UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-KSB (Mark One) x
        ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year endedApril 30, 2007 [
        ]
        TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the transition period from[
        ]to[
        ] Commission file number000-302301 GENERAL METALS CORPORATION(Name of small business issuer in its charter)  Delaware
        
        65-0488983(State or other jurisdiction of incorporation or organization)
        
        (I.R.S. Employer Identification No.)  1 E. Liberty Street, Suite 6000, Reno, NV
        
        89501(Address of principal executive offices)
        
        (Zip Code) Issuer's telephone number775-686-6078 Securities registered pursuant to Section 12(b) of the Act: Title of each classNil
        
        Name of each exchange on which registeredNil Securities registered pursuant to Section 12(g) of the Act: Common Stock, par value $0.001(Title of class)Check whether the issuer is not required to file reports pursuant to Section 13 or 15(d) of the Exchange Act.(Check one):
        Yes [
        ];
        Nox. Note:Checking the box above will not relieve any registrant required to file reports pursuant to Section 13 or 15(d) of the Exchange act from their obligations under those Sections. Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yesx
        No [
        ]  Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yesx
        No [
        ]        - 2 -   Check if there is no disclosure of delinquent filers in response to Item 405 of Regulation S-B is not contained in this form, and no disclosure will be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-KSB or any amendment to this Form 10-KSB.  [   ] State issuer's revenues for its most recent fiscal year.$Nil Indicate by check mark whether the registrant is a shell company (as defined in Rule 12-b-2 of theExchange Act). Yes [
        ]
        Nox State the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was sold, or the average bid and asked prices of such common equity, as of a specified date within 60 days.  (See definition of affiliate in Rule 12b-2 of the Exchange Act.) Note:  If determining whether a person is an affiliate will involve an unreasonable effort and expense, the issuer may calculate the aggregate market value of the common equity held by non-affiliates on the basis of reasonable assumptions, if the assumptions are stated. 70,424,068 common shares @ $0.32(1) = $22,535,701 (1)  Average of bid and ask closing prices on May 31, 2007. (ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PRECEDING FIVE YEARS) Check whether the issuer has filed all documents and reports required to be filed by Section 12, 13 or 15(d) of the Exchange Act after the distribution of securities under a plan confirmed by a court.     Yes [   ]     No [   ] (APPLICABLE ONLY TO CORPORATE REGISTRANTS) State the number of shares outstanding of each of the issuer's classes of equity stock, as of the latest practicable date. 77,445,228 common shares issued and outstanding as of May 31, 2007. DOCUMENTS INCORPORATED BY REFERENCE If the following documents are incorporated by reference, briefly describe them and identify the part of the Form 10-KSB (e.g., Part I, Part II, etc.) into which the document is incorporated: (1) any annual report to security holders; (2) any proxy or information statement; and (3) any prospectus filed pursuant to Rule 424(b) or (c) of the Securities Act of 1933 ("Securities Act").  The listed documents should be clearly described for identification purposes (e.g., annual report to security holders for fiscal year ended December 24, 1990). Transitional Small Business Disclosure Format (Check one):
        Yes [
        ];
        Nox.        - 3 -   PART I Item 1.
        Description of Business. This annual report contains forward-looking statements within the meaning of Section 27A of the Securities Act and Section 21E of the Securities Exchange Act.  These statements relate to future events or our future financial performance.  In some cases, you can identify forward-looking statements by terminology such as "may", "will", "should", "expects", "plans", "anticipates", "believes", "estimates", "predicts", "potential" or "continue" or the negative of these terms or other comparable terminology.  These statements are only predictions and involve known and unknown risks, uncertainties and other factors, including the risks in the section entitled "Risk Factors", that may cause our company's or our industry's actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these
forward-looking statements. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements.  Except as required by applicable law, including the securities laws of the United States, we do not intend to update any of the forward-looking statements to conform these statements to actual results. Our financial statements are stated in United States Dollars (US$) and are prepared in accordance with United States Generally Accepted Accounting Principles. In this annual report, unless otherwise specified, all dollar amounts are expressed in United States dollars and all references to "common shares" refer to the common shares in our capital stock. As used in this annual report, the terms "we", "us", "our", and "General Metals" mean General Metals Corporation, unless otherwise indicated. Business Development During Last Three Years We are a junior mineral resource exploration company engaged in the business of mineral exploration. Our business office is located at 1 E. Liberty St., Suite 6000, Reno, NV 89501. This is our mailing address as well. Our telephone number is 775-686-6078. There is no assurance that a commercially viable mineral deposit exists on the property and further exploration will be required before a final evaluation as to the economic feasibility is determined. We have no plans to change its business activities or to combine with another business, and are not aware of any events or circumstances that might cause us to change our plans. Corporate History We were organized in the State of New Jersey on March 4, 1995 under the name Interactive Multimedia Network, Inc.  We were reincorporated in the State of Delaware on September 13, 1995.  We changed our name to RECOV Energy Corp. effective March 29, 2005.  On or about January 12, 2006 we changed our name to General Metals Corporation. On January 20, 2006, we entered into a Share Purchase Agreement with General Gold Corporation, a Nevada company incorporated on July 17, 1988, and the former shareholders of General Gold set out in the Agreement.  The closing of the transactions contemplated in the Agreement and the acquisition by our company of all of the issued and outstanding and convertible securities of General Gold occurred on March 15, 2006.  For financial statement purposes, General Gold, the acquired entity, is regarded as the predecessor entity as of March 15, 2006.       - 4 -   Our Current Business We are a junior mineral resource exploration company engaged in the business of mineral exploration. On November 14, 2004, as amended December 31, 2004, we entered into a letter of intent with Independence Mines, LLC and Gold Range, LLC with respect to the purchase of substantially all of the assets Gold Range, LLC uses to conduct the business of Independence Mines, LLC.  We did not proceed with the acquisition in this form, instead electing to directly acquire the lease on the subject property. On April 29, 2005, we entered into an agreement for an assignment of a lease with Gold Range, LLC.  The lease to be assigned was the lease to be entered into between Gold Range, LLC and Independence Gold-Silver Mines Inc., pursuant to which Independence Gold-Silver Mines Inc. would lease to Gold Range, LLC certain unpatented mining claims located in the Battle Mountain District, Lander County, State of Nevada, as more particularly described in the lease, known also as the Independence Mine. The purchase price payable by us to Gold Range, LLC in consideration for the assignment of the lease was 5,000,000 of our restricted common shares and a 1% net smelter return royalty payable to Gold Range, LLC in addition to other underlying net smelter return requirements. On March 15, 2007, we purchased 100% interest in Mikite Gold Resources ("Mikite"), a Ghanaian corporation with exclusive exploration rights to the 150 square kilometer Nyinahin mining concession near Bibiani, Ghana. Consideration paid was 1,000,000 restricted common shares with 1,000,000 share purchase warrants attached, priced @ $0.26 for a period of 2 years in satisfaction of full and complete payment. The Independence Mines Property We currently control a 100% undivided leasehold interest in the Wilson Independence Gold  Silver Mine, situated in the Battle Mountain Mining District, Lander County, Nevada.  The property consists of 14 whole and fractional mining claims encompassing 240 acres.  Due diligence by our company shows that all claims are valid and in good standing through and for the assessment year ending August 31, 2007. The Wilson-Independence project is wholly owned by General Metals through a mining lease/option agreement with Independence Gold Silver Mines of Seattle, Washington.  Under the terms of the agreement General Metals must expend a minimum of $625,000 towards exploration development and commercial production of ores, minerals or materials prior to September 30, 2010 as per the following schedule:  September 30, 2006
        $50,000September 30, 2007
        $75,000September 30, 2008
        $125,000September 30, 2009
        $175,000September 30, 2010
        $200,000 Any expenditure in excess of the minimum expenditure may be applied to subsequent years.  The term of the lease is for a period of 20 years commencing October 1, 2005.  There is a production royalty payable for the sale of all gold, silver or platinum based upon the average daily price of gold on the London Metal Exchange of 3% when the price of gold per ounce is less than $375, 4% when the price of gold per ounce is between $375 and $475 and 5% when the price of gold is over $475.  There is also a production royalty of 3% payable on the sale of all substances other than gold, silver and platinum.       - 5 -   We have the option to purchase the property for $3.0 million within 10 years of the date the lease commenced provided all obligations have been met.  To date, we have expended approximately $250,000 on exploration and all. We are also in early discussions with Newmont regarding the right of way use as well as water usage from Newmonts reservoir with a right of way for a pipeline. Location and Access All infrastructure necessary for the exploration, development and operation of a mine is readily available.  The property is accessed via federal, state and county maintained all weather paved and gravel roads from the nearby town of Battle Mountain. A well-trained work force is available in the town of Battle Mountain, situated 30 miles north of the property along Interstate highway 80.  Adequate ground water is available for diversion for future mining operations which enjoy special treatment as temporary or interim uses under Nevada water laws.  Electrical power has recently been extended to within one mile of the project to service the Phoenix project, and the trans-continental natural gas line passes within 1.5 miles of the property. The property has been the sight of intermittent historic exploration and mining activities since the late 1920s. Past mining operations extracted 65,000 tons of high grade gold and silver ores from the property.  The bulk of this activity occurred during two periods, the first from high grade ores shipped for direct smelting during the late 1940s and early 1950s, and a second from 1975 to 1983 when a significant amount of underground development took place, and a mill erected on the property.  Production grades have historically been high, with individual samples from stopes reported to contain up to 19,000 ounces of silver, and 64 ounces of gold.  During its peak period of production in 1976 the mine shipped up to 1 ton of gold and silver bullion per month. The Independence Mines property consists of 14 whole and fractional unpatented lode mining claims, which cover approximately 240 acres. Core and reverse circulation drilling to date indicate two targets.  These two targets are referred to as the Independence Deep (A Target), and the Independence Surface (B Target). Historic mining operations have generated in excess of 70,000 tons of waste dumps, mill tailings, and other waste rock products on the property.  Samples of this material contain gold and silver values which suggest potential to recover some values in the form of gold and silver from them.  We have engaged the engineering firm of SRK Consultingto perform an environmental audit of this material and systematically evaluate the potential for recovering remaining gold and silver values. Surface and Near Surface Mineralization The Wilson Independence Property covers a mineralized zone on strike with the World Class, Fortitude / Phoenix Gold Skarn Deposit.  The property has potential to develop a high grade underground resource in the Antler Sequence, together with a smaller surface / near surface resource in the overlying Pumpernickel Formation.  Situated at the intersection of the Battle Mountain-Eureka Gold Trend and the Northern Nevada Rift (Twin Creeks-McCoy lineament), the Independence Project, like Fortitude and Cove Mcoy, is one of a number of Gold Skarns which occur along the Battle Mountain  Eureka and Northern Nevada Rift Zone mineral lineaments. Mineralized outcrops are common on the property.  Many have been prospected by shallow prospect shafts, pits and trenches.  In addition, over 100 Reverse Circulation and Core holes, and extensive shallow underground mine workings in the Independence Mine indicate wide spread, near surface mineralization which we feel represents a valid exploration target for potential future surface, bulk mining operations. Historic drilling and underground mine workings indicate wide spread mineralization, both in surface - near surface, and deep targets.  There are presently no identified reserves or resources on the property.  We intend to conduct phased exploration programs to evaluate the mineral potential of this property, with the objective of identifying and developing mineral resources and reserves.       - 6 -   Independence Deep Target A large body of mineralized material is clearly indicated by previous drilling in the Deep Target.  It is likely that proper logging and subsequent geologic modeling has potential to result in the identification of an economic resource.  All core, approximately 25,000 feet, is stored on site, and re-logging was completed during the summer of 2006.  As part of our Phase I exploration program, we have spent $150,000, including limited additional drilling and sampling. Mineralization identified in the deep target to date is contained in the lower plate of the Golconda Thrust in rocks of the Battle Mountain and Edna Formations of the Antler Sequence. Independence Surface Target The Surface Target consists of both historic mill tailings and oxidized mineralization in the near surface.  The tailings consists of roughly 70,000 tons with an additional 60,000 tons of oversize already mined stockpiled material. Promising surface and near surface mineralization has been identified.  The Surface Target contains an oxide target.  This target is hosted entirely in the Pumpernickel Formation.  To date over 100 drill holes and roughly eight (8) miles of underground workings have penetrated portions of this target, all of which have encountered highly anomalous to high grade mineralization.  The principle limiting factor for surface resources is the lack of drilling information.  We anticipate that it is highly likely that additional drilling will develop resources sufficient to increase the near surface resource substantially. Mill & Building On Site A relatively intact 50 to 75 ton per day Counter Current  Decantation cyanide mill is situated on the property.  The present condition of the jaw crusher, cone crusher and ball mill are uncertain but could possibly be returned to serviceable condition.  A complete set of  new rubber liners for the ball mill are on site.  The mill is housed in a good condition metal clad building erected in 1987. Surrounding Land and Mineral Ownership The Wilson Independence claims are completely surrounded by Newmont Minings holdings and are an island with legal access. Newmonts Phoenix Project is adjacent to the Independence claims and is in operation as the largest operating gold mine in the US.  Newmont enjoys 8.5 million ounces of gold and 660 million ounces of silver in reserves with substantial additional mineralized material under exploration. RISK FACTORS Much of the information included in this annual report includes or is based upon estimates, projections or other "forward looking statements".  Such forward looking statements include any projections or estimates made by us and our management in connection with our business operations.  While these forward-looking statements, and any assumptions upon which they are based, are made in good faith and reflect our current judgment regarding the direction of our business, actual results will almost always vary, sometimes materially, from any estimates, predictions, projections, assumptions or other future performance suggested herein. Such estimates, projections or other "forward looking statements" involve various risks and uncertainties as outlined below.  We caution the reader that important factors in some cases have affected and, in the future, could materially affect actual results and cause actual results to differ materially from the results expressed in any such estimates, projections or other "forward looking statements".       - 7 -   Risks Related To Our Business: Going Concern. We do not expect positive cash flow from operations in the near term.  There is no assurance that actual cash requirements will not exceed our estimates.  In particular, additional capital may be required in the event that: - drilling, exploration and completion costs for our Independence mine project increase beyond our expectations; or - we encounter greater costs associated with general and administrative expenses or offering costs. The occurrence of any of the aforementioned events could adversely affect our ability to meet our business plans. We will depend almost exclusively on outside capital to pay for the continued exploration and development of our properties.  Such outside capital may include the sale of additional stock and/or commercial borrowing.  We can provide no assurances that any financing will be successfully completed. Capital may not continue to be available if necessary to meet these continuing development costs or, if the capital is available, that it will be on terms acceptable to us.  The issuance of additional equity securities by us would result in a significant dilution in the equity interests of our current stockholders.  Obtaining commercial loans, assuming those loans would be available, will increase our liabilities and future cash commitments. If we are unable to obtain financing in the amounts and on terms deemed acceptable to us, we may be unable to continue our business and as a result may be required to scale back or cease operations for our business, the result of which would be that our stockholders would lose some or all of their investment. We have a limited operating history and if we are not successful in continuing to grow our business, then we may have to scale back or even cease our ongoing business operations. We have no history of revenues from operations and have no significant tangible assets.  We have yet to generate positive earnings and there can be no assurance that we will ever operate profitably.  Our company has a limited operating history and must be considered in the development stage. The success of our company is significantly dependent on a successful acquisition, drilling, completion and production program. Our companys operations will be subject to all the risks inherent in the establishment of a developing enterprise and the uncertainties arising from the absence of a significant operating history.  We may be unable to locate recoverable reserves or operate on a profitable basis.  We are in the development stage and potential investors should be aware of the difficulties normally encountered by enterprises in the development stage.  If our business plan is not successful, and we are not
able to operate profitably, investors may lose some or all of their investment in our company. Because of the early stage of development and the nature of our business, our securities are considered highly speculative. Our securities must be considered highly speculative, generally because of the nature of our business and the early stage of its development. We are engaged in the business of exploring and, if warranted, developing commercial reserves of gold and silver. Our properties are in the exploration stage only and are without known reserves of gold and silver. Accordingly, we have not generated any revenues nor have we realized a profit from our operations to date and there is little likelihood that we will generate any revenues or realize any profits in the short term. Any profitability in the future from our business will be dependent upon locating and developing economic reserves of gold, silver or other minerals, which itself is subject to numerous risk factors as set forth herein.  Since we have not generated any revenues, we will have to raise additional monies through the sale of our equity securities or
debt in order to continue our business operations. As our properties are in the exploration and development stage there can be no assurance that we will establish commercial discoveries on our properties.       - 8 -   Exploration for mineral reserves is subject to a number of risk factors.  Few properties that are explored are ultimately developed into producing mines.  Our properties are in the exploration and development stage only and are without proven reserves.  We may not establish commercial discoveries on any of our properties. Because of the unique difficulties and uncertainties inherent in mineral exploration ventures, we face a high risk of business failure. Potential investors should be aware of the difficulties normally encountered by new mineral exploration companies and the high rate of failure of such enterprises.  The likelihood of success must be considered in light of the problems, expenses, difficulties, complications and delays encountered in connection with the exploration of the mineral properties that we plan to undertake.  These potential problems include, but are not limited to, unanticipated problems relating to exploration, and additional costs and expenses that may exceed current estimates.  The expenditures to be made by us in the exploration of the mineral claim may not result in the discovery of mineral deposits.  Problems such as unusual or unexpected formations and other conditions are involved in mineral exploration and often result in unsuccessful exploration efforts.  If the results of our exploration programs do not reveal viable
commercial mineralization, we may decide to abandon our claim and acquire new claims for new exploration.  The acquisition of additional claims will be dependent upon us possessing capital resources at the time in order to purchase such claims.  If no funding is available, we may be forced to abandon our operations. Because of the speculative nature of exploration of mineral properties, there is no assurance that our exploration activities will result in the discovery of new commercially exploitable quantities of minerals. We plan to continue exploration on our Nevada mineral properties.  The search for valuable minerals as a business is extremely risky.  We can provide investors with no assurance that additional exploration on our properties will establish that additional commercially exploitable reserves of precious metals on our properties.  Problems such as unusual or unexpected geological formations or other variable conditions are involved in exploration and often result in exploration efforts being unsuccessful.  The additional potential problems include, but are not limited to, unanticipated problems relating to exploration and attendant additional costs and expenses that may exceed current estimates.  These risks may result in us being unable to establish the presence of additional commercial quantities of ore on our mineral claims with the result that our ability to fund future exploration activities may be impeded. Because we anticipate our operating expenses will increase prior to our earning revenues, we may never achieve profitability. Prior to completion of our exploration stage, we anticipate that we will incur increased operating expenses without realizing any revenues.  We therefore expect to incur significant losses into the foreseeable future.  We recognize that if we are unable to generate significant revenues from the exploration of our mineral claims, we will not be able to earn profits or continue operations.  There is no history upon which to base any assumption as to the likelihood that we will prove successful, and we can provide no assurance that we will generate any revenues or ever achieve profitability.  If we are unsuccessful in addressing these risks, our business will most likely fail. Because of the inherent dangers involved in mineral exploration, there is a risk that we may incur liability or damages as we conduct our business. The search for valuable minerals involves numerous hazards.  As a result, we may become subject to liability for such hazards, including pollution, cave-ins and other hazards against which we cannot insure or against which we may elect not to insure.  At the present time we have no coverage to insure against these hazards.  The payment of such liabilities may have a material adverse effect on our financial position.       - 9 -   If our exploration costs are higher than anticipated, then our profitability will be adversely affected. We are currently proceeding with exploration of our mineral properties on the basis of estimated exploration costs.  If our exploration costs are greater than anticipated, then we will not be able to carry out all the exploration of the properties that we intend to carry out.  Factors that could cause exploration costs to increase are: adverse weather conditions, difficult terrain and shortages of qualified personnel. As we face intense competition in the mining industry, we will have to compete with our competitors for financing and for qualified managerial and technical employees. The mining industry is intensely competitive in all of its phases.  Competition includes large established mining companies with substantial capabilities and with greater financial and technical resources than we have.  As a result of this competition, we may be unable to acquire additional attractive mining claims or financing on terms we consider acceptable.  We also compete with other mining companies in the recruitment and retention of qualified managerial and technical employees.  If we are unable to successfully compete for financing or for qualified employees, our exploration and development programs may be slowed down or suspended. As we undertake exploration of our mineral claim, we will be subject to compliance with government regulation that may increase the anticipated cost of our exploration program. There are several governmental regulations that materially restrict mineral exploration.  We will be subject to the laws of the State of Nevada as we carry out our exploration program.  We may be required to obtain work permits, post bonds and perform remediation work for any physical disturbance to the land in order to comply with these laws.  While our planned exploration program budgets for regulatory compliance, there is a risk that new regulations could increase our costs of doing business and prevent us from carrying out our exploration program. Any change to government regulation/administrative practices may have a negative impact on our ability to operate and our profitability. The laws, regulations, policies or current administrative practices of any government body, organization or regulatory agency in the United States or any other jurisdiction, may be changed, applied or interpreted in a manner which will fundamentally alter the ability of our company to carry on our business. The actions, policies or regulations, or changes thereto, of any government body or regulatory agency, or other special interest groups, may have a detrimental effect on us. Any or all of these situations may have a negative impact on our ability to operate and/or our profitably. Our By-laws contain provisions indemnifying our officers and directors against all costs, charges and expenses incurred by them. Our By-laws contain provisions with respect to the indemnification of our officers and directors against all costs, charges and expenses, including an amount paid to settle an action or satisfy a judgment, actually and reasonably incurred by him, including an amount paid to settle an action or satisfy a judgment in a civil, criminal or administrative action or proceeding to which he is made a party by reason of his being or having been one of our directors or officers. Investors' interests in our company will be diluted and investors may suffer dilution in their net book value per share if we issue additional shares or raise funds through the sale of equity securities. Our constating documents authorize the issuance of 200,000,000 shares of common stock with a par value of $0.001 and 50,000,000 preferred shares with a par value of $0.001.  In the event that we are required to issue any additional shares or enter into private placements to raise financing through the sale of equity securities, investors' interests in our company will be diluted and investors may suffer dilution in their net book value per share depending on the price at which such securities are sold.  If we issue any such additional shares, such issuances also will cause a       - 10 -  reduction in the proportionate ownership and voting power of all other shareholders.  Further, any such issuance may result in a change in our control. Some of our directors and officers are residents of countries other than the United States and investors may have difficulty enforcing any judgments against such persons within the United States. Some of our directors and officers are nationals and/or residents of countries other than the United States, and all or a substantial portion of such persons assets are located outside the United States.  As a result, it may be difficult for investors to enforce within the United States any judgments obtained against our company or our officers or directors, including judgments predicated upon the civil liability provisions of the securities laws of the United States or any state thereof. Risks Associated With Our Common Stock: Our stock is a penny stock.  Trading of our stock may be restricted by the Securities and Exchange Commissions penny stock regulations and the National Association of Securities Dealers Inc.s sales practice requirements, which may limit a stockholder's ability to buy and sell our stock. Our stock is a penny stock.  The Securities and Exchange Commission has adopted Rule 15g-9 which generally defines "penny stock" to be any equity security that has a market price (as defined) less than $5.00 per share or an exercise price of less than $5.00 per share, subject to certain exceptions.  Our securities are covered by the penny stock rules, which impose additional sales practice requirements on broker-dealers who sell to persons other than established customers and "accredited investors".  The term "accredited investor" refers generally to institutions with assets in excess of $5,000,000 or individuals with a net worth in excess of $1,000,000 or annual income exceeding $200,000 or $300,000 jointly with their spouse.  The penny stock rules require a broker-dealer, prior to a transaction in a penny stock not otherwise exempt from the rules, to deliver a standardized risk disclosure document in a
form prepared by the Securities and Exchange Commission which provides information about penny stocks and the nature and level of risks in the penny stock market.  The broker-dealer also must provide the customer with current bid and offer quotations for the penny stock, the compensation of the broker-dealer and its salesperson in the transaction and monthly account statements showing the market value of each penny stock held in the customer's account.  The bid and offer quotations, and the broker-dealer and salesperson compensation information, must be given to the customer orally or in writing prior to effecting the transaction and must be given to the customer in writing before or with the customer's confirmation.  In addition, the penny stock rules require that prior to a transaction in a penny stock not otherwise exempt from these rules, the broker-dealer must make a special written determination that the penny stock is a suitable investment for the purchaser and receive the
purchaser's written agreement to the transaction.  These disclosure requirements may have the effect of reducing the level of trading activity in the secondary market for the stock that is subject to these penny stock rules.  Consequently, these penny stock rules may affect the ability of broker-dealers to trade our securities.  We believe that the penny stock rules discourage investor interest in and limit the marketability of our common stock. In addition to the "penny stock" rules promulgated by the Securities and Exchange Commission, the National Association of Securities Dealers Inc. has adopted rules that require that in recommending an investment to a customer, a broker-dealer must have reasonable grounds for believing that the investment is suitable for that customer.  Prior to recommending speculative low priced securities to their non-institutional customers, broker-dealers must make reasonable efforts to obtain information about the customer's financial status, tax status, investment objectives and other information.  Under interpretations of these rules, the National Association of Securities Dealers Inc. believes that there is a high probability that speculative low priced securities will not be suitable for at least some customers.  The National Association of Securities Dealers Inc. requirements make it more difficult for
broker-dealers to recommend that their customers buy our common stock, which may limit your ability to buy and sell our stock. The following discussion should be read in conjunction with our audited financial statements and the related notes that appear elsewhere in this quarterly report.  The following discussion contains forward-looking statements that reflect our plans, estimates and beliefs.  Our actual results could differ materially from those discussed in the forward looking statements.  Factors that could cause or contribute to such differences include, but are not limited       - 11 -  to, those discussed below and elsewhere in this annual report, particularly in Item 1  Description of Business  Risk Factors of this quarterly report. Our audited financial statements are stated in United States Dollars and are prepared in accordance with United States Generally Accepted Accounting Principles. Item 2.
        Description of Property. Our executive and head office is located at 1 E. Liberty St., Suite 6000, Reno, NV 89501.  We rent this space from Regus Offices at a cost of $2,150 per month. This operating facility functions as our main administrative operating facility. We believe our current premises are adequate for our current administrative operations and we do not anticipate that we will require any additional premises in the foreseeable future, until such time as we establish field operations at the Independence mine. We currently control a 100% undivided leasehold interest in the Wilson Independence Gold - Silver Mine, situated in the Battle Mountain Mining District, Lander County, Nevada. The property consists of 14 whole and fractional mining claims encompassing 240 acres.  Due diligence by our company shows that all claims are valid and in good standing through and for the assessment year ending August 31, 2006. Item 3.
        Legal Proceedings. Other than set out below, we know of no material, existing or pending legal proceedings against our company, nor are we involved as a plaintiff in any material proceeding or pending litigation.  There are no proceedings in which any of our directors, officers or affiliates, or any registered or beneficial shareholder, is an adverse party or has a material interest adverse to our interest. In a lawsuit commenced by SunTrust Bank, we have been added to the action by defendants Hollywood Honda and Maroone Chevrolet wherein they  have sued by a cross claim the company, alleging that we are liable for the debts of Autosmart USA Leasing, Inc., a former subsidiary of the company. Autosmart was an automobile dealer broker that purchased cars from the above dealers to sell to their customers as a broker. The total claimed in the action is approximately $200,000.00.  The basis of the alleged claim against the company is that it operated Autosmart for an improper purpose and as the alter ego of the parent who is allegedly then liable.  The transactions that the claims are based upon occurred in 2002, far before the commencement of our current business under our current management in March of 2006.  We feel that the action against our company is completely
without merit and intend to vigorously defend.  The action was commenced in 2002 in the 17th Judicial Circuit in Broward County, Florida.  However, we have only just become aware of the litigation, having recently been added to the action as a third party defendant due to the cross claim. Item 4.
        Submissions of Matters to a Vote of Security Holders. There were no matters submitted to a vote of our security holders either through solicitation of proxies or otherwise in the fourth quarter of the fiscal year ended April 30, 2007.  Our Annual and Special Meeting of Shareholders is scheduled for Friday, June 29, 2007 at 1:00PM at Reno offices. PART II Item 5.
        Market for Common Equity and Related Stockholder Matters. Shares of our common stock are traded on the OTC Bulletin Board under the symbol GNLM.  The following bid quotations have been reported for quarterly periods ending March 31, 2005 to April 30, 2007. Quarter Ended
        High Bid($)
        Low Bid($)March 31, 2005
        1.80
        0.40June 30, 2005
        1.85
        0.30        - 12 -    September 30, 2005
        0.70
        0.10December 31, 2005
        0.58
        0.11April 30, 2006
        1.08
        0.22July 31, 2006
        0.89
        0.41October 31, 2006
        0.47
        0.12January 31, 2007
        0.21
        0.06April 30, 2007
        0.29
        0.082 Such quotations reflect inter-dealer prices, without retail mark-up, mark-down or commission.  Such quotes are not necessarily representative of actual transactions or of the value of the our securities, and are in all likelihood not based upon any recognized criteria of securities valuation as used in the investment banking community. The preceding information is from the National Association of Securities Dealers Automated Quotation Service. As of May 31, 2007, there were 272 registered holders of shares of our common stock.  This figure does not include the over 1,000 beneficial holders whose stock is held in the name of broker-dealers or banks.  Certain of the shares of common stock are held in street name and may, therefore, be held by several beneficial owners. As of May 31, 2007, there were 77,445,228 shares of our common stock issued.  Of those shares, 48,784,703 shares are restricted securities of our company within the meaning of Rule 144(a)(3) promulgated under the Securities Act of 1933, as amended, because such shares were issued and sold by our company in private transactions not involving a public offering. In general, under Rule 144, as currently in effect, subject to the satisfaction of certain other conditions, a person, including an affiliate of our company (in general, a person who has a control relationship with our company) who has owned restricted securities of common stock beneficially for at least one year is entitled to sell, within any three-month period, that number of shares of a class of securities that does not exceed the greater of (i) one percent of the shares of that class then outstanding or, if the common stock is quoted on NASDAQ, or (ii) the average weekly trading volume of that class during the four calendar weeks preceding such sale.  A person who has not been an affiliate of our company for at least the three months immediately preceding the sale and has beneficially owned shares of common stock for at least two years is entitled to sell such shares under Rule 144 without regard to
any of the limitations described above. No prediction can be made as to the effect, if any, that future sales of shares of our common stock or the availability of our common stock for future sale will have on the market price of our common stock prevailing from time-to-time.  Sales of substantial amounts of our common stock on the public market could adversely affect the prevailing market price of our common stock. We have not paid a cash dividend on the common stock since inception.  The payment of dividends may be made at the discretion of our board of directors and will depend upon, among other things, our operations, capital requirements and overall financial condition. Shares of our common stock are subject to rules adopted by the Securities and Exchange Commission that regulate broker-dealer practices in connection with transactions in "penny stocks".  "Penny stock" is defined to be any equity security that has a market price (as defined) less than $5.00 per share or an exercise price of less than $5.00 per share, subject to certain exceptions.  If we establish a trading market for our common stock, our common stock will most likely be covered by the penny stock rules, which impose additional sales practice requirements on broker-dealers who sell to persons other than established customers and "accredited investors."  The term "accredited investor" refers generally to institutions with assets in excess of $5,000,000 or individuals with a net worth in excess of $1,000,000 or annual income exceeding $200,000 or $300,000 jointly with their spouse.  The penny stock rules
require a broker-dealer, prior to a transaction in a penny stock not otherwise exempt from the rules, to deliver a       - 13 -  standardized risk disclosure document in a form prepared by the Securities and Exchange Commission which provides information about penny stocks and the nature and level of risks in the penny stock market.  The broker-dealer also must provide the customer with current bid and offer quotations for the penny stock, the compensation of the broker-dealer and its salesperson in the transaction and monthly account statements showing the market value of each penny stock held in the customer's account.  The bid and offer quotations, and the broker-dealer and salesperson compensation information, must be given to the customer orally or in writing prior to effecting the transaction and must be given to the customer in writing before or with the customer's confirmation.  In addition, the penny stock rules require that prior to a transaction in a penny stock not otherwise exempt from these rules, the broker-dealer
must make a special written determination that the penny stock is a suitable investment for the purchaser and receive the purchaser's written agreement to the transaction.  These disclosure requirements may have the effect of reducing the level of trading activity in the secondary market for the stock that is subject to these penny stock rules.  Consequently, these penny stock rules may affect the ability of broker-dealers to trade our securities. Dividends We have not declared any dividends on our common stock since the inception of our company.  There is no restriction in our Articles of Incorporation or by-laws that will limit our ability to pay dividends on our common stock.  However, we do not anticipate declaring and paying dividends to our shareholders in the near future. Equity Compensation Plan Information We currently do not have any stock option or equity plans. Recent Sales of Unregistered Securities On February 20, 2007, we closed a private placement consisting of 349,541 units of our securities at a price of US$0.075 per unit for gross proceeds of $11,216 and certain assets. Each unit consists of one common share in the capital of our company and one common share purchase warrant, with each whole warrant entitling the holder to purchase one share of our common stock at a price of US$0.075 per share for a period of 12 months from the effective date of a registration statement pertaining to the warrant shares. We issued the securities to five non-U.S. persons (as that term is defined in Regulation S of the Securities Act of 1933) in an offshore transaction relying on Regulation S and/or Section 4(2) of the Securities Act of 1933 and to one accredited investor pursuant to exemptions from registration as set out in Rule 506 of Regulation D and/or Section 4(2) of the Securities Act of 1933, as amended. On February 20, 2007 we issued 200,000 shares at a deemed value of $0.075 per share in satisfaction of debt to one non-U.S. person (as that term is defined in Regulation S of the Securities Act of 1933) in an offshore transaction relying on Regulation S and/or Section 4(2) of the Securities Act of 1933, as amended. On February 20, 2007, we issued 100,000 units at a price of $0.075 per unit for services rendered. Each unit consists of one common share in the capital of our company and one common share purchase warrant, with each whole warrant entitling the holder to purchase one share of our common stock at a price of US$0.075 per share for a period of 12 months from the effective date of a registration statement pertaining to the warrant shares. We issued the securities to one accredited investor pursuant to exemptions from registration as set out in Rule 506 of Regulation D and/or Section 4(2) of the Securities Act of 1933, as amended. On March 7, 2007, we closed a private placement consisting of 544,000 units of our securities at a price of US$0.125 per unit for gross proceeds of $68,000. Each unit consists of one common share in the capital of our company and one-half of one common share purchase warrant, with each whole warrant entitling the holder to purchase one share of our common stock at a price of US$0.125 per share for a period of 12 months from the effective date of a registration statement pertaining to the warrant shares.       - 14 -   We issued the securities to two accredited investors pursuant to exemptions from registration as set out in Rule 506 of Regulation D and/or Section 4(2) of the Securities Act of 1933, as amended. On March 7, 2007, we closed a private placement consisting of 3,893,996 units of our securities at a price of US$0.075 per unit for gross proceeds of $292,050. Each unit consists of one common share in the capital of our company and one common share purchase warrant, with each whole warrant entitling the holder to purchase one share of our common stock at a price of US$0.075 per share for a period of 12 months from the effective date of a registration statement pertaining to the warrant shares. We issued the securities to one non-U.S. person (as that term is defined in Regulation S of the Securities Act of 1933) in an offshore transaction relying on Regulation S and/or Section 4(2) of the Securities Act of 1933 and to fifteen accredited investors pursuant to exemptions from registration as set out in Rule 506 of Regulation D and/or Section 4(2) of the Securities Act of 1933, as amended. On March 13, 2007, we issued 133,000 units of our securities at a deemed price of US$0.075 per unit in connection with a consulting agreement.  Each unit consists of one common share in the capital of our company and one common share purchase warrant, with each whole warrant entitling the holder to purchase one share of our common stock at a price of US$0.075 per share for a period of 12 months from the effective date of a registration statement pertaining to the warrant shares. We issued the securities to one non-U.S. person (as that term is defined in Regulation S of the Securities Act of 1933) in an offshore transaction relying on Regulation S and/or Section 4(2) of the Securities Act of 1933, as amended. On March 20, 2007 we issued 1,000,000 shares and 1,000,000 warrants at an exercise price of $0.26 under the terms of a share purchase agreement.  Each warrant entitles the holder to purchase one share of our common stock at a price of US$0.26 per share for a period of 2 years. We issued the securities to one non-U.S. person (as that term is defined in Regulation S of the Securities Act of 1933) in an offshore transaction relying on Regulation S and/or Section 4(2) of the Securities Act of 1933, as amended. On April 23, 2007, we closed a private placement consisting of 1,060,000 units of our securities at a price of US$0.25 per unit for gross proceeds of $265,000. Each unit consists of two common shares in the capital of our company and one common share purchase warrant, with each whole warrant entitling the holder to purchase one share of our common stock at a price of US$0.125 per share for a period of 12 months from the effective date of a registration statement pertaining to the warrant shares. We issued the securities to three non-U.S. persons (as that term is defined in Regulation S of the Securities Act of 1933) in an offshore transaction relying on Regulation S and/or Section 4(2) of the Securities Act of 1933, as amended. On April 30, 2007, we closed a private placement consisting of 165,200 units of our securities at a price of US$0.25 per unit for gross proceeds of $41,300. Each unit consists of two common shares in the capital of our company and one common share purchase warrant, with each whole warrant entitling the holder to purchase one share of our common stock at a price of US$0.125 per share for a period of 12 months from the effective date of a registration statement pertaining to the warrant shares. We issued the securities to two accredited investors pursuant to exemptions from registration as set out in Rule 506 of Regulation D and/or Section 4(2) of the Securities Act of 1933, as amended. On May 17, 2007, we closed a private placement consisting of 18,000 units of our securities at a price of US$0.25 per unit for gross proceeds of $4,500. Each unit consists of two common shares in the capital of our company and one common share purchase warrant, with each whole warrant entitling the holder to purchase one share of our       - 15 -  common stock at a price of US$0.125 per share for a period of 12 months from the effective date of a registration statement pertaining to the warrant shares. We issued the securities to eight accredited investors pursuant to exemptions from registration as set out in Rule 506 of Regulation D and/or Section 4(2) of the Securities Act of 1933, as amended. On May 18, 2007, we issued 3,064,532 shares in connection with the exercise of share purchase warrants for aggregate proceeds of $267,340. We issued the securities to eight non-U.S. persons (as that term is defined in Regulation S of the Securities Act of 1933) in an offshore transaction relying on Regulation S and/or Section 4(2) of the Securities Act of 1933 and to five accredited investors pursuant to exemptions from registration as set out in Rule 506 of Regulation D and/or Section 4(2) of the Securities Act of 1933, as amended. On May 18, 2007, we issued 260,000 share purchase warrants as an incentive bonus for the exercise of share purchase warrants.  Each whole warrant entitles the holder to purchase one share of our common stock at a price of $0.25 per share until April 30, 2008. We issued the securities to six non-U.S. persons (as that term is defined in Regulation S of the Securities Act of 1933) in an offshore transaction relying on Regulation S and/or Section 4(2) of the Securities Act of 1933 and to two accredited investors pursuant to exemptions from registration as set out in Rule 506 of Regulation D and/or Section 4(2) of the Securities Act of 1933, as amended. On May 21, 2007, we issued 597,333 shares in connection with the exercise of share purchase warrants for aggregate proceeds of $79,925. We issued the securities to three non-U.S. persons (as that term is defined in Regulation S of the Securities Act of 1933) in an offshore transaction relying on Regulation S and/or Section 4(2) of the Securities Act of 1933 and to five accredited investors pursuant to exemptions from registration as set out in Rule 506 of Regulation D and/or Section 4(2) of the Securities Act of 1933, as amended. On May 18, 2007, we issued 265,000 share purchase warrants as an incentive bonus for the exercise of share purchase warrants.  Each whole warrant entitles the holder to purchase one share of our common stock at a price of $0.25 per share until April 30, 2008. We issued the securities to two non-U.S. persons (as that term is defined in Regulation S of the Securities Act of 1933) in an offshore transaction relying on Regulation S and/or Section 4(2) of the Securities Act of 1933 and to two accredited investors pursuant to exemptions from registration as set out in Rule 506 of Regulation D and/or Section 4(2) of the Securities Act of 1933, as amended. On May 22, 2007, we issued 90,000 shares in connection with the exercise of share purchase warrants for aggregate proceeds of $18,000. We issued the securities to two accredited investors pursuant to exemptions from registration as set out in Rule 506 of Regulation D and/or Section 4(2) of the Securities Act of 1933, as amended. On May 22, 2007, we issued 90,000 share purchase warrants as an incentive bonus for the exercise of share purchase warrants.  Each whole warrant entitles the holder to purchase one share of our common stock at a price of $0.25 per share until April 30, 2008. We issued the securities to two accredited investors pursuant to exemptions from registration as set out in Rule 506 of Regulation D and/or Section 4(2) of the Securities Act of 1933, as amended. On May 30, 2007, we closed a private placement consisting of 160,000 units of our securities at a price of US$0.25 per unit for gross proceeds of $25,000 and certain assets.  Each unit consists of two common shares in the capital of       - 16 -  our company and one common share purchase warrant, with each whole warrant entitling the holder to purchase one share of our common stock at a price of US$0.125 per share for a period of 12 months from the effective date of a registration statement pertaining to the warrant shares. We issued the securities to two accredited investor pursuant to exemptions from registration as set out in Rule 506 of Regulation D and/or Section 4(2) of the Securities Act of 1933, as amended. Item 6.
        Management's Discussion and Analysis or Plan of Operation. The following discussion should be read in conjunction with our audited financial statements and the related notes that appear elsewhere in this annual report.  The following discussion contains forward-looking statements that reflect our plans, estimates and beliefs.  Our actual results could differ materially from those discussed in the forward looking statements.  Factors that could cause or contribute to such differences include, but are not limited to, those discussed below and elsewhere in this annual report, particularly in the section entitled "Risk Factors" beginning on page 11 of this annual report. Our audited financial statements are stated in United States Dollars and are prepared in accordance with United States Generally Accepted Accounting Principles. PLAN OF OPERATIONS AND CASH REQUIREMENTS Situated in the Battle Mountain  Cortez gold belt, the Wilson-Independence gold project represents an opportunity for a gold-sliver operation with potential for near surface open pit and deeper high grade underground production.  Gold is indicated in three discrete drilled zones with sufficient values and spacing  to warrant additional exploration drilling.  Based on drill intercepts and drill hole spacing, we believe there is potential to develop a near surface mineralized deposit with between 3 and 5 million tons of material with a grade of 0.03 to 0.05 opt and a deeper deposit containing an additional 5 to 6 million tons of material with grades between 0.27 and 0.35 opt. We believe that with compilation of the historic data and small amount of additional field work, which is now underway, a mineralization model can be developed that will enhance target vectors and enable rapid confirmation of gold mineralization.  Following data evaluation, we are implementing a series of staged drill campaigns designed to: 1)
        Rapidly evaluate and delineate the near surface deposits with the intent to bring them to an early production stage. 2)
        Identify structures interpreted as mineralized fluid conduits from lower in the mineralized zone. 3)
        Evaluate and delineate the deep high grade gold potential. We have begun concurrent environmental baseline studies to facilitate a rapid production track pending a successful conclusion of the drill programs. Drift Drilling and Exploration of Calgary Alberta, Canada was retained to conduct the initial drilling of the 70,000 ton tailings pile, under the supervision of staff geologist Karl Frost. Holes were drilled to 30' depth at 50' spacing and samples were collected and assayed every 5 feet. The results of the assays of the tailings performed by ALS Chemex Labs in both Elko and Reno, NV, showed gold values averaging from .026-.036 opt(ounce per ton) gold with the richer values nearer the surface and just over .5 opt silver. In addition to the tailings, a stockpile of oversized ore estimated to contain 65,000 tons was sampled and assayed which resulted in average grades of .046 opt gold and 3.39 opt silver. The result is that there is approximately 130,000 tons of already mined mineralized material that according to assays, gives us a potential 4,000 ozs gold and  250,000 ozs silver that is sized suitably as
overliner, which is the required first layer of material to be placed on the planned leach pad. Managements plan for 2007, Phase 1 (delete Phase 1)Drill Targets: Previous exploration campaigns by Tech Exploration, Noranda Exploration, Northern Dynasty Minerals and Great Basin resulted in an estimated 1.5 million ounces of gold being identified in three separate drill targets with over 80 holes being reported.       - 17 -   Surface/ Shallow Target Phase 1: 3 million tons @ .02 opt gold (60,000 oz) A shallow bench of low grade mineralized material that goes from surface to around 50' deep has been identified. There is no overburden and mining is inexpensive. Our drilling will be infill to identify a mineable resource to add to the proposed heap leach. Independence Mine Target Phase 1: 3- 5 million tons @ .05 opt gold ( 250,000 oz) The surface and near surface mineralization contains drill intercepts to 40' @ 0.148 opt gold and several holes have been ended in mineralized material containing in excess of 0.10 opt gold. The surface target contains an oxide target potential in the range of 250,000-300,000 ounces of gold (See Carrington Report below). We plan to drill the Independence Mine area from above to establish if it is feasible to open pit the remaining mineralized material. There are over 8 miles of underground workings currently developed. Our target is 3-5 million tons @ .05 opt gold and 2+ opt silver (150,000- 250,000oz gold and 2.5 million oz silver ) Independence Deep Target, Phase 2: 1.4 - 2 million ounces of gold @ 3,000 feet deep This target has immediate potential to develop 1.4 to 2 million ounces of contained gold, according to the 1997 Carrington Report, Northern Dynasty Minerals reported an estimated resource of 818,000 ounces of contained gold, with an average grade of 0.27 opt gold and Noranda Exploration, in an interoffice memo estimated 2 million ounces. Approximately 25,000 feet of drill core is on site and has been recently relogged.  We are in substantive discussions that would expand our deep target and a budget will be forthcoming once the overall scope of operation is determined. We have already established, to managements satisfaction that we should at least leach 130,000 tons of material that should generate over $3,000,000 of revenue on recovery before operating and capital expenses. An internal feasibility study will determine the economics of the tailings, stockpiled material and further drilled material. Drilling in the shallow and Independence Mine targets to establish mineralized material that can be readily processed on the heap leach will create early cash flow. By initiating the permitting process for the heap leach project we save valuable time in the recapture of investment which will provide momentum for future development of the deep zone. Evaluation of all available structural, geologic and drill data is underway and required to generate an accurate geologic model for mineralization in the three target areas.  Work is progressing as follows: 1.
        Surface and underground geology be re-mapped in detail, the new data combined with the existing data to form a geologic model for targeting mineralization in the three areas. 2.
        Review and sample select portions of the Noranda core in the upper parts of the drill holes within the Independence target. 3.
        Based on the results of the above, a two phase drill program to test the drill target model in the Independence and Wilson Deep targets. a)
        Phase 1, Stage 1: A drill program of 30 to 60 Reverse Circulation drill holes of 500 or less to establish continuity of the near surface Independence mineralization and 2 RC drill holes 1000 deep to test vertical location and continuity of mineralized structures. Target date: mid June 2007 b)
        Phase 1, Stage 2: 30-60 additional Reverse Circulation drill holes of 500 or less in the Independence target and five 3,000 ft. RC pre-collar/core finish drill holes in the Wilson Deep to confirm continuity of the gold mineralization and facilitate resource / reserve estimates for the mine model that will be prepared for the planned shallow open pit mining operation.  Target date: Mid July / August 2007 4.
        A shallow 30-60 hole Reverse Circulation drill program be conducted in the North target to test potential for continuity and higher grade gold values.  Target date: early August, 2007       - 18 -   5.
        Phase 1 Program and Budget (Shallow Target) General Metals has budgeted approximately $1.35 million to carry out phase one of a three-phased drill program on the Wilson-Independence project.  Details are as follows:  Data review
        $2,750Surface/subsurface surveying
        5,500Underground mapping and sampling
        16,500Surface mapping and sampling
        11,000Core sampling
        11,000Permitting
        15,000Site Construction
        65,000Drilling (RC)
        212,500Sample preparation and analysis
        60,000Supervision
        59,000Supplies
        12,000Field expenses
        42,000Section and map preparation
        24,250Geologic interpretation & modeling
        22,000Report
        11,000Independence Deep modeling & resource study
        100,000Pre-construction baseline studies, preliminary permitting
        75,000Reclamation
        48,750Miscellaneous/Contingency
        556,000Total
        $1,349,250 General Metals program is up to $2.0 million in order to carry out phase-one of a three-phased drilling program on the Wilson-Independence project, proposed phase-two drilling of the deep target as well as for working capital purposes.  The program is as follows:  Wilson-Independence project
        $1,349,250Proposed phase-two drilling
        350,000Working capital
        300,750Total
        $2,000,000 Cash Requirements For the next 12 months we plan to continue to explore for base and precious metals on our Independence Mines property in Nevada pursuant to the budgets indicated above. We also plan to advance operational permitting for a 5-6 million ton cyanide heap leach operation to enable early processing of the shallow and near surface mineralized       - 19 -  material which contains both gold and silver. The target estimated recoverable material is 235,000 ounces of gold and 2,500,000 ounces of silver from the shallow targets. We will require additional funds to implement our exploration and development programs.  These funds may be raised through equity financing, debt financing, or other sources, which may result in further dilution in the equity ownership of our shares.  There is still no assurance that we will be able to maintain operations at a level sufficient for an investor to obtain a return on his investment in our common stock.  Further, we may continue to be unprofitable.  We need to raise additional funds in the immediate future in order to proceed with our exploration program. Liquidity and Capital Resources As at April 30, 2007, we had $67,864 in current liabilities, and our working capital deficiency was $137,132.  Our financial statements report a net loss of $714,932 for the year ended April 30, 2007 compared to a net loss of $418,616 for the year ended April 30, 2006.  Our accumulated loss increased to $1,341,799 from inception to April 30, 2007.  Our losses increased in part as a result of increase in expenses in all categories for the year ended April 30, 2007.  We realized an overall increase in all expense categories during the year ended April 30, 2007 as we were actively involved in the investigation and acquisition of resource properties, as compared to the year ended April 30, 2006.  We have 3,048,750 warrants outstanding exercisable until June 30, 2007 at $0.25 per share and 705,000 warrants exercisable until April 30, 2008 at $0.25 per share, which, if exercised, could result in proceeds of
$938,437.50.  We cannot provide any assurances that any warrants will be exercised. On February 20, 2007 we closed a private placement of 349,541 units for gross proceeds of $11,215.58 and certain assets, on March 7, 2007 we closed two private placements for an aggregate of 4,437,996 units and aggregate gross proceeds of $360,050 and on April 30, 2007, we closed a private placement consisting of 165,200 units of our securities at a price of US$0.25 per unit for gross proceeds of $41,300.  The total proceeds raised from these private placements was $412,565.58 and certain assets. Subsequent to our year ended April 30, 2007 we issued an additional 4,167,865 shares and 793,000 warrants in connection with various private placements and exercises of share purchase warrants for total gross proceeds of approximately $400,000.  The warrants issued are exercisable at prices ranging from $0.125 to $0.25 per share. We have suffered recurring losses from operations.  The continuation of our company is dependent upon our company attaining and maintaining profitable operations and raising additional capital.  In this regard we have raised additional capital through the equity offerings noted above.  We need to raise additional funds in the immediate future in order to proceed with our exploration program. The continuation of our business is dependent upon obtaining further financing, a successful program of acquisition and exploration, and, finally, achieving a profitable level of operations.  The issuance of additional equity securities by us could result in a significant dilution in the equity interests of our current stockholders.  Obtaining commercial loans, assuming those loans would be available, will increase our liabilities and future cash commitments. There are no assurances that we will be able to obtain further funds required for our continued operations.  As noted herein, we are pursuing various financing alternatives to meet our immediate and long-term financial requirements.  There can be no assurance that additional financing will be available to us when needed or, if available, that it can be obtained on commercially reasonable terms.  If we are not able to obtain the additional financing on a timely basis, we will be unable to conduct our operations as planned, and we will not be able to meet our other obligations as they become due.  In such event, we will be forced to scale down or perhaps even cease our operations.       - 20 -   Product Research and Development Our business plan is focused on a strategy for maximizing the long-term exploration and development of our Independence Mines property in Nevada and more recently our proposed acquisition in Ghana.  To date, execution of our business plan has largely focused on acquiring prospective leases.  We intend to establish a going forward exploration and development plan. Purchase of Significant Equipment We do not intend to purchase any significant equipment (excluding exploration activities) over the twelve months ending April 30, 2008.  To the extent that equipment is required for our exploration program it will typically be provided by third party contractors or leased. Employees Currently we have two employees in addition to our directors and officers.  We plan to add one additional employee and do not expect any other material changes in the number of employees of the next 12 months.  We do and will continue to outsource contract employment as needed.  However, if we are successful in our initial and any subsequent drilling programs we may retain additional employees. Recently Issued Accounting Standards Statement No. 155  Accounting for Certain Hybrid Financial Instruments In February 2006, the FASB issued SFAS No. 155, Accounting for Certain Hybrid Financial Instruments, which amends SFAS No. 133, Accounting for Derivatives Instruments and Hedging Activities and SFAS No. 140, Accounting for Transfers and Servicing of Financial Assets and Extinguishment of Liabilities.  SFAS No. 155 amends SFAS No. 133 to narrow the scope exception for interest-only and principal-only strips on debt instruments to include only such strips representing rights to receive a specified portion of the contractual interest or principle cash flows.  SFAS No. 155 also amends SFAS No. 140 to allow qualifying special-purpose entities to hold a passive derivative financial instrument pertaining to beneficial interests that itself is a derivative instrument. Statement No. 156  Accounting for Servicing of Financial Assets In March 2006, the FASB issued SFAS No. 156, Accounting for Servicing of Financial Assets, which provides an approach to simplify efforts to obtain hedge-like (offset) accounting.  This Statement amends FASB Statement No. 140, Accounting for Transfers and Servicing of Financial Assets and Extinguishments of Liabilities, with respect to the accounting for separately recognized servicing assets and servicing liabilities. The Statement (1) requires an entity to recognize a servicing asset or servicing liability each time it undertakes an obligation to service a financial asset by entering into a servicing contract in certain situations; (2) requires that a separately recognized servicing asset or servicing liability be initially measured at fair value, if practicable; (3) permits an entity to choose either the amortization method or the fair value method for subsequent measurement for each class of separately
recognized servicing assets or servicing liabilities; (4) permits at initial adoption a one-time reclassification of available-for-sale securities to trading securities by an entity with recognized servicing rights, provided the securities reclassified offset the entity's exposure to changes in the fair value of the servicing assets or liabilities; and (5) requires separate presentation of servicing assets and servicing liabilities subsequently measured at fair value in the balance sheet and additional disclosures for all separately recognized servicing assets and servicing liabilities. SFAS No. 156 is effective for all separately recognized servicing assets and liabilities as of the beginning of an entity's fiscal year that begins after September 15, 2006, with earlier adoption permitted in certain circumstances. The Statement also describes the manner in which it should be initially applied. Statement No. 157  Fair Value Measurements In September 2006, the FASB issued SFAS No. 157, Fair Value Measurements, to clarify how to measure fair value and to expand disclosures about fair value measurements.  The expanded disclosures include the extent to which       - 21 -  companies measure assets and liabilities at fair value, the information used to measure fair value, and the effect of fair value on earnings and is applicable whenever other standards require (or permit) assets and liabilities to be measured at fair value.  SFAS 157 is effective for financial statements issued for fiscal years beginning after November 15, 2007 and interim periods within those fiscal years. The adoption of these new Statements is not expected to have a material effect on the Companys current financial position, results or operations, or cash flows. Application of Critical Accounting Policies Our audited financial statements and accompanying notes are prepared in accordance with generally accepted accounting principles used in the United States.  Preparing financial statements requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue, and expenses. These estimates and assumptions are affected by management's application of accounting policies.  We believe that understanding the basis and nature of the estimates and assumptions involved with the following aspects of our financial statements is critical to an understanding of our financials. Item 7.
        Financial Statements. Our audited financial statements are stated in United States dollars (US$) and are prepared in accordance with United States Generally Accepted Accounting Principles.       - 22 -   MOORE & ASSOCIATES, CHARTERED ACCOUNTANTS AND ADVISORSPCAOB REGISTERED   REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM  To the Board of Directors General Metals Corporation Reno, Nevada  We have audited the accompanying balance sheets of General Metals Corporation as of April 30, 2007 and April 30 2006, and the related statements of operations, stockholders equity and cash flows for the years then ended.  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 standards of the Public Company Accounting Oversight Board (United States).  Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement.  An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements.  An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation.  We believe that our audits provide a reasonable basis for our opinion.  In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of General Metals Corporation as of April 30, 2007 and April 30, 2006 and the results of its operations and its cash flows for the years then ended, in conformity with accounting principles generally accepted in the United States of America.  The accompanying financial statements have been prepared assuming that the Company will continue as a going concern.  As discussed in Note 4 to the financial statements, the Companys net losses and accumulated deficit of $1,323,049 as of April 30, 2007 raises substantial doubt about its ability to continue as a going concern.  Managements plans concerning these matters are also described in Note 4.  The financial statements do not include any adjustments that might result from the outcome of this uncertainty.  /s/ Moore & Associates, Chartered  Moore & Associates Chartered Las Vegas, Nevada June 4, 2007   2675 S. Jones Blvd. Suite 109, Las Vegas, NV 89146 (702) 253-7499 Fax (702) 253-7501        - 23 -   General Metals Corporation  Successor to General Gold Corporation (An Exploration Stage Company)  Consolidated Balance Sheets        - 24 -   General Metals Corporation  Successor to General Gold Corporation (An Exploration Stage Company)  Consolidated Statements of Operations         - 25 -   General Metals Corporation  Successor to General Gold Corporation (An Exploration Stage Company)  Statement of Stockholders Equity         - 26 -   General Metals Corporation  Successor to General Gold Corporation (An Exploration Stage Company)  Statement of Stockholders Equity         - 27 -   General Metals Corporation  Successor to General Gold Corporation (An Exploration Stage Company)  Consolidated Statements of Cash Flows        - 28 -   General Metals Corporation Successor to General Gold Corporation (An Exploration Stage Company) Notes to Audited Consolidated Financial Statements (April 30, 2007 AND 2006)  NOTE 1.  ORGANIZATION AND DESCRIPTION OF BUSINESS Nature of Business  General Metals Corporation (the Company) was organized in the State of New Jersey on March 4, 1994 and reincorporated in the State of Delaware on September 13, 1995 as Interactive Multimedia Network, Inc.  On March 29, 2005 the Company changed its name to RECOV Energy Corp. and then on January 12, 2006 changed its name to General Metals Corporation.  The Company was unsuccessful in its business plan of developing and marketing consumer products and therefore actively pursued a merger or acquisition candidate.  On January 20, 2006 the Company entered into an agreement, effective March 15, 2006, to acquire all of the issued and outstanding shares and convertible securities of General Gold Corporation (General Gold), an Exploration Stage Company (See Note 3 Acquisition of General Gold for details).  This transaction resulted in a change of control and is accounted for as a reverse acquisition with General Metals Corporation as the surviving legal entity and General Gold the historical accounting company.  The Company will operate General Gold as a wholly owned subsidiary.  Through the acquisition of General Gold the Company is now an Exploration Stage Company, as defined by Statement of Financial Accounting Standard (SFAS) No.7 Accounting and Reporting by Development Stage Enterprises.  General Gold entered into the mining exploration business by executing an agreement dated November 14, 2004, to acquire substantially all of the assets related to the Independence mining claims in Lander County, Nevada (See Note 9 Mineral Properties for details). The Companys principal business is the acquisition and exploration of mineral properties. The Company has not presently determined whether its properties contain mineral reserves that are economically recoverable. Basis of Presentation  The accompanying consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles.  The Company operates on an April 30 fiscal year end.  For accounting purposes, the acquisition of General Gold has been treated as a reverse acquisition.  Accordingly, the consolidated financial statements, statements of operations, statement of stockholders deficit and statements of cash flows reflect the results of operations and cash flows of General Gold for the period from its inception on July 17, 1998 to January 31, 2006 and consolidated with those of General Metals from acquisition on March 15, 2006 to April 30, 2007.  NOTE 2.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Principles of Consolidation  The accompanying consolidated financial statements include the accounts of General Metals Corporation and its wholly owned subsidiary, General God Corporation.  Collectively, they are referred herein as the Company.  All inter-company balances and transactions have been eliminated on consolidation. Use of estimates  The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and       - 29 -  disclosures 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. Cash and Cash Equivalents  Cash and cash equivalents consist of cash and short term deposits with original maturities of three months or less when purchased.  As of January 31, 2007, cash and cash equivalents consists of cash and cash in trust. Property and Equipment Property and equipment consists of furniture and equipment and is recorded at cost.  Equipment acquired from the acquisition is recorded at net book value.  The furniture and equipment are being depreciated on a straight-line basis over their estimated lives of five years.  Following is a summary of property and equipment April 30, 2007 and 2006:  30-Apr-2007
        30-Apr-2006Furniture and Equipment
        $ 6,348
        $6,348Vehicle Purchase
        21,700Less:  Accumulated Depreciation
        (2,453)
        (283)Property and Equipment, Net
        $25,595
        $6,065        - 30 -   Basic and Diluted Net Income (Loss) Per Share The Company computes net income (loss) per share in accordance with Statement of Financial Accounting Standards (SFAS) No. 128, "Earnings per Share". SFAS No. 128 requires presentation of both basic and diluted earnings per share (EPS) on the face of the income statement. Basic EPS is computed by dividing net income (loss) available to common shareholders (numerator) by the weighted average number of shares outstanding (denominator) during the period. Diluted EPS gives effect to all dilutive potential common shares outstanding during the period using the treasury stock method and convertible preferred stock using the if-converted method. In computing Diluted EPS, the average stock price for the period is used in determining the number of shares assumed to be purchased from the exercise of stock options or warrants. Diluted EPS excludes all dilutive
potential shares if their effect is anti dilutive. The numerators and denominators used in the computations of basic and diluted EPS are presented in the following table: April 30,2007

        April 30,2006Numerators for Basic and Diluted EPSNet income/(loss) to common shareholders
        ($621,182)
        ($418,616)Denominators for Basic EPSWeighted average of shares outstanding
        65,967,132
        34,463,296Basic Earnings/(Loss) Per Share
        ($0.01)
        ($0.01)Denominators for Diluted EPSWeighted average of shares outstanding
        69,465,032
        35,658,265Diluted Earnings/(Loss) Per Share
        ($0.01)
        ($0.01) Financial Instruments  The Companys financial instruments consist of cash; cash in trust, accounts payable and accrued liabilities and amounts due to related parties. The Company is not exposed to significant interest, currency or credit risks arising from these financial instruments. The fair value of cash, cash in trust, accounts payable and accrued liabilities and amounts due to related parties approximates their carrying values due to the immediate or short term maturity of these financial instruments. Mineral Property Costs The Company is in the exploration stage and has not yet realized any revenues from its planned operations. It is primarily engaged in the acquisition and exploration of mining properties. Mineral property acquisition costs are capitalized.  Exploration and Development costs are expensed as incurred. When it has been determined that a mineral property can be economically developed as a result of establishing proven and probable reserves, the costs incurred to develop such property, are capitalized. Such costs will be amortized using the units-of-production method over the estimated life of the probable reserve. If mineral properties are subsequently abandoned or impaired, any capitalized costs will be charged to operations. Long-Lived Assets In accordance with 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       - 31 -  undiscounted future cash flows is less than the carrying amount of the asset. Impairment losses, if any, are measured as the excess of the carrying amount of the asset over its estimated fair value. Income Taxes  Under SFAS No 109"Accounting for Income Taxes"the Company is required to recognize deferred tax liabilities and assets using the liability method. Under this method, deferred tax liabilities and assets are determined based on the temporary differences between the financial statements carrying values and tax bases of assets and liabilities using enacted tax rates in effect in the years in which the differences are expected to reverse. Future income tax assets are recorded in the financial statements if realization is considered more likely than not.  NOTE 3.  ACQUISITION OF GENERAL GOLD  On January 20, 2006 the Company entered into an agreement, effective March 15, 2006, to acquire all of the issued and outstanding shares and convertible securities of General Gold Corporation (General Gold), an Exploration Stage Company.  This transaction resulted in a change of control and is accounted for as a reverse acquisition with General Metals Corporation as the surviving legal entity and General Gold the historical accounting company.  The Company will operate General Gold as a wholly owned subsidiary.  At the effective date of the merger The Company had 7,669,521 shares issued and outstanding and issued 36,097,500 common shares and 3,048,750 one-year warrants to affect the merger.  Below are the balance sheets and adjustments giving affect to the acquisition on March 15, 2006:       - 32 -    General
        
        General
        
        
        
        AdjustedMetals
        
        Gold
        
        
        
        BalanceMarch 15,
        
        March 15,
        
        Acquisition
        
        March 15,2006
        
        2006
        
        Adjustments
        
        2006ASSETSCurrent AssetsCash and Cash Equivalents
        $    8,582
        
        $            39,268
        
        $     -
        
        47,850Accounts Receivable net
        10,000
        
        11,790
        
        -
        
        21,790Prepaid Expense
        -
        
        12,500
        
        -
        
        12,500Loan to Related Party
        -
        
        30,000
        
        (30,000)
        
        -Total Current Assets
        18,582
        
        93,558
        
        (30,000)
        
        82,140Fixed AssetsInvestment in Mining Property
        
        
        55,000
        
        
        
        55,000Property, Plant and Equipment, net
        3,256
        
        2,808
        
        
        
        6,064Total Fixed Assets
        3,256
        
        57,808
        
        -
        
        61,064Total Assets
        $   21,838
        
        $    151,366
        
        $    (30,000)
        
        $    143,204LIABILITIES AND STOCKHOLDERS' EQUITYCurrent LiabilitiesAccounts Payable and Accrued Liabilities
        $   226,563
        
        $    20,776
        
        
        
        247,339Notes and Loans Payable
        335,956
        
        
        
        
        
        335,956Tax Payables
        614
        
        
        
        
        
        614Loan From Related Party
        30,000
        
        1,457
        
        (30,000)
        
        1,457Total Liabilities
        593,133
        
        22,233
        
        (30,000)
        
        585,366Stockholders' EquityCommon Stock
        7,670
        
        36,097
        
        
        
        43,767Paid in Capital
        3,427,057
        
        774,967
        
        (4,006,022)
        
        196,002Accumulated Equity/(Deficit)
        (4,006,022)
        
        (681,931)
        
        4,006,022
        
        (681,931)Total Stockholders' Equity
        (571,295)
        
        129,133
        
        -
        
        (442,162)Total Liabilities and Stockholders' Equity
        $    21,838
        
        $    151,366
        
        $   (30,000)
        
        $    143,204   NOTE 4.  GOING CONCERN  The accompanying financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates the realization of assets and the liquidation of liabilities in the normal course of business. However, at April 30, 2007 the Company has an accumulated loss of $1,323,049 during its exploration stage.  This raises substantial doubt about the Companys ability to continue as a going concern.  The financial statements do not include any adjustments that might result from this uncertainty. Managements Plan  Management continues to seek funding from its shareholders and other qualified investors to pursue its exploration and development programs. These funds may be raised through equity financing, debt financing, or other sources,       - 33 -  which may result in further dilution in the equity ownership of our shares. There is still no assurance that the Company will be able to maintain operations at a level sufficient for an investor to obtain a return on his investment. Further, the Company may continue to be unprofitable. The Company needs to raise additional funds in the immediate future in order to proceed with its exploration program.  On August 28, 2006 the Company initially retained a specialist international equity capital firm whose primary business is arranging financings for junior and other mining companies. They have arranged over $500 million for junior mining companies over the last several years.  The agreement calls for an equity financing of shares and warrants in the amount of up to $2,000,000. In February 2007, the balance of retainer was paid and the Company information was distributed to the specialists clients for review.  The definitive terms of the financing have not yet been finalized.  They can provide no assurances that this financing will be successfully completed.  During December, January and February the Company successfully completed a series of Private Placements discussed in the Stockholders Equity Note 7 and Subsequent Events Note 11 below.  NOTE 5.  GAIN ON FORGIVENESS OF DEBT AND DEBT CONVERSION Forgiveness of Debt  The Company acquired General Gold on March 15, 2006.  Prior the acquisition the Company had arranged to reduce or eliminate certain accounts payable however, the transactions were not completed until after the acquisition and prior to the April 30, 2006 report date.  Shareholder loans in the amount of $91,174 and accrued attorney fees in the amount of $110,784 were forgiven.  The Company determined that $24,606 in stale payables with no collection activity for over six years could be legally written-off.  Should any of these creditors take action to collect the company will reassume responsibility.  Following is a list of Accounts payable that have been written-off and a gain on forgiveness of debt has been recorded:  Accounts Payable:Shareholder Loans
        $ 91,175Attorney Fees  Related Party
        110,784Stale Payables
        24,606Total Debt Forgiven
        $226,565 Debt Conversion  The Company converted $370,581 shareholder loans to 20,031,405 common shares during the year ended April 30, 2006.  Agreements were reached to convert the debt in February 2005 at a rate of $0.0185 per share as disclosed in the 10KSB/A-2 for March 31, 2005 filed with the SEC on October 4. 2005.  Although the debt conversion was agreed to in February 2005 the actual transactions were not recorded until after the acquisition of General Gold and prior to the April 30, 2006 report date.  The Company converted $35,000 accrued liabilities and shareholder loans to 466,666 common shares on January 31, 2007.  NOTE 6.  RELATED PARTY TRANSACTIONS  The President and CEO has provided financing to the company in the form of demand notes with no fixed or determinable repayment dates.  The amounts are recorded as current liabilities with the balance as of April 30, 2007 and April 30, 2006 of $63,184 and $2,071 respectively.        - 34 -    NOTE 7.  STOCKHOLDERS' EQUITY Preferred Stock  The Company is authorized to issue 50,000,000 preferred shares with a par value of $0.001 per share.  As of April 30, 2007 no preferred stock is issued and outstanding Common Stock  The Company is authorized to issue 200,000,000 common shares with a par value of $0.001 per share.  Because of the reverse acquisition of General Gold the Statement of Stockholders equity has been revised to reflect General Golds historical accounting General Metals is consolidated as if acquired by General Gold.  On March 15, 2006, the Company had 7,669,521 common shares issued and outstanding.  On that date it issued 36,097,500 common shares in a one for one share exchange with the shareholders of General Gold.  As of the close of March 15, 2006 the Company had 43,767,021 common shares issued and outstanding.  Between March 15 and April 30, 2006 the Company issued an additional 20,031,405 common shares to convert $370,581 of debt at the rate of $0.0185 per share.  The Company issued 500,000 common shares valued at $500 as an executive hiring incentive.  The Company received and cancelled 500,000 common shares valued at $500 from a prior executive.  On April 28, 2006 the Company issued 639,000 common shares at $0.25 per share through the exercising of warrants.  The Company received $76,000 advanced payment on a private placement.  On August 17, 2006 the Company issued 100,000 of common shares at $0.25 per share through the exercise of directors warrants.  On October 15, 2006 the Company issued 400,000 common shares in a private placement for $50,000 at $0.125 per share and 144,000 common shares for services valued at $18,000 or $0.125 per share.  On January 31, 2007 the Company agreed to issue 349,541 common shares at $0.075 per share and an equal number of warrants exercisable by February 20, 2008 at $0.075 per share.  Of the shares to be issued 200,000 were used to purchase a vehicle valued at $15,000 and 149,541 shares were issued for $11,216 cash.  On January 31, 2007 the Company agreed to issue 300,000 common shares at $0.075 per share for services valued at $22,500.  On January 31, 2007 the Company agreed to issue and aggregate of 3,993,996 common shares at $0.075 per share in a private placement with an equal number of warrants exercisable on March 7, 2008 at $0.075 per share.  Of the aggregate shares, 466,666 were issued to satisfy $35,000 debt, 100,000 were issued for services valued at $7,500 and 3,427,330 were issued for $93,250 cash $26,000 prepaid subscriptions and subscription receivable of $163,800.  On March 15, 2007, the Company issued 1,000,000 common shares at $0.075 per share or $75,000 along with 1,000,000 two year warrants exercisable at $0.26 per share to acquire 100% interest in Mikite Gold Resources ("Mikite"), a Ghanaian corporation with exclusive exploration rights to the 150 square kilometer Nyinahin mining concession near Bibiani, Ghana.  On March 30, 2007, the Company issued 250,000 common shares at $0.075 per share or $18,750 along with 250,000 one year warrants exercisable at $0.075 per share as an incentive to join the company as CFO.       - 35 -   On April 23, 2007 the Company issued 2,120,000 common shares at $0.125 per share for $265,000 cash and 1,060,000 twelve month warrants exercisable at $0.125.  On April 30, 2007 the Company issued 330,400 common shares at $0.125 per share for $41,300 cash and 165,200 twelve month warrants exercisable at $0.125.  Warrants  The Company has 3,048,750 warrants outstanding exercisable until March 15, 2007 at $0.25 per share.  On November 28, 2006, the Company extended the warrant exercisable date from March 15, 2007 to June 30, 2007.  On 8 May 2006 the Company issued 3,000,000 warrants to directors and officers exercisable at $0.25 per share until December 31, 2006 as disclosed in its 8-K filing of May 9, 2006.  On November 28, 2006 the Company extended the exercisable date for these director warrants from December 31, 2006 to June 30, 2007.  Effective February 20, 2007 the Company issued 349,541 warrants exercisable by February 20, 2008 at $0.075 per share  Effective March 7, 2007 the Company issued 3,048,750 warrants exercisable by March 7, 2008 at $0.075 per share.  On March 15, 2007, the Company issued 1,000,000 exercisable by March 15, 2009 at $0.26 per share as part of the consideration exclusive exploration rights to the 150 square kilometer Nyinahin mining concession near Bibiani, Ghana.  Effective March 30, 2007 the Company issued 250,000 warrants exercisable by March 30, 2008 at $0.075 per share.  Effective April 23, 2007 the Company issued 1,060,000 warrants exercisable by April 23, 2008 at $0.125 per share.  Effective April 30, 2007 the Company issued 165,200 warrants exercisable by April 30, 2008 at $0.125 per share.  NOTE 8.  PROVISION FOR INCOME TAXES  The Company provides for income taxes under Statement of Financial Accounting Standards No. 109, Accounting for Income Taxes. SFAS No. 109 requires the use of an asset and liability approach in accounting for income taxes. Deferred tax assets and liabilities are recorded based on the differences between the financial statement and tax bases of assets and liabilities and the tax rates in effect when these differences are expected to reverse.  SFAS No. 109 requires the reduction of deferred tax assets by a valuation allowance if, based on the weight of available evidence, it is more likely than not that some or all of the deferred tax assets will not be realized.  In the Companys opinion, it is uncertain whether they will generate sufficient taxable income in the future to fully utilize the net deferred tax asset. Accordingly, a valuation allowance equal to the deferred tax asset has been recorded. The total deferred tax asset is $463,067, which is calculated by multiplying a 35% estimated tax rate by the items making up the deferred tax account, the NOL of $1,323,049.  The total valuation allowance is a comparable $463,067.  The provision for income taxes is comprised of the net changes in deferred taxes less the valuation account plus the current taxes payable as shown in the chart below for the year ended April 30, 2007:  Deferred Tax Asset
        $ 463,067Less: Valuation Allowance
        (463,067)Net Deferred Tax Asset
        $     0  The federal NOL is due to expire 20 years from the date of its creation. The chart below shows the year of creation, the amount of each estimated years NOL and the year of expiration if not utilized.       - 36 -    Year Created
        Amount
        Year to Expire1999
        $   587
        20192000
        2,000
        20202001
        14,977
        20212002
        16,657
        20222003
        21
        20232004
        20,886
        20242005
        153,123
        20252006
        418,616
        20262007
        696,182
        2027Total NOL Carry forward
        $1,248,049  NOTE 9.  MINERAL PROPERTY On November 14, 2004, the Company entered into a letter of intent with Independence Mines, LLC (Independence) and Gold Range, LLC (Gold) with respect to the purchase of an option that Gold held to the Independence mining claims in Lander County, Nevada and substantially all of the assets that Gold uses to conduct the business of Independence. On April 29, 2005, the Company entered into an agreement (the Assignment Agreement), which replaced the letter of intent whereby the Company purchased an assignment of lease to the Independence mining claims from Gold. The purchase price included $25,000 (paid) at the close of the Assignment Agreement, $25,000 (paid) when the definitive agreement was entered into between Gold and the Lessor and a final $25,000 (paid) within 30 days of the lease recordation date. On October 26, 2005, the Company issued 5,000,000 restricted shares of
common stock to Gold. Also, in addition to other underlying NSR requirements, the Company must pay a 1% net smelter royalty fee to Gold.  The original payment of $25,000 was expensed, however, the remaining $50,000 payment and $5,000 for 5,000,000 shares of restricted stock issued have been capitalized as mineral property acquisition costs. NOTE 10. THE EFFECT OF RECENTLY ISSUED ACCOUNTING STANDARDS Below is a listing of the most recentStatement of Financial Accounting Standards(SFAS) SFAS 155-157 and their effect on the Company. Statement No. 155  Accounting for Certain Hybrid Financial Instruments In February 2006, the FASB issued SFAS No. 155, Accounting for Certain Hybrid Financial Instruments, which amends SFAS No. 133, Accounting for Derivatives Instruments and Hedging Activities and SFAS No. 140, Accounting for Transfers and Servicing of Financial Assets and Extinguishment of Liabilities.  SFAS No. 155 amends SFAS No. 133 to narrow the scope exception for interest-only and principal-only strips on debt instruments to include only such strips representing rights to receive a specified portion of the contractual interest or principle cash flows.  SFAS No. 155 also amends SFAS No. 140 to allow qualifying special-purpose entities to hold a passive derivative financial instrument pertaining to beneficial interests that itself is a derivative instrument. Statement No. 156  Accounting for Servicing of Financial Assets In March 2006, the FASB issued SFAS No. 156, Accounting for Servicing of Financial Assets, which provides an approach to simplify efforts to obtain hedge-like (offset) accounting.  This Statement amends FASB Statement No. 140, Accounting for Transfers and Servicing of Financial Assets and Extinguishments of Liabilities, with respect to the accounting for separately recognized servicing assets and servicing liabilities. The Statement (1) requires an entity to recognize a servicing asset or servicing liability each time it undertakes an obligation to service a financial asset by entering into a servicing contract in certain situations; (2) requires that a separately recognized servicing asset or servicing liability be initially measured at fair value, if practicable; (3) permits an entity to choose either the amortization method or the fair value method for subsequent measurement for each class of separately
recognized servicing assets or servicing liabilities; (4) permits at initial adoption a one-time reclassification of available-for-sale securities to trading securities by an entity with recognized servicing rights, provided the securities reclassified offset the entity's exposure to changes in the fair value of the servicing assets or liabilities; and (5) requires separate       - 37 -  presentation of servicing assets and servicing liabilities subsequently measured at fair value in the balance sheet and additional disclosures for all separately recognized servicing assets and servicing liabilities. SFAS No. 156 is effective for all separately recognized servicing assets and liabilities as of the beginning of an entity's fiscal year that begins after September 15, 2006, with earlier adoption permitted in certain circumstances. The Statement also describes the manner in which it should be initially applied. Statement No. 157  Fair Value Measurements In September 2006, the FASB issued SFAS No. 157, Fair Value Measurements, to clarify how to measure fair value and to expand disclosures about fair value measurements.  The expanded disclosures include the extent to which companies measure assets and liabilities at fair value, the information used to measure fair value, and the effect of fair value on earnings and is applicable whenever other standards require (or permit) assets and liabilities to be measured at fair value.  SFAS 157 is effective for financial statements issued for fiscal years beginning after November 15, 2007 and interim periods within those fiscal years. The adoption of these new Statements is not expected to have a material effect on the Companys current financial position, results or operations, or cash flows.  NOTE 11.  SUBSEQUENT EVENTS  The Company has issued an additional 4,167,865 common shares through private placement and exercise of warrants during May 2007 and 793,000 warrants with exercise prices ranging from $0.125 to $0.25 per share receiving proceeds of approximately $400,000 as disclosed in its May 31, 2007 8-K filing.        - 38 -    Item 8.
        Changes In and Disagreements With Accountants on Accounting and Financial Disclosure. None. Item 8A.
        Controls and Procedures As required by Rule 13a-15 under the Exchange Act, as of the end of the period covered by this report, being April 30, 2007, we have carried out an evaluation of the effectiveness of the design and operation of our company's disclosure controls and procedures. This evaluation was carried out under the supervision and with the participation of our management, including our president and our chief financial officer. Based upon that evaluation, our president and our chief financial officer concluded that our disclosure controls and procedures are effective as of the end of the period covered by this report. There have been no changes in our internal controls over financial reporting that occurred during the period covered by this report that have materially affected, or are reasonably likely to materially affect our internal controls over financial reporting. Disclosure controls and procedures are controls and other procedures that are designed to ensure that information required to be disclosed in our company's reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the Securities and Exchange Commission's rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed in our reports filed under the Exchange Act is accumulated and communicated to management, including our president and our chief financial officer as appropriate, to allow timely decisions regarding required disclosure. PART III Item 9.Directors, Executive Officers, Promoters, Control Persons and Corporate Governance; Compliance with Section 16(a) of the Exchange Act. All directors of our company hold office until the next annual meeting of the stockholders or until their successors have been elected and qualified.  The officers of our company are appointed by our board of directors and hold office until their death, resignation or removal from office.  Our directors, executive officers and significant employees, their ages, positions held, and duration as such, are as follows: Name
        Position Heldwith the Company
        Age
        Date First Elected or AppointedStephen B. Parent
        Chief Executive Officer, President and Director
        62
        June 8, 2006David J. Salari
        Chief Operating Officer and Director
        50
        January 30, 2006Leslie James Porter
        Director
        42
        November 17, 2005Daniel J. Forbush
        Chief Financial Officer and Director
        54
        March 23, 2007John R. Rose
        Director
        64
        May 16, 2007 Stephen Parent - Chief Executive Officer, President and Director Mr. Parent is the President, Chief Executive Officer and a director of our company. Mr. Parent has worked in the mining industry for nearly 25 years and has managed the exploration and development operations of several junior public mining companies in the United States and Canada. Mr. Parent is the Founder and previous Chief Executive Officer and Chairman of GoldSpring, Inc., a publicly traded precious metals mining company that operates the Plum Mine located in Nevadas Comstock Lode region near Virginia City. Plum Mine is a cyanide heap leach operation currently producing gold and silver.       - 39 -   Mr. Parent has been responsible for evaluation, acquisition and development of mining projects and served as the Chief Executive Officer of Ecovery, Inc. a private company with two significant mining projects: The Big Mike Copper Project and the GoldSpring Placer Project both now owned by GoldSpring. Mr. Parent is also the founder, President and Chief Executive Officer of Aztech Environmental Industries, Inc. David J. Salari, P.Eng  Chief Operating Officer and Director Mr. Salari is the Chief Operating Officer and a director of our company. Mr. Salari has served as a director of General Gold Corporation since November 17, 2004. Mr. Salari is a Professional Engineer who over the past 20 years, has been involved in the design, supply, and commissioning of mining and mineral processing systems throughout the world for gold and silver, base metals, and industrial minerals. Commencing in 2004 and presently Mr. Salari is the President of D.E.N.M. Engineering, a company engaged in the engineering, design and installation of mineral processing equipment and systems. From 1986 to 2004 Mr. Salari was the Vice President of MPE International Inc. where he managed the engineering and design of metallurgical processing equipment for precious, base, and industrial minerals. From 1980 to 1986 Mr. Salari worked with Placer Development Ltd. in various metallurgist and engineering capacities. More recently, he spearheaded as Process Manager the construction and start-up of a 4000 TPD heap leach operation at the Plum Mine in the Comstock Lode region of Nevada. His duties included heap pad construction, recovery plant, and dealing with The Nevada Division of Environmental Protection in permit related issues. Mr. Salari is a graduate of the University of Toronto (1980) with a BASC degree in Metallurgical Engineering. Leslie James Porter, CPA, CFA  Independent Director Mr. Porter is a director of our company. Since July 2005, Mr. Porter has also served as the Chief Financial Officer and a director of Tangerine Gold Inc., a junior mining exploration company. Mr. Porter was the Chief Financial Officer of Mediterranean Minerals Ltd. and its predecessor Manhattan Minerals Inc and served as the Chief Financial Officer and a director of Firestone Ventures, Inc., both junior mining exploration companies. Since 2004 Mr. Porter has served as the Chief Financial Officer and a director of SHEC Labs Solar Hydrogen Energy Corporation, a technology company. He has also served on that companys Steering Committee since 2003 and served as financial advisor to the company from 2001 to 2004. Since 2001 Mr. Porter has been the President of LJV Capital Corp., providing financial and business consulting services to early stage companies. And from 1999 to 2001 he was the Chief Financial
Officer and a director of Global Media Corp., an internet media streaming company. Mr. Porter received his Bachelor of Commerce degree in Finance from the University of British Columbia in Vancouver, B.C. in 1987. He received his Chartered Accountant designation from the Institute of Chartered Accountants of British Columbia in 1990, his Chartered Financial Analyst designation from the Institute of Chartered Financial Analysts in 1994 and his Certified Public Accountant designation (State of Illinois) from the University of Illinois in 1999. Mr. Porter received his Chartered Accountant and Chartered Financial Analyst designations while employed with the major public accounting firm, Arthur Andersen & Co., where he achieved the position of Senior Manager, Taxation and served large corporations including subsidiaries and divisions of global mining companies BHP and Newmont. Daniel Forbush, CPA, MBA  Chief Financial Officer and Director Daniel J. Forbush, a Certified Public Accountant brings over 25 year of mining industry experience.  Mr. Forbushs diverse background in financial management includes positions at such Fortune 500 firms as Glamis Gold, Ltd., AMOCO, TENNECO and Arthur Andersen & Company. Beginning in 1999, Mr. Forbush focused on start-up opportunities including the building of a public accounting firm (Forbush and Associates) since November 2000 and business consulting firm (Core Business Builders Inc.) since January of 2004, and has functioned as Chief Financial Officer and Treasurer for a $25 million residential development and building contractor and a number of other smaller enterprises.  He was initially recruited as Controller for Glamis Gold, Inc., the U.S. operating entity of       - 40 -  Glamis Gold, Ltd. serving therein from 1988 to 1997 and Chief Financial Officer and Treasurer from 1997 to 1999, for Glamis Gold, Ltd., directing all aspects of financial, administrative and operations management for this $200MM NYSE-listed, multi-national corporation.  Prior experience includes Corporate Director of Managerial Accounting, Echo Bay Mines, Ltd., 1986-1987. Nevada Operations Controller for Tenneco Minerals prior to its acquisition by Echo Bay Mines; General Accounting Supervisor for AMOCO; Assistant Controller for Cyprus Industrial Minerals Company; and, Senior Auditor for Arthur Andersen & Company. John R. Rose, MBA   Independent Director John Rose extensive experience in business operations and as the CEO and owner of companies in a diverse range of industries including the mining industry, airlines, retailing, ranching and international trading.  Mr. Rose established, operated and recently sold a company that manufactured Pharmaceutical Drugs. Mr. Rose received his MBA from Thunderbird International School of Global Business in 2006. Family Relationships There are no family relationships. Board and Committee Meetings Our board of directors held no formal meetings during the year ended April 30, 2007.  All proceedings of the board of directors were conducted by resolutions consented to in writing by all the directors and filed with the minutes of the proceedings of the directors.  Such resolutions consented to in writing by the directors entitled to vote on that resolution at a meeting of the directors are, according to the Delaware Corporate Law and our By-laws, as valid and effective as if they had been passed at a meeting of the directors duly called and held. For the year ended April 30, 2007 our only standing committee of the board of directors was our audit committee. Audit Committee Currently our audit committee consists of Daniel Forbush, Leslie James Porter and John Rose.  The function of the audit committee is to meet with our independent auditors at least annually to review, upon completion of the annual audit, financial results for the year, as reported in our financial statements; recommend to the Board the independent auditors to be retained; review the engagement of the independent auditors, including the scope, extent and procedures of the audit and the compensation to be paid therefore; assist and interact with the independent auditors in order that they may carry out their duties in the most efficient and cost effective manner; and review and approve all professional services provided to us by the independent auditors and considers the possible effect of such services on the independence of the auditors. During fiscal 2007, there were no meetings held by the audit committee.  The business of the audit committee was conducted by resolutions consented to in writing by all the members and filed with the minutes of the proceedings of the audit committee. Audit Committee Financial Expert Our board of directors has determined that Leslie James Porter of its audit committee qualifies as an "audit committee financial expert" as defined in Item 401(e) of Regulation S-B, and is "independent" as the term is used in Item 7(d)(3)(iv) of Schedule 14A under the Securities Exchange Act of 1934, as amended. Director Independence We currently act with 5 directors, consisting of Stephen Parent, David Salari, Leslie James Porter, Daniel Forbush and John Rose.  We have determined that Leslie James Porter and John Rose qualify as "independent" as the term is       - 41 -  used in Item 7(d)(3)(iv)(B) of Schedule 14A under the Securities Exchange Act of 1934, as amended, and as defined by Rule 4200(a)(15) of the NASDAQ Marketplace Rules. Involvement in Certain Legal Proceedings Our directors, executive officers and control persons have not been involved in any of the following events during the past five years: 1.             any bankruptcy petition filed by or against any business of which such person was a general partner or executive officer either at the time of the bankruptcy or within two years prior to that time; 2.             any conviction in a criminal proceeding or being subject to a pending criminal proceeding (excluding traffic violations and other minor offences); 3.             being subject to any order, judgment, or decree, not subsequently reversed, suspended or vacated, of any court of competent jurisdiction, permanently or temporarily enjoining, barring, suspending or otherwise limiting his involvement in any type of business, securities or banking activities; or 4.             being found by a court of competent jurisdiction (in a civil action), the Commission or the Commodity Futures Trading Commission to have violated a federal or state securities or commodities law, and the judgment has not been reversed, suspended, or vacated. Section 16(a) Beneficial Ownership Compliance Section 16(a) of the Securities Exchange Act requires our executive officers and directors, and persons who own more than 10% of our common stock, to file reports regarding ownership of, and transactions in, our securities with the Securities and Exchange Commission and to provide us with copies of those filings.  Based solely on our review of the copies of such forms received by us, or written representations from certain reporting persons, we believe that during the year ended April 30, 2007, all filing requirements applicable to its officers, directors and greater than 10% percent beneficial owners were complied with, with the exception of the following:  Name
        Number of Late Reports
        Number of Transactions NotReported on a  Timely Basis
        Failure to FileRequested FormsStephen Parent
        29(1)
        651(1)
        NilDavid Salari
        1(1)
        1(1)
        NilLeslie James Porter
        3(1)
        5(1)
        NilDaniel Forbush
        1(2)
        1(2)
        NilJohn Rose
        N/A
        N/A
        Nil (1)  The named officer, director or greater than 10% stockholder, as applicable, filed a late Form 4 - Statement of Changes in Beneficial Ownership of Securities. (2)  The named officer, director or greater than 10% stockholder, as applicable, filed a late Form 3  Initial Statement of Beneficial Ownership of Securities. Code of Ethics Effective August 10, 2006, our company's board of directors adopted a Code of Business Conduct and Ethics that applies to, among other persons, our company's President, Secretary, Treasurer, Chief Executive Officer, Chief       - 42 -  Financial Officer and Chief Operating Officer (being our principal executive officers and principal accounting officers), as well as our independent directors and other persons performing similar functions.  As adopted, our Code of Business Conduct and Ethics sets forth written standards that are designed to deter wrongdoing and to promote: 1.             honest and ethical conduct, including the ethical handling of actual or apparent conflicts of interest between personal and professional relationships; 2.             full, fair, accurate, timely, and understandable disclosure in reports and documents that we file with, or submit to, the Securities and Exchange Commission and in other public communications made by us; 3.
        compliance with applicable governmental laws, rules and regulations; 4.             the prompt internal reporting of violations of the Code of Business Conduct and Ethics to an appropriate person or persons identified in the Code of Business Conduct and Ethics; and 5.
        accountability for adherence to the Code of Business Conduct and Ethics. Our Code of Business Conduct and Ethics requires, among other things, that all of our company's senior officers commit to timely, accurate and consistent disclosure of information; that they maintain confidential information; and that they act with honesty and integrity. In addition, our Code of Business Conduct and Ethics emphasizes that all employees, and particularly senior officers, have a responsibility for maintaining financial integrity within our company, consistent with generally accepted accounting principles, and federal and state securities laws.  Any senior officer who becomes aware of any incidents involving financial or accounting manipulation or other irregularities, whether by witnessing the incident or being told of it, must report it to our company.  Any failure to report such inappropriate or irregular conduct of others is to be treated as a severe disciplinary matter.  It is against our company policy to retaliate against any individual who reports in good faith the violation or potential violation of our company's Code of Business Conduct and Ethics by another. Procedure for Submitting Shareholder Proposals We encourage shareholders to submit proposals, questions or concerns to us by writing to our President or any member of our Board of Directors. All written communications with Board members are treated as confidential. Instructions and contact our President and/or our Board of Directors at our executive offices. Once a proposal, question or concern is received by our President or a Board member, the communication is reviewed and addressed accordingly. Procedure for Submitting Shareholder Proposals Related to Nominee as Director See Procedures for Submitting Shareholder Proposals above. Item 10.
        Executive Compensation. The particulars of compensation paid to the following persons: 
        our principal executive officer; 
        each of our two most highly compensated executive officers who were serving as executive officers at the end of the year ended April 30, 2007; and 
        up to two additional individuals for whom disclosure would have been provided under (b) but for the fact that the individual was not serving as our executive officer at the end of the most recently completed financial year,       - 43 -   who we will collectively refer to as the named executive officers, of our years ended April 30, 2007 and 2006 , are set out in the following summary compensation tables: Summary Compensation Table Name and PrincipalPosition
        Year
        Salary(US$)
        Bonus(US$)
        Stock Awards (US$)
        Option Awards (US$)(7)
        Nonequity Incentive Plan Compensation (US$)
        Non-qualified Deferred Compensation Earnings (US$)
        All Other Compensation (US$)(1)
        Total (US$)Stephen ParentPrincipal Executive Officer, President, CEO and Director
        20072006
        $134,000$120,000
        Nil$25,000
        NilNil
        NilNil
        NilNil
        NilNil
        NilNil
        $134,000$145,000Daniel ForbushPrincipal Financial Officer, CFO and Director
        20072006
        $5,000N/A
        NilN/A
        $19,000N/A
        NilN/A
        NilN/A
        NilN/A
        NilN/A
        $24,000N/ADavid J. Salari
Chief Operating Officer and Director
        20072006
        NilNil
        NilNil
        NilNil
        NilNil
        NioNil
        NilNil
        NilNil
        NilNilLeslie James Porter
Director and Former Chief Financial Officer
        20072006
        $8,000Nil
        NilNil
        $15,000Nil
        NilNil
        NilNil
        NilNil
        NilNil
        $23,000Nil (1)The value of perquisites and other personal benefits, securities and property for the officers that do not exceed the lesser of $10,000 or 10% of the total of the annual salary and bonus and is not reported herein. Outstanding Equity Awards at Fiscal Year-End The following table sets forth for each named executive officer certain information concerning the outstanding equity awards as of April 30, 2007.  Option Awards
        Stock AwardsName
        Number of Securities Underlying  Unexercised Options Exercisable
        Number of Securities Underlying  Unexercised Options Unexercisable
        Equity Incentive Plan Awards:  Number of Securities Underlying Unexercised Unearned Options
        Option Exercise Price
        Option Expiration Date
        Number of Shares or Units of  Stock that Have Not Vested
        Market Value of Shares or Units  of Stock that Have Not Vested
        Equity Incentive Plan Awards: Number of Unearned Shares, Units or Other Rights that Have Not Vested
        Equity Incentive Plan Awards: Market or Payout Value of Unearned Shares, Units or Other Rights that  Have Not VestedStephen Parent
        Nil
        Nil
        Nil
        Nil
        Nil
        Nil
        Nil
        Nil
        NilDavid Salari
        Nil
        Nil
        Nil
        Nil
        Nil
        Nil
        Nil
        Nil
        NilLeslie James Porter
        Nil
        Nil
        Nil
        Nil
        Nil
        Nil
        Nil
        Nil
        NilDaniel Forbush
        Nil
        Nil
        Nil
        Nil
        Nil
        Nil
        Nil
        Nil
        Nil  COMPENSATION PLANS As of April 30, 2007, we did not have any compensation plans in place.  However, we may issue stock options to our directors, officers and employees in the future, upon adoption of a stock option plan.       - 44 -   Long-Term Incentive Plans There are no arrangements or plans in which we provide pension, retirement or similar benefits for directors or executive officers, except that our directors and executive officers receive stock options at the discretion of our Board.  We do not have any material bonus or profit sharing plans pursuant to which cash or non-cash compensation is or may be paid to our directors or executive officers, except that stock options may be granted at the discretion of our Board. We have no plans or arrangements in respect of remuneration received or that may be received by our executive officers to compensate such officers in the event of termination of employment (as a result of resignation, retirement, change of control) or a change of responsibilities following a change of control, where the value of such compensation exceeds $60,000 per executive officer. Employment Contracts We have not entered into any employment agreements or compensation arrangements with any of our named executive officers. Compensation of Directors We have no formal plan for compensating our directors for their service in their capacity as directors, although such directors are expected in the future to receive stock options to purchase common stock as awarded by our board of directors or (as to future stock options) a compensation committee which may be established.  Directors are entitled to reimbursement for reasonable travel and other out-of-pocket expenses incurred in connection with attendance at meetings of our board of directors.  Our board of directors may award special remuneration to any director undertaking any special services on our behalf other than services ordinarily required of a director.  No director received and/or accrued any compensation for their services as a director, including committee participation and/or special assignments. The following table sets forth for each director, unless such director is also a named executive officer, the particulars of all compensation paid or accruing for the last fiscal year ended.  Name
        Fees Earned or Paid in Cash (US$)
        Stock Awards (US$)
        Option Awards (US$)(7)
        Nonequity Incentive Plan Compensation (US$)
        Non-qualified Deferred Compensation Earnings (US$)
        All Other Compensation (US$)(1)
        Total (US$)David Salari
        Nil
        Nil
        Nil
        Nil
        Nil
        Nil
        Nil Item 11.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters. We have set forth in the following table certain information regarding our Common Stock beneficially owned on May 31, 2007 for (i) each stockholder we know to be the beneficial owner of 5% or more of our outstanding Common Stock, (ii) each of our executive officers and directors, and (iii) all executive officers and directors as a group.  In general, a person is deemed to be a beneficial owner of a security if that person has or shares the power to vote or direct the voting of such security, or the power to dispose or to direct the disposition of such security.  A person is also deemed to be a beneficial owner of any securities of which the person has the right to acquire beneficial ownership within 60 days. As of May 31, 2007, we had approximately 77,445,228 shares of Common Stock outstanding.        - 45 -    Name and Address ofBeneficial Owner
        Amount and Nature ofBeneficial Ownership
        Percentageof Class(1)David SalariOakville, Ontario
        911,373(2)
        1.18%Stephen ParentScottsdale, Arizona
        8,059,787(3)
        10.41%Leslie James PorterVancouver, British Columbia
        700,000(4)
        0.90%Daniel ForbushReno, Nevada
        500,000(5)
        0.65%Fastmarine Group Ltd.North Vancouver, British Columbia
        5,000,000
        6.46%Grassy Mole Enterprises Ltd.Vancouver, British Columbia
        10,000,000
        12.91%Aegan Capital ManagementPhoenix, Arizona
        4,400,000
        5.68%Directors and Executive Officers as a Group (5 persons)
        10,171,160(6)
        13.13% (1)  Based on 77,445,228 shares of Common Stock outstanding as of May 31, 2007.  Except as otherwise indicated, we believe that the beneficial owners of the Common Stock listed above, based on information furnished by such owners, have sole investment and voting power with respect to such shares, subject to community property laws where applicable. Beneficial ownership is determined in accordance with the rules of the Securities and Exchange Commission and generally includes voting or investment power with respect to securities. Shares of Common Stock subject to options or warrants currently exercisable, or exercisable within 60 days, are deemed outstanding for purposes of computing the percentage ownership of the person holding such option or warrants, but are not deemed outstanding for purposes of computing the percentage ownership of any other person. (2)Includes 500,000 warrants exercisable within the next 60 days. (3)Includes 1,751,666 shares of common stock held by Aztech Environmental Industries and 252,970 shares of common stock held by Lavender House, LLC, all of which are beneficially owned by Steve Parent. It also includes 1,040,000 shares owned by Judy Parent, Mr. Parents wife and 1,900,000 warrants exercisable within the next 60 days. (4)Includes 500,000 warrants exercisable within the next 60 days. (5)Includes 250,000 warrants exercisable within the next 60 days. (5)Includes 3,150,000 warrants exercisable within the next 60 days. Changes in Control We are unaware of any contract or other arrangement the operation of which may at a subsequent date result in a change in control of our company. Item 12.
        Certain Relationships and Related Transactions, and Director Independence. There have been no transactions or proposed transactions in which the amount involved exceeds the lesser of $120,000 or one percent of the average our total assets at year-end for the last three completed fiscal years in which any of our directors, executive officers or beneficial holders of more than 5% of the outstanding shares of our common stock, or any of their respective relatives, spouses, associates or affiliates, has had or will have any direct or material indirect interest.       - 46 -   Item 13.
        Exhibits. Exhibits required by Item 601 of Regulation S-B (3)
        Articles of Incorporation and By-laws 3.1          Certificate of Incorporation (incorporated by reference from our Registration Statement on Form 10-SB12G filed on August 24, 1999) 3.2          By-Laws (incorporated by reference from our Registration Statement on Form 10-SB12G filed on August 24, 1999) 3.3           Amendment to Certificate of Incorporation (incorporated by reference from our Annual Report on Form 10-KSB filed on August 15, 2006) (10)
        Material Contracts 10.1        Letter of Intent between General Gold Corporation and Gold Range, LLC dated November 14, 2004  (incorporated by reference from our Annual Report on Form 10-KSB filed on August 15, 2006) 10.2         Amendment to Letter of Intent between General Gold Corporation and Gold Range, LLC dated December 31, 2004 (incorporated by reference from our Annual Report on Form 10-KSB filed on August 15, 2006). 10.3         Assignment of Lease Agreement between General Gold Corporation and Gold Range Company, LLC dated April 29, 2005  (incorporated by reference from our Annual Report on Form 10-KSB filed on August 15, 2006). 10.4         Assignment of Lease and Consent Agreement between Independence Gold-Silver Mines Inc., Gold Range Company, LLC and General Gold Corporation dated June 29, 2005  (incorporated by reference from our Annual Report on Form 10-KSB filed on August 15, 2006). 10.5        Lease Agreement between Independence Gold-Silver Mines Inc. and Gold Range Company, LLC dated July 13, 2005  (incorporated by reference from our Annual Report on Form 10-KSB filed on August 15, 2006) 10.6         Share Purchase Agreement dated January 20, 2006 among General Gold Corporation, Recov Energy Corp. and the selling shareholders of General Gold Corporation  (incorporated by reference from our Annual Report on Form 10-KSB filed on August 15, 2006). 10.7         Share Purchase Agreement dated March 15, 2007 between our company and Sanibel Investments Ltd. (incorporated by reference from our Current Report on Form 8-K filed on March 22, 2007). (14)
        Code of Ethics 14.1        Code of Ethics  (incorporated by reference from our Annual Report on Form 10-KSB filed on August 15, 2006) (21)
        SubsidiariesGeneral Gold Corporation, a Nevada company(31)
        Section 302 Certification31.1
        Section 302 Certification of the Sarbanes-Oxley Act of 2002 (filed herewith).31.2
        Section 302 Certification of the Sarbanes-Oxley Act of 2002 (filed herewith).        - 47 -   (32)
        Section 906 Certification32.1
        Section 906 Certification of the Sarbanes-Oxley Act of 2002 (filed herewith)32.2
        Section 906 Certification of the Sarbanes-Oxley Act of 2002 (filed herewith)        - 48 -   Item 14.Principal Accountants Fees and Services Audit Fees For the fiscal periods ended April 30, 2007 and 2006, the aggregate fees billed by Moore & Associates for professional services rendered for the audit of our annual financial statements included in our annual report on Form 10-KSB were $2,000 and $2,000, respectively. Audit Related Fees For the fiscal periods ended April 30, 2007 and 2006, the aggregate fees billed for assurance and related services by Moore & Associates relating to the performance of the audit of our financial statements which are not reported under the caption "Audit Fees" above, was $nil and $nil, respectively. Tax Fees For the fiscal periods ended April 30, 2007 and 2006, the aggregate fees billed by Moore & Associates for other non-audit professional services, other than those services listed above, totalled $nil and $nil, respectively. We do not use Moore & Associates for financial information system design and implementation.  These services, which include designing or implementing a system that aggregates source data underlying the financial statements or generates information that is significant to our financial statements, are provided internally or by other service providers.  We do not engage Moore & Associates to provide compliance outsourcing services. Effective May 6, 2003, the Securities and Exchange Commission adopted rules that require that before Moore & Associates is engaged by us to render any auditing or permitted non-audit related service, the engagement be: 
        approved by our audit committee (which consists of our entire board of directors); or 
        entered into pursuant to pre-approval policies and procedures established by the board of directors, provided the policies and procedures are detailed as to the particular service, the board of directors is informed of each service, and such policies and procedures do not include delegation of the board of directors' responsibilities to management. The board of directors pre-approves all services provided by our independent auditors.  All of the above services and fees were reviewed and approved by the board of directors either before or after the respective services were rendered. The board of directors has considered the nature and amount of fees billed by Moore & Associates and believes that the provision of services for activities unrelated to the audit is compatible with maintaining Moore & Associates' independence.       - 49 -   SIGNATURES In accordance with Section 13 or 15(d) of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. GENERAL METALS CORPORATION By:/s/ Stephen Parent Stephen Parent, Chief Executive Officer and President (Principal Executive Officer) Date:  June 5, 2007.  By:/s/ Daniel Forbush Daniel Forbush, Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer) Date:  June 5, 2007. POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Stephen Parent as his true and lawful attorney-in-fact and agent, with full power of substitution and re-substitution, for him and in his name, place and stead, in any and all capacities, to sign any and all amendments (including post-effective amendments) to this annual report, and to file the same, with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission, granting unto said attorney-in-fact and agent, full power and authority to do and perform each and every act and thing requisite and necessary to be done in connection therewith, as fully to all intents and purposes as he might or could do in person, hereby ratifying and confirming all that said attorney-in-fact and agent or any of them, or of their substitute or substitutes, may lawfully
do or cause to be done by virtue hereof. In accordance with the Exchange Act, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. Signature
        Title
        Date/s/ Stephen Parent
Stephen Parent
        President, Chief Executive Officer and Director
        June 5, 2007/s/ David J. Salari
David J. Salari
        Chief Operating Officer and Director
        June 5, 2007/s/ Daniel J. Forbush
Daniel J. Forbush
        Chief Financial Officer and Director
        June 5, 2007        - 50 -    /s/ Leslie James Porter
Leslie James Porter
        Director
        June 5, 2007/s/ John Rose
John Rose
        Director
        June 5, 2007