and 2004. The former auditor, Charlton
& Company, Chartered Accountants billed $nil in 2004.

(E) AUDIT COMMITTEE PRE-APPROVAL POLICIES AND PROCEDURES
To ensure  continuing  auditor  objectivity and to safeguard the independence of
our auditors,  our audit  committee has  determined a framework for the type and
authorization  of non-audit  services which our auditors may provide.  The audit
committee has adopted  policies for the  pre-approval of specific  services that

                                       26
<PAGE>
may be provided by our auditors.  The dual  objectives of these  policies are to
ensure that we benefit in a cost effective manner from the cumulative  knowledge
and experience of our auditors,  while also ensuring that the auditors  maintain
the necessary degree of independence and objectivity.

Our audit committee approved the engagement of Dale Matheson Carr-Hilton LaBonte
to render audit and non-audit services before they were engaged by us.

D. EXEMPTION FROM THE LISTING STANDARDS FOR AUDIT COMMITTEES

Not Applicable

E PURCHASES OF EQUITY SECURITIES BY THE ISSUER AND AFFILIATED PURCHASERS

Not Applicable

ITEM 17. FINANCIAL STATEMENTS

The financial  statements  and notes thereto as required by Item 17 are attached
hereto and found immediately after the text of this Registration Statement.  The
auditors'  report  of  Dale  Matheson   Carr-Hilton  LaBonte  LLP,   independent
registered public accountants,  on the audited consolidated financial statements
and notes thereto is included  immediately  preceding  the audited  consolidated
financial statements.

     Auditors' Report.

     Consolidated balance sheets as at December 31, 2007 and 2006.

     Consolidated  statements  of  operations  and  deficit  for the years ended
     December 31, 2007, 2006 and 2005.

     Consolidated  statements  of cash flows for the years  ended  December  31,
     2007, 2006 and 2005.

     Notes to the consolidated financial statements.

ITEM 18. FINANCIAL STATEMENTS

Not applicable.  See "Item 17. Financial Statements" above.

ITEM 19.  EXHIBITS

Attached hereto are the following exhibits:

     12.1 Certification of President pursuant to s.302 of the Sarbanes-Oxley Act
          of 2002

     12.2 Certification of Director pursuant to s.302 of the  Sarbanes-Oxley Act
          of 2002

     13.1 Certification of President pursuant to s.906 of the Sarbanes-Oxley Act
          of 2002

     13.2 Certification of Director pursuant to s.906 of the  Sarbanes-Oxley Act
          of 2002

                                       27
<PAGE>
                                   SIGNATURES

The registrant hereby certifies that it meets all of the requirements for filing
on Form 20-F and that it has duly caused and authorized the  undersigned to sign
this annual report on its behalf.

                                            WIDESCOPE RESOURCES INC

Date: June 23, 2008
                                            By: /s/ Martin Schultz
                                               ---------------------------------
                                            Name:  Martin Schultz
                                            Title: Secretary and Director,
                                                   as duly authorized signatory


                                       28
<PAGE>
              [LETTERHEAD OF DALE MATHESON CARR-HILTON LABONTE LLP
                             CHARTERED ACCOUNTANTS]


                          INDEPENDENT AUDITORS' REPORT

To the Shareholders of Widescope Resources Inc.

We have audited the  consolidated  balance  sheets of Widescope  Resources as at
December  31,  2007 and  2006 and the  consolidated  statements  of  operations,
shareholders'  equity and cash flows for the years ended  December  31, 2007 and
2006.  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 Canadian  generally accepted auditing
standards  and with the  standards of the Public  Company  Accounting  Oversight
Board (United States). Those standards require that we plan and perform an audit
to obtain  reasonable  assurance  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.

In our opinion,  these consolidated  financial statements present fairly, in all
material respects, the financial position of the Company as at December 31, 2007
and 2006 and the  results  of its  operations  and its cash  flows for the years
ended December 31, 2007 and 2006 in accordance with Canadian  generally accepted
accounting principles.

                                                                        /s/ DMCL

                                           Dale Matheson Carr-Hilton Labonte LLP
                                                           CHARTERED ACCOUNTANTS
Vancouver, Canada
April 8, 2008

                 COMMENTS BY AUDITORS FOR U.S. READERS ON CANADA
                      -UNITED STATES REPORTING DIFFERENCES

In the United States,  reporting  standards for auditors require the addition of
an explanatory  paragraph  (following the opinion  paragraph) when the financial
statements are affected by conditions and events that cast substantial  doubt on
the Company's ability to continue as a going concern, such as those described in
Note 1 to the financial  statements.  Our report to the shareholders dated April
8, 2008 is expressed in accordance  with Canadian  reporting  standards which do
not permit a reference to such events and  conditions  in the  auditors'  report
when these are adequately disclosed in the financial statements.

                                                                        /s/ DMCL

                                           Dale Matheson Carr-Hilton Labonte LLP
                                                           CHARTERED ACCOUNTANTS
Vancouver, Canada
April 8, 2008

                                      F-1
<PAGE>
WIDESCOPE RESOURCES INC.
Consolidated Balance Sheets
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                  December 31, 2007      December 31, 2006
                                                  -----------------      -----------------
<S>                                                 <C>                    <C>
ASSETS

Current assets
  Cash                                              $     69,628           $    105,504
  Receivables                                              3,606                  3,524
                                                    ------------           ------------

                                                          73,234                109,028
                                                    ------------           ------------

Mineral properties (Note 3)                              343,955                333,158
Equipment, net of amortization (Note 3)                    1,105                  1,579
                                                    ------------           ------------

                                                    $    418,294           $    443,765
                                                    ============           ============

LIABILITIES AND SHAREHOLDERS' EQUITY

Current liabilities
  Accounts payable and accrued liabilities          $    110,395           $     77,426
                                                    ------------           ------------

Non-controlling interest (Note 3)                         68,586                 77,267
                                                    ------------           ------------
Shareholders' equity
  Share capital - preferred (Note 5)                     604,724                604,724
  Share capital - common (Note 5)                     13,044,609             13,044,609
  Contributed surplus (Note 5)                            53,344                 53,344
  Deficit                                            (13,463,364)           (13,413,605)
                                                    ------------           ------------

                                                         239,313                289,072
                                                    ------------           ------------

                                                    $    418,294           $    443,765
                                                    ============           ============
</TABLE>

Approved by the Board:


"Martin Schultz"
-------------------------------------
Martin Schultz


"Douglas E. Ford"
-------------------------------------
Douglas E. Ford

                 The accompanying notes are an integral part of
                    these consolidated financial statements.

                                      F-2
<PAGE>
WIDESCOPE RESOURCES INC.
Consolidated Statements of Operations, Comprehensive loss, and Deficit
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                       Years Ended December 31,
                                                              2007               2006               2005
                                                          ------------       ------------       ------------
<S>                                                       <C>                <C>                <C>
Revenue
  Interest income                                         $         --       $        689       $         --
  Management fess (Note 4)                                          --              9,000                 --
                                                          ------------       ------------       ------------
                                                                    --              9,689                 --
                                                          ------------       ------------       ------------
Expenses
  General and administrative                                    58,440             51,311             54,804
                                                          ------------       ------------       ------------

Loss from operations                                           (58,440)           (41,622)           (54,804)
Non-controlling interest (Note 3)                                8,681              4,475                 --
                                                          ------------       ------------       ------------
Net loss and Comprehensive loss                                (49,759)           (37,147)           (54,804)

Deficit, beginning of year                                 (13,413,605)       (13,376,458)       (13,321,654)
                                                          ------------       ------------       ------------

Deficit, end of year                                      $(13,463,364)      $ 13,413,605       $(13,376,458)
                                                          ============       ============       ============

Earnings per share - basic                                $      (0.01)      $         --       $         --
                                                          ============       ============       ============

Weighted average number of common shares outstanding        10,883,452         10,383,452          9,084,049
                                                          ============       ============       ============
</TABLE>


                 The accompanying notes are an integral part of
                    these consolidated financial statements.

                                      F-3
<PAGE>
WIDESCOPE RESOURCES INC.
Consolidated Statements of Cash Flow
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                      Years Ended December 31,
                                                           2007                2006                2005
                                                         ---------           ---------           ---------
<S>                                                      <C>                 <C>                 <C>
OPERATING ACTIVITIES
  Net loss                                               $ (49,759)          $ (37,147)          $ (54,804)

Non cash Items:
  Non-controlling interest in loss                          (8,681)             (4,475)                 --
  Amortization                                                 474                  --                  --
Net change in working capital items:
  Receivables                                                  (82)             (3,920)             22,086
  Accounts payable and accrued liabilities                  32,969              20,664             (14,678)
                                                         ---------           ---------           ---------

Cash used in operations                                    (25,079)            (24,878)            (47,396)
                                                         ---------           ---------           ---------
INVESTING ACTIVITIES
  Cash acquired on acquisition of PFG, net of
   amounts invested                                             --              16,108             (90,000)
  Mineral property development costs                       (10,797)            (13,852)                 --
  BWN sale proceeds                                             --                  --              30,000
                                                         ---------           ---------           ---------

Cash (used in) provided by investing activities            (10,797)              2,256             (60,000)
                                                         ---------           ---------           ---------
FINANCING ACTIVITIES
  Proceeds from sale of common shares                           --                  --             234,050
                                                         ---------           ---------           ---------

Cash from financing activities                                  --                  --             234,050
                                                         ---------           ---------           ---------

Net increase (decrease) in cash                            (35,876)            (22,622)            126,654

Cash, beginning of year                                    105,504             128,126               1,472

                                                         ---------           ---------           ---------

Cash, end of year                                        $  69,628           $ 105,504           $ 128,126
                                                         =========           =========           =========
SUPPLEMENTAL CASH FLOW INFORMATION:
  Cash paid for interest                                 $      --           $      --           $      --
                                                         =========           =========           =========

  Cash paid for income taxes                             $      --           $      --           $      --
                                                         =========           =========           =========
</TABLE>


                 The accompanying notes are an integral part of
                    these consolidated financial statements.

                                      F-4
<PAGE>
WIDESCOPE RESOURCES INC.
Notes to the Consolidated Financial Statements
DECEMBER 31, 2007
--------------------------------------------------------------------------------

1. NATURE AND CONTINUANCE OF OPERATIONS

   The  Company's  principal  business  activities  include the  exploration  of
   natural resource properties. The Company has acquired, directly and by way of
   the  acquisition  of Outback  Capital  Inc.  (Note 3),  interests  in various
   mineral claims in Manitoba providing the right to explore.  The Company had a
   working  capital  deficit of $37,161 at December  31,  2007 and has  incurred
   substantial  losses to date. The Company will require  additional  funding to
   meet its obligations and the costs of its operations.

   Effective  July 12,  2006,  the Company  changed its name from  International
   Gemini Technology Inc. to Widescope Resources Inc.

   The  Company's  future  capital  requirements  will  depend on many  factors,
   including costs of exploration and development of the properties, production,
   if warranted,  and  competition and global market  conditions.  The Company's
   potential  recurring  operating  losses and growing working capital needs may
   require  that it obtain  additional  capital to operate  its  business.  Such
   outside capital will include the sale of additional common shares.  There can
   be no  assurance  that  capital  will be available as necessary to meet these
   continuing exploration and development costs or, if the capital is available,
   that it  will  be on  terms  acceptable  to the  Company.  The  issuances  of
   additional  equity  securities  by the  Company  may result in a  significant
   dilution in the equity interests of its current shareholders.

   The Company is  dependent  upon the  discovery  of  economically  recoverable
   reserves,  to obtain  necessary  financing to complete the development of its
   properties,  and future production or proceeds from the disposition  thereof.
   The financial  statements have been prepared under the assumption the Company
   is a going  concern.  The ability of the Company to continue  operations as a
   going concern is ultimately dependent upon attaining  profitable  operations.
   To  date,  the  Company  has not  generated  profitable  operations  from its
   resource  operations and will need to invest additional funds in carrying out
   its planned exploration, development and operational activities. As a result,
   more  losses  are  anticipated  prior  to  obtaining  a level  of  profitable
   operations.

2. SIGNIFICANT ACCOUNTING POLICIES

   BASIS OF CONSOLIDATION
   These  financial  statements  have been prepared on a consolidated  basis and
   include the accounts of the Company and its 65.42% owned subsidiary,  Outback
   Capital Inc. effective June 30, 2006 (date of acquisition).  All intercompany
   balances and transactions have been eliminated on consolidation.

   MINERAL PROPERTIES
   The cost of mineral properties and related  exploration and development costs
   are deferred until the properties are placed into production, sold, abandoned
   or management has determined  there to be an impairment.  These costs will be
   amortized over the useful life of the properties  following the  commencement
   of commercial  production or written off if the properties are sold,  allowed
   to lapse, or abandoned.  Properties acquired under option agreements, whereby
   payments are made at the sole discretion of the Company,  are recorded in the
   accounts at such time as the payments  are made.  It is  reasonably  possible
   that economically  recoverable reserves may not be discovered and accordingly
   a material  portion of the carrying  value of mineral  properties and related
   deferred  exploration  costs could be written  off.  Although the Company has
   taken  steps  to  verify  title  to  mineral  properties  in  which it has an
   interest,  according  to the  usual  industry  standards  for  the  stage  of
   exploration  of  such  properties,  these  procedures  do not  guarantee  the
   Company's  title.  Such  properties  may be  subject to prior  agreements  or
   transfers and title may be affected by undetected title defects.

                                      F-5
<PAGE>
WIDESCOPE RESOURCES INC.
Notes to the Consolidated Financial Statements
DECEMBER 31, 2007
--------------------------------------------------------------------------------

2. SIGNIFICANT ACCOUNTING POLICIES CONT'D

   ESTIMATES, ASSUMPTIONS AND MEASUREMENT UNCERTAINTY
   The preparation of financial statements in conformity with Canadian generally
   accepted  accounting  principles  requires  management to make  estimates and
   assumptions  that affect the reported  amounts of assets and  liabilities and
   disclosure of contingent  assets and liabilities at the date of the financial
   statements  and the  reported  amounts of revenues  and  expenses  during the
   period.  Actual results could differ from those  estimates.  By their nature,
   these estimates are subject to measurement  uncertainty and the effect on the
   financial  statements of changes in such estimates in future periods could be
   significant.  Areas  requiring  significant  use of estimates  by  management
   relate to determining the carrying value of mineral  properties and tax rates
   to calculate future income taxes.

   FINANCIAL INSTRUMENTS
   Effective  January 1, 2007,  the Company  adopted the  Canadian  Institute of
   Chartered  Accountants  (CICA)  Handbook  Sections  3855,  and 3861 financial
   instruments;  Section 1530,  comprehensive  income and Section 3865,  hedges.
   Section 3855  prescribes  when a financial  instrument is to be recognized on
   the  balance  sheet  and  at  what  amount.  Under  Section  3855,  financial
   instruments must be classified into one of five categories: held-for-trading,
   held-to-maturity, loans and receivables, available-for-sale financial assets,
   or  other  financial  liabilities.   All  financial  instruments,   including
   derivatives,  are measured at the balance sheet date at fair value except for
   loans and  receivables,  held-to-maturity  investments,  and other  financial
   liabilities which are measured at amortized cost.

   These  standards  have been  applied  prospectively.  The  adoption  of these
   standards  has not resulted in any  adjustments  to the  carrying  amounts of
   financial assets and financial liabilities at January 1, 2007.

   The Company does not have any items that would cause comprehensive loss to be
   different than net loss of the year ended December 31, 2007.

   The  Company's  financial  instruments  consist  of  cash,  receivables,  and
   accounts  payable and accrued  liabilities.  Unless  otherwise  noted,  it is
   management's opinion that the Company is not exposed to significant interest,
   currency or credit risks arising from these financial  instruments.  The fair
   value of these  financial  instruments  approximates  their carrying  values,
   unless otherwise noted.

   The  Company has  determined  that it does not have  derivatives  or embedded
   derivatives.

   EQUIPMENT
   Equipment is recorded at cost. Amortization is calculated using the following
   annual rate, which is estimated to match the useful lives of the asset:

             Computer hardware           30% declining balance

   Equipment  used  in  exploration  activities,  where  substantially  all  the
   economic life or value of the asset is expected to be derived from a specific
   project,  is  accounted  for as  dedicated  assets and included as a separate
   category within the costs allocated to the related  exploration stage mineral
   interests.  Amortization for dedicated assets are provided over the estimated
   lives based on utilization and is recorded as deferred  exploration  costs of
   the related project.

                                      F-6
<PAGE>
WIDESCOPE RESOURCES INC.
Notes to the Consolidated Financial Statements
DECEMBER 31, 2007
--------------------------------------------------------------------------------

2. SIGNIFICANT ACCOUNTING POLICIES CONT'D

   LOSS PER SHARE
   The loss per share figures are calculated  using the weighted  average number
   of shares  outstanding during the respective fiscal years. The calculation of
   loss per  share  figures  using  the  Treasury  Stock  Method  considers  the
   potential  exercise of  outstanding  share  purchase  options and warrants or
   other contingent  issuances to the extent each option,  warrant or contingent
   issuance was  dilutive.  For the years  presented,  diluted loss per share is
   equal to basic loss per share as the conversions are anti-dilutive.

   CASH AND CASH EQUIVALENTS
   The Company considers all highly liquid  instruments with a maturity of three
   months or less at the time of issuance to be cash equivalents.

   IMPAIRMENT OF LONG-LIVED ASSETS
   The Company follows the  recommendations  of the CICA Handbook  Section 3063,
   "Impairment of Long-Lived  Assets".  Section 3063  establishes  standards for
   recognizing,  measuring and disclosing  impairment of long-lived  assets held
   for use. The Company  conducts its impairment test on long-lived  assets when
   events or changes in circumstances  indicate that the carrying amount may not
   be recoverable. Impairment is recognized when the carrying amount of an asset
   to be held and used exceeds the  undiscounted  future net cash flows expected
   from its use and disposal.  If there is impairment,  the impairment amount is
   measured as the amount by which the carrying  amount of the asset exceeds its
   fair value,  calculated using discounted cash flows when quoted market prices
   are not available.

   INCOME TAXES
   The Company  accounts for income taxes using the asset and liability  method,
   whereby  future tax  assets and  liabilities  are  recognized  for the future
   income tax  consequences  attributable  to  differences  between the carrying
   values of the asset and  liabilities and their  respective  income tax bases.
   Future income tax assets and  liabilities  are measured  using  substantively
   enacted  income tax rates expected to apply to taxable income in the years in
   which  temporary  differences  are expected to be  recovered or settled.  The
   effect  on  future  income  taxes  and  liabilities  of a change  in rates is
   included in operations in the period that includes the substantive  enactment
   date.  Where the probability of a realization of a future income tax asset is
   more likely than not, a valuation allowance is recorded.

   STOCK-BASED COMPENSATION
   The  Company  applies  the fair value  method of valuing  all grants of stock
   options. All stock options granted are accounted for as a capital transaction
   at the time of the grant with the related  fair  values  being  reflected  as
   contributed  surplus  in  shareholders'  equity.  The fair  value of  options
   granted is  estimated  at the date of grant  using the  Black-Scholes  option
   pricing model incorporating  assumptions  regarding risk-free interest rates,
   dividend  yield,  volatility  factor  of the  expected  market  price  of the
   Company's stock,  and a weighted  average  expected life of the options.  The
   estimated  fair value of the options is recorded  over the  options'  vesting
   period.  Any consideration  paid on the exercise of stock options is credited
   to share capital.

   NEW ACCOUNTING PRONOUNCEMENTS

   GOING-CONCERN
   In June 2007, the CICA amended Handbook Section 1400,  "General  Standards of
   Financial  Statement  Presentation",  which  requires  management  to make an
   assessment  of  Company's  ability  to  continue  as  a  going-concern.  When
   financial  statements are not prepared on a  going-concern  basis,  that fact
   shall be disclosed together with the basis on which the financial  statements
   are   prepared   and  the  reason  why  the  Company  is  not   considered  a
   going-concern.  The new section is effective for years  beginning on or after
   January 1, 2008.  The  Company is in the process of  assessing  the impact of
   this new section on its consolidated financial statements.

                                      F-7
<PAGE>
WIDESCOPE RESOURCES INC.
Notes to the Consolidated Financial Statements
DECEMBER 31, 2007
--------------------------------------------------------------------------------

2. SIGNIFICANT ACCOUNTING POLICIES CONT'D

NEW ACCOUNTING PRONOUNCEMENTS CONT'D

   INTERNATIONAL FINANCIAL REPORTING STANDARDS ("IFRS")
   In 2006, the Canadian  Accounting  Standards  Board ("AcSB")  published a new
   strategic   plan  that  will   significantly   affect   financial   reporting
   requirements  for Canadian  companies.  The AcSB  strategic plan outlines the
   convergence of Canadian  generally accepted  accounting  principles with IFRS
   over an expected five year  transitional  period.  In February 2008, the AcSB
   announced that 2011 is the changeover date for  publicly-listed  companies to
   use IFRS,  replacing Canada's own generally accepted  accounting  principles.
   The date is for interim and annual  financial  statements  relating to fiscal
   years  beginning on or after January 1, 2011. The transition  date of January
   1, 2011 will  require the  restatement  for  comparative  purposes of amounts
   reported by the  Company  for the year ended  December  31,  2010.  While the
   Company has begun  assessing  the  adoption of IFRS for 2011,  the  financial
   reporting impact of the transition to IFRS cannot be reasonably  estimated at
   this time.

   CAPITAL DISCLOSURES
   In December 2006, the CICA issued Section 1535 which specifies the disclosure
   of  information  that enables  users of an entity's  financial  statements to
   evaluate its objectives, policies and processes for managing capital, summary
   quantitative  data about what the entity  manages as capital,  whether it has
   complied  with any  capital  requirements  and, if it has not  complied,  the
   consequences on  non-compliance.  The mandatory  effective date is for annual
   and interim  financial  statements for years beginning on or after October 1,
   2007. This new requirement must be adopted by the Company  effective  January
   1, 2008.

   FINANCIAL INSTRUMENTS DISCLOSURES AND FINANCIAL INSTRUMENTS PRESENTATION
   Sections  3862 and 3863 will  replace  Section  3861,  Financial  Instruments
   Disclosure and Presentation,  revising and enhancing disclosure  requirements
   while carrying forward its presentation requirements. These new Sections will
   place  increased  emphasis on disclosure  about the nature and extent of risk
   arising from  financial  instruments  and how the entity manages those risks.
   The mandatory  effective date is for annual and interim financial  statements
   for years  beginning  on or after  October 1, 2007.  The  Company  will begin
   application  of  these  sections   effective  January  1,  2008.  It  is  not
   anticipated  that the adoption of these new accounting  standards will impact
   the amounts  reported in the Company's  financial  statements as they related
   primarily to disclosure.

                                      F-8
<PAGE>
WIDESCOPE RESOURCES INC.
Notes to the Consolidated Financial Statements
DECEMBER 31, 2007
--------------------------------------------------------------------------------

3. ACQUISITION OF OUTBACK CAPITAL INC. DBA PINEFALLS GOLD ("PFG")

   In April 2005, the Company  entered into a  subscription  agreement to invest
   $200,000  into Outback  Capital Inc. dba Pinefalls  Gold  ("PFG"),  a private
   Alberta company with certain directors and a principal  shareholder of PFG in
   common with the Company.  PFG is an  exploration  company with mining  claims
   located in the area of Bissett, Manitoba.  Pursuant to the subscription,  the
   Company invested $90,000 in exchange for 1.8 million units during 2005 and an
   additional $110,000 in exchange for 2.2 million units in 2006 of PFG at $0.05
   per unit with each unit  comprised of one common share and one share purchase
   warrant to purchase an additional  common share at $0.075 for a period of two
   years.   Without  the  exercise  of  the  warrants,   the  Company  purchased
   approximately  37% of the  common  shares of PFG.  As at June 30,  2006,  the
   Company had  invested  $200,000 in  exchange  for 4 million  units under this
   subscription agreement.

   In addition,  the Company entered into a share exchange agreement with one of
   the  principal  shareholders  of PFG,  who is also a director of the Company,
   under which the Company  acquired a further 3 million common shares of PFG in
   exchange for one million common shares of the Company at a value of $150,000.
   As a result of the share exchange agreement, the director in common no longer
   had an ownership interest in PFG.

   The Company completed the transactions  above effective June 30, 2006; and as
   at December 31, 2007 the Company owned 65.42% of the common shares of PFG.

   The  Pinefalls  Gold mining  property is subject to a 2% royalty based on the
   gross cash  proceeds  received  from the sale of  minerals,  less the cost of
   smelting,  refining, freight, insurance and other related costs, and the cost
   of marketing and sale of minerals  derived from PFG  properties.  The royalty
   will be calculated  on a cumulative  basis and will be payable in cash by the
   Company within 180 days of each fiscal year end of the Company.

                                      F-9
<PAGE>
WIDESCOPE RESOURCES INC.
Notes to the Consolidated Financial Statements
DECEMBER 31, 2007
--------------------------------------------------------------------------------

3. ACQUISITION OF OUTBACK CAPITAL INC. DBA PINEFALLS GOLD ("PFG") CONT'D

   The fair value of the assets acquired and liabilities  assumed effective June
   30, 2006 are as follows:

                                                                    - $ -
                                                                  ---------
       Current assets                                               126,108
       Mineral claims and equipment                                 320,885
       Current liabilities                                           (3,861)
       Due to related parties                                       (11,390)
       Non controlling interest                                     (81,742)
                                                                  ---------
                                                                    350,000
                                                                  =========
       CONSIDERATION PAID:
          1,000,000 common shares at $0.15 per share                150,000
          Cash                                                      200,000
                                                                  ---------
                                                                    350,000
                                                                  =========

   Mineral Claims and equipment includes the following:

                                                                    - $ -
                                                                  ---------
       Unproven Mining Claims - not subject to depletion            319,306
       Equipment                                                      1,579
                                                                  ---------
       Totals                                                       320,885
                                                                  =========

   Mineral claims since the acquisition consist of:

                                                                    - $ -
                                                                    Total
                                                                  ---------
       Balance as at June 30, 2006                                  319,306
            Geological consulting fees                               13,852
                                                                  ---------
       Balance as at December 31, 2006                              333,158
            Geological consulting fees                               10,773
            Filing fees                                                  24
                                                                  ---------
       Balance as at December 31, 2007                              343,955
                                                                  =========

4.    RELATED PARTY TRANSACTIONS

   During the year ended December 31, 2007, a company in which a director has an
   interest charged the Company $24,000 (2006:  $24,000) for rent and management
   fees. The unpaid portion of these amounts, plus additional advances and other
   amounts due to directors,  aggregating $87,280 (2006: $72,350) is included in
   accounts payable and accrued liabilities at December 31, 2007.

   The Company  charged $nil (2006:  $9,000) for rent and management fees to PFG
   prior to the acquisition date.

   Related  party  transactions  were in the normal  course of business and have
   been  recorded  at the  exchange  amount  which is the fair  value  agreed to
   between  the  parties.   Amounts  due  to  related   parties  are  unsecured,
   non-interest bearing and without specific terms of repayment.

                                      F-10
<PAGE>
WIDESCOPE RESOURCES INC.
Notes to the Consolidated Financial Statements
DECEMBER 31, 2007
--------------------------------------------------------------------------------

5. SHARE CAPITAL

   a) The authorized capital of the Company comprises  100,000,000 common shares
   without  par value and  100,000,000  Series 1  convertible  preferred  shares
   without par value. The rights and restrictions of the preferred shares are as
   follows:

     i)   dividends shall be paid at the discretion of the directors;

     ii)  the holders of the preferred shares are not entitled to vote except at
          meetings  of the  holders  of the  preferred  shares,  where  they are
          entitled to one vote for each preferred share held;

     iii) the shares are convertible at any time; and

     iv)  the number of the common  shares to be received on  conversion  of the
          preferred  shares is to be determined by dividing the conversion value
          of the share, $1 per share, by $0.45.

   b) Common shares

<TABLE>
<CAPTION>
                                                       2007                            2006
                                            --------------------------      --------------------------
                                              Shares            $             Shares            $
                                            ----------      ----------      ----------      ----------
<S>                                         <C>             <C>              <C>            <C>
       Balance, beginning of year           10,883,452      13,044,609       9,883,452      12,894,609
       Issued on acquisition of PFG
           (Note 3)                                 --              --       1,000,000         150,000
                                            ----------      ----------      ----------      ----------
       Balance, December 31                 10,883,452      13,044,609      10,883,452      13,044,609
                                            ==========      ==========      ==========      ==========

   c) Preferred shares

                                                       2007                            2006
                                            --------------------------      --------------------------
                                              Shares            $             Shares            $
                                            ----------      ----------      ----------      ----------
       Balance, beginning and end of year      604,724         604,724         604,724         604,724
                                            ==========      ==========      ==========      ==========

   d) Warrants

                                               2007            2006
                                            ----------      ----------

       Balance, beginning and end of year    1,560,333       1,560,333
                                            ==========      ==========
</TABLE>

   Each  warrant  gives the holder the right to purchase one common share of the
   Company at $0.18 per share on or before the expiry of the warrants on June 6,
   2008.

   e) Stock Options

   As of December 31, 2007 and 2006, there were no stock options outstanding.

                                      F-11
<PAGE>
WIDESCOPE RESOURCES INC.
Notes to the Consolidated Financial Statements
DECEMBER 31, 2007
--------------------------------------------------------------------------------

6. INCOME TAXES

   A  reconciliation  of income taxes at statutory rates with the reported taxes
   is as follows:

                                                     2007               2006
                                                   --------           --------
   Loss before income taxes                        $ 49,759           $ 37,147
                                                   ========           ========
   Income tax recovery at statutory rates
                                                   $ 16,978           $ 12,667
   Unrecognized benefit of
    non-capital losses                              (16,978)           (12,667)
                                                   --------           --------
   Future income tax provision                     $     --           $     --
                                                   ========           ========

   The significant  components of the Company's  future income tax assets are as
   follows:

                                                     2007               2006
                                                   --------           --------
   Future income tax assets:

   Non-capital loss carry forward benefit          $ 81,500           $ 74,481
   Capital losses carried forward                     1,250              1,506
   Valuation allowance                              (82,750)           (75,987)
                                                   --------           --------

   Net future income tax asset                     $     --           $     --
                                                   ========           ========

   The Company has  approximately  $261,000  in  non-capital  losses that can be
   offset  against  taxable income in future years which expire at various dates
   commencing in 2007 and  approximately  $8,000 in capital  losses which may be
   available to offset future taxable capital gains which can be carried forward
   indefinitely.  The potential  future tax benefit of these losses has not been
   recorded as a full-future tax asset valuation allowance has been provided due
   to the uncertainty regarding the realization of these losses.

   The related  potential  income tax benefits  with respect to these items have
   not been  recorded  in the  accounts.  Application  and  expiration  of these
   carryforward  balances are subject to relevant  provisions  of the Income Tax
   Act, Canada.

7. RECONCILIATION BETWEEN CANADIAN AND UNITED STATES GENERALLY ACCEPTED
   ACCOUNTING PRINCIPLES

   These  financial  statements  have been prepared in accordance  with Canadian
   generally accepted accounting  principles ("Canadian GAAP"), which differs in
   certain respects from United States generally accepted accounting  principles
   ("US GAAP").  A  description  of US GAAP and  practices  prescribed by the US
   Securities   and  Exchange   Commission   ("SEC")  that  result  in  material
   measurement and disclosure  differences  from Canadian GAAP are summarized as
   follows:

                                      F-12
<PAGE>
WIDESCOPE RESOURCES INC.
Notes to the Consolidated Financial Statements
DECEMBER 31, 2007
--------------------------------------------------------------------------------

7. RECONCILIATION  BETWEEN  CANADIAN  AND  UNITED  STATES  GENERALLY  ACCEPTED
   ACCOUNTING PRINCIPLES CONT'D

<TABLE>
<CAPTION>
                                                              December 31,        December 31,
                                                                  2007                2006
                                                               ---------           ---------
<S>                                                            <C>                 <C>
   Consolidated Balance Sheets

   Total assets under Canadian GAAP                            $ 418,294           $ 443,765

     (a) Mineral property exploration and acquisition
     costs expensed under US GAAP                               (343,955)           (333,158)
                                                               ---------           ---------

   Total assets under US GAAP                                  $  74,339           $ 110,607
                                                               =========           =========

   Total liabilities under Canadian and US GAAP                $ 110,395           $  77,426
                                                               =========           =========

   Non-controlling interest under Canadian and US
    GAAP                                                       $  68,586           $  77,267
                                                               =========           =========

   Total shareholders' equity under Canadian GAAP              $ 239,313           $ 289,072

     (a) Mineral property exploration and acquisition
     costs expensed under US GAAP                               (343,955)           (333,158)
                                                               ---------           ---------

   Total shareholders' equity (deficit) under US GAAP          $(104,642)          $ (44,086)
                                                               =========           =========

                                                              Year ended          Year ended        Year ended
                                                              December 31,        December 31,      December 31,
                                                                  2007                2006              2005
                                                               ---------           ---------         ---------
   Consolidated Statements of Operations and Deficit

   Net loss under Canadian GAAP                                $ (49,759)          $ (37,147)        $ (54,804)

    (a) Mineral property exploration and acquisition
    costs expensed under US GAAP                                 (10,797)           (333,158)               --
                                                               ---------           ---------         ---------

   Net loss under US GAAP                                      $ (60,556)          $(370,305)        $ (54,804)
                                                               =========           =========         =========

   Basic and diluted loss per share under US GAAP              $   (0.01)          $   (0.04)        $   (0.01)
                                                               =========           =========         =========
</TABLE>

                                      F-13
<PAGE>
WIDESCOPE RESOURCES INC.
Notes to the Consolidated Financial Statements
DECEMBER 31, 2007
--------------------------------------------------------------------------------

7. RECONCILIATION  BETWEEN  CANADIAN  AND  UNITED  STATES  GENERALLY  ACCEPTED
   ACCOUNTING PRINCIPLES CONT'D

<TABLE>
<CAPTION>
                                                               Year ended         Year ended           Year ended
                                                               December 31,       December 31,         December 31,
                                                                   2007               2006                 2005
                                                                ---------           ---------           ---------
<S>                                                            <C>                 <C>                 <C>
   Consolidated Statements of Cash Flows

   Net cash used in operating activities under
    Canadian GAAP                                              $ (25,079)          $ (24,878)          $ (47,396)

      (b) Mineral property exploration costs incurred            (10,797)            (13,852)                 --
                                                               ---------           ---------           ---------

   Net cash used in operating activities under US GAAP         $ (35,876)          $ (38,730)          $ (47,396)
                                                               =========           =========           =========
   Net cash provided by (used in) investing activities
    under Canadian GAAP                                        $ (10,797)          $   2,256           $ (60,000)

      (b) Mineral property exploration costs incurred             10,797              13,852                  --
                                                               ---------           ---------           ---------

   Net cash provided by (used in) investing activities
    under US GAAP                                              $      --           $  16,108           $ (60,000)
                                                               =========           =========           =========

   Net cash provided by financing activities under
    Canadian and US GAAP                                       $      --           $      --           $ 234,050
                                                               =========           =========           =========
</TABLE>

   (A) INTEREST IN UNPROVEN MINERAL PROPERTIES

   In accordance with Canadian GAAP, the cost of mineral  properties and related
   exploration  and  development  costs are deferred  until the  properties  are
   placed into production, sold, abandoned or management has determined there to
   be impairment.

   In accordance with US GAAP, mineral property  acquisition costs are initially
   capitalized when incurred using the guidance in EITF 04-02,  "Whether Mineral
   Rights Are Tangible or Intangible  Assets" and in accordance  with  Financial
   Accounting  Standards  Board  ("FASB")  SFAS  No.  144,  "Accounting  for the
   Impairment  or  Disposal  of  Long-Lived  Assets",   the  carrying  value  of
   intangible  assets and other long-lived assets is reviewed on a regular basis
   for the existence of facts or circumstances that may suggest impairment.  The
   Company  recognizes  impairment  when  the sum of the  expected  undiscounted
   future  cash flows is less than the  carrying  amount of the  asset.  Mineral
   property  exploration  costs are  expensed  as  incurred  until  commercially
   minable deposits are determined to exist within a particular property as cash
   flows cannot be reasonably estimated prior to such determination

   Accordingly,  for all periods presented, the Company has expensed all mineral
   property  exploration  costs for US GAAP  purposes  and impaired the property
   acquisition costs incurred during the period (see Note 3).

                                      F-14
<PAGE>
WIDESCOPE RESOURCES INC.
Notes to the Consolidated Financial Statements
DECEMBER 31, 2007
--------------------------------------------------------------------------------

7. RECONCILIATION  BETWEEN  CANADIAN  AND  UNITED  STATES  GENERALLY  ACCEPTED
   ACCOUNTING PRINCIPLES CONT'D

   (B) MINERAL PROPERTY COSTS INCURRED

   Under Canadian GAAP, cash flows relating to mineral property  acquisition and
   exploration costs are reported as investing activities.  Under US GAAP, these
   costs are classified as operating activities.  The net cash provided by (used
   in) operating and investing  activities has been adjusted accordingly for all
   periods presented.

   (C) RECENT ACCOUNTING PRONOUNCEMENTS - US GAAP

   In March 2008, the FASB issued SFAS No. 161,  "Disclosures  about  Derivative
   Instruments  and Hedging  Activities"  ("SFAS 161").  SFAS 161 is intended to
   improve  financial   reporting  about  derivative   instruments  and  hedging
   activities by requiring  enhanced  disclosures to enable  investors to better
   understand  their  effects  on  an  entity's  financial  position,  financial
   performance,  and  cash  flows.  SFAS  161  achieves  these  improvements  by
   requiring  disclosure of the fair values of derivative  instruments and their
   gains and losses in a tabular format. It also provides more information about
   an entity's liquidity by requiring disclosure of derivative features that are
   credit risk-related.  Finally, it requires cross-referencing within footnotes
   to enable  financial  statement users to locate important  information  about
   derivative  instruments.  SFAS 161 will be effective for financial statements
   issued for fiscal  years and interim  periods  beginning  after  November 15,
   2008,  and will be adopted by the Company  beginning in the first  quarter of
   2009.  The  Company  does not expect  there to be any  significant  impact of
   adopting SFAS 161 on its financial position or results of operations.

   On December 21, 2007,  the Securities  and Exchange  Commission  issued Staff
   Accounting  Bulletin  No. 110,  ("SAB  110").  SAB 110  provides  guidance to
   issuers on the method  allowed in  developing  estimates of expected  term of
   "plain   vanilla"   share  options  in  accordance   with  SFAS  No.  123(R),
   "Share-Based  Payment".  The staff will  continue  to accept,  under  certain
   circumstances,  the use of a simplified method beyond December 31, 2007 which
   amends  question 6 of  Section  D.2 as  included  in SAB 107,  "Valuation  of
   Share-Based Payment Arrangements for Public Companies", which stated that the
   simplified  method could not be used beyond  December  31,  2007.  SAB 110 is
   effective January 1, 2008. The Company is currently  evaluating the potential
   impact,  if any,  that the adoption of SAB 110 will have on its  consolidated
   financial statements.

   In December 2007, the FASB issued SFAS No. 160,  "Noncontrolling  Interest in
   Consolidated  Financial  Statements,  an  amendment of ARB No. 5"1 ("SFAS No.
   160"), which will change the accounting and reporting for minority interests,
   which will be recharacterized as noncontrolling interests and classified as a
   component of equity within the consolidated  balance sheets.  SFAS No. 160 is
   effective as of the beginning of an entity's  first fiscal year  beginning on
   or after December 15, 2008.  Earlier  adoption is prohibited.  Management has
   not  determined  the effect that  adopting this  statement  would have on the
   Company's financial position or results of operations.

   In December  2007,  the FASB issued SFAS No. 141  (Revised  2007),  "Business
   Combinations" ("SFAS No. 141R"). SFAS No. 141R will change the accounting for
   business  combinations.  Under SFAS No.  141R,  an  acquiring  entity will be
   required to recognize all the assets  acquired and  liabilities  assumed in a
   transaction at the acquisition-date fair value with limited exceptions.  SFAS
   No. 141R will change the  accounting  treatment  and  disclosure  for certain
   specific items in a business combination. SFAS No. 141R applies prospectively
   to business  combinations  for which the acquisition  date is on or after the
   beginning of the entity's first annual reporting period beginning on or after
   December 15, 2008.  Accordingly,  any business combinations  completed by the
   Company  prior to January 1, 2009 will be recorded  and  disclosed  following
   existing  GAAP.  Management  has not determined the effect that adopting this
   statement  would  have on the  Company's  financial  position  or  results of
   operations.

                                      F-15
<PAGE>
WIDESCOPE RESOURCES INC.
Notes to the Consolidated Financial Statements
DECEMBER 31, 2007
--------------------------------------------------------------------------------

7. RECONCILIATION  BETWEEN  CANADIAN  AND  UNITED  STATES  GENERALLY  ACCEPTED
   ACCOUNTING PRINCIPLES CONT'D

   (C) RECENT ACCOUNTING PRONOUNCEMENTS - US GAAP CONT'D

   In February 2007, the FASB issued Statement of Financial Accounting Standards
   No.  159,  "The  Fair  Value  Option  for  Financial   Assets  and  Financial
   Liabilities  - Including an amendment of FASB  Statement  No. 115" ("SFAS No.
   159").  This statement  permits  entities to choose to measure many financial
   instruments  and  certain  other  items at fair value.  The  objective  is to
   improve  financial  reporting by providing  entities with the  opportunity to
   mitigate  volatility in reported  earnings cause by measuring  related assets
   and liabilities  differently without having to apply complex hedge accounting
   provisions.  This  Statement  is  expected  to expand  the use of fair  value
   measurement,  which is  consistent  with the  Board's  long-term  measurement
   objectives  for  accounting  for  financial  instruments.  This  statement is
   effective as of the beginning of the Company's  first fiscal year that begins
   after November 15, 2007,  although earlier adoption is permitted.  Management
   has not determined the effect that adopting this statement  would have on the
   Company's financial position or results of operations.

   In September 2006, the FASB issued SFAS No. 157, "Fair Value Measures".  This
   Statement  defines fair value,  establishes a framework  for  measuring  fair
   value in generally accepted accounting principles (GAAP), expands disclosures
   about  fair  value   measurements,   and  applies   under  other   accounting
   pronouncements that require or permit fair value  measurements.  SFAS No. 157
   does  not  require  any  new  fair  value  measurements.  However,  the  FASB
   anticipates  that for some  entities,  the  application  of SFAS No. 157 will
   change current practice.  SFAS No. 157 is effective for financial  statements
   issued for fiscal years  beginning  after  November  15, 2007,  which for the
   Company would be the fiscal year  beginning  January 1, 2008. The adoption of
   this  statement  is not  expected to have an effect on the  Company's  future
   reported financial position or results of operations.

   In June 2006, FASB issued  Interpretation No. 48, "Accounting for Uncertainty
   in Income Taxes-an Interpretation of FASB Statement No. 109" ("FIN 48"). This
   Interpretation  clarifies  the  accounting  for  uncertainty  in income taxes
   recognized in an  enterprise's  financial  statements in accordance with FASB
   No. 109,  "Accounting  for Income  Taxes." This  Interpretation  prescribes a
   recognition  threshold and measurement  attribute for the financial statement
   recognition  and  measurement of a tax position taken or expected to be taken
   in a tax return. This Interpretation also provides guidance on derecognition,
   classification,  interest  and  penalties,  accounting  in  interim  periods,
   disclosure and transition.  This Interpretation is effective for fiscal years
   beginning  after  December  15,  2006.  The Company has  determined  that the
   adoption  of  Statement  No. 158  during  the year did not have any  material
   impact on the Company's results of operations or financial position.

   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 did not
   have an effect on the Company's financial position or results of operations.

                                      F-16
<PAGE>
WIDESCOPE RESOURCES INC.
Notes to the Consolidated Financial Statements
DECEMBER 31, 2007
--------------------------------------------------------------------------------

7. RECONCILIATION  BETWEEN  CANADIAN  AND  UNITED  STATES  GENERALLY  ACCEPTED
   ACCOUNTING PRINCIPLES CONT'D

   (D) RECENT ACCOUNTING PRONOUNCEMENTS - US GAAP CONT'D

   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
   remeasurement 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
   beginning  after September 15, 2006, with earlier  application  allowed.  The
   adoption of this statement did not have an effect on the Company's  financial
   position or results of operations.

                                      F-17