Table of Contents





UNITED
STATES


SECURITIES
AND EXCHANGE COMMISSION


Washington,
DC 20549




FORM
10-K





x
ANNUAL REPORT PURSUANT TO
SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934





For the
fiscal year ended September 30, 2008





o
TRANSITION REPORT PURSUANT TO
SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934




For the
transaction period from _________________ to __________________





Commission
file number: 0-31849





MAGNUM D’OR RESOURCES,
INC.


(Exact
name of Registrant as specified in its charter)






Nevada
            
            80
      - 0137402(State
      or other jurisdiction of incorporation or organization)
            
            (I.R.S.
      Employer Identification No.)





1326
SE 17th Street,
Suite 513


Ft. Lauderdale, FL
33316


(Address
of principal executive offices)





Registrant’s
telephone number, including area code:  (305) 420-6563





Securities
registered pursuant to Section 12(b) of the Act:  None





Securities
registered pursuant to Section 12(g) of the Exchange Act:





Title of
Class


Common
Stock, $0.001 par value





Indicate
by check mark if the registrant is a well-known seasoned issuer, as defined in
Rule 405 of the Securities Act. Yes o  No x





Indicate
by check mark if the registrant is not required to file reports pursuant to
Section 13 or Section 15(d) of the Act. Yes o  No x





Indicate
by check mark whether the registrant (1) has filed all reports required to be
filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the
preceding 12 months (or for such shorter period that the registrant was required
to file such reports), and (2) has been subject to such filing requirements for
the past 90 days. Yes x  No o





Indicate
by check mark if disclosure of delinquent filers pursuant to Item 405 of
Regulation S-K (229.405 of this chapter) is not contained herein, and will not
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-K
or any amendment to this Form 10-K. x









Table of Contents


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




Large accelerated
      filer o
            Accelerated filer
      oNon-accelerated
      filer o
            Smaller reporting
      company x




Indicate
by check mark whether the registrant is a shell company (as defined in Rule
12b-2 of the Act). Yes o No x





Indicate
by check mark whether the registrant is a shell company (as defined in Rule
12b-2 of the Act).  Yes o No x





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
last sold, or the average bid and asked price of such common equity, as of the
last business day of the registrant’s most recent completed fiscal quarter ended
December 31, 2008:  $3,958,098





APPLICABLE
ONLY TO REGISTRANTS INVOLVED IN BANKRUPTCY


PROCEEDINGS
DURING THE PRECEDING FIVE YEARS:





Indicate
by check mark whether the registrant has filed all documents and reports
required to be filed by Section 12, 13 or 15(d) of the Securities Exchange Act
of 1934 subsequent to the distribution of securities under a plan confirmed by a
court.  o
Yes  o
No





(APPLICABLE
ONLY TO CORPORATE REGISTRANTS)





Indicate
the number of shares outstanding of each of the registrant’s classes of common
stock, as of the latest practicable date:  January 20, 2009,
45,681,637 shares of common stock, $.001 par value





DOCUMENTS
INCORPORATED BY REFERENCE





List
hereunder the following documents if incorporated by reference and the Part of
the Form 10-K (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) under the Securities Act of 1933:  None.




Table of Contents




MAGNUM
D’OR RESOURCES, INC.


Annual
Report for the period Ended September 30, 2008





INDEX




Item
      Number
            PART I
            Page
      NumberItem 1
            Business
            1Item 1A
            Risk Factors
            2Item 1B
            Unresolved Staff Comments
            6Item 2
            Properties
            6Item 3
            Legal Proceedings
            6Item 4
            Submission of Matters to a Vote of Security
      Holders
            6PART IIItem 5
            Market for Registrant’s Common Equity, Related Stockholder
      Matters and Issuer Purchases of Equity Securities
            7Item 6
            Selected Consolidated Financial Data
            7Item 7
            Management's Discussion and Analysis of Financial Condition
      and Results of Operations
            8Item 7A
            Quantitative and Qualitative Disclosures About Market
      Risk
            10Item 8
            Financial Statements and Supplementary
    Data
            12Item 9
            Changes in and Disagreements with Accountants on Accounting
      and Financial Disclosure
            31Item 9A(T)
            Control and Procedures
            32Item 9B
            Other Information
            33PART IIIItem 10
            Directors, Executive Officers and Corporate
      Governance
            34Item 11
            Executive Compensation
            35Item 12
            Security Ownership of Certain Beneficial Owners and
      Management and Related Stockholder Matters
            36Item 13
            Certain Relationships and Related Transactions, and
      Director Independence
            37Item 14
            Principal Accounting Fees and Services
            37PART IVItem 15
            Exhibits
            38Signatures
            
            39




- i
-
 Table of Contents


MAGNUM
D’OR RESOURCES, INC.


Annual
Report for the period Ended September 30, 2008








PART I





ITEM 1.  BUSINESS





Magnum
d’Or Resources, Inc. (the “Company”) was incorporated on September 3, 1999,
under the laws of the State of Nevada. Since its inception, the Company evolved
through several transitions to its present mode. During its evolution, it
operated as an internet information company, a junior resource mining company,
and a business acquisition company. These ventures proved to be marginally
effective.





In
October 2005, the Company formed a wholly-owned subsidiary, Sunrise Mining
Corporation (“Sunrise”), into which the Company subsequently transferred all of
its mining operations and leasehold rights. In January 2007, the Company
announced plans to spin-off the wholly owned subsidiary to its stockholders of
record dated the close of business January 23, 2007. The spin-off was
successfully completed in November 2007 in such a manner that stockholders of
record were given the same percentage of the stock ownership of ‘Sunrise” as
they held of the Company. In addition, the Company previously approved the
issuance of all non-convertible voting preferred stock of “Sunrise” to Sunrise
Lighting Holding Limited in such manner that it was comparable to the number of
shares of preferred stock in the Corporation, with substantially similar rights
and obligations. (see Note 8 also).





In
December 2006, the Company’s preferred stock, and thus voting control of the
Company, was acquired by an individual for the express purpose of pursuing and
consummating a merger between the Company and Terra Elastomer Technologies S.L.,
a private European company based in Düsseldorf, Germany. At the time of
acquisition, a new management team was appointed and a Board of Directors was
also appointed. The intent of the merger was to develop a public company
dedicated to the production of high quality rubber powder and thermoplastics
elastomers with international operations. However, in December 2007 the Merger
was abandoned due to unexpected complexities, market financing interruptions,
and insurmountable cost considerations.





Subsequently,
during December of 2007, the Company acquired licensing rights to a number of
patents that allowed rubber to be disintegrated, pulverized, purified, and then
blended into EPDM powders, and EPDM compounds. These agreements provided the
Company with an array of technologies that was thought could revolutionize the
rubber recycling industry throughout the world. The Company eventually
terminated these agreements in September 2008 due to the discovery of more
sophisticated and economical technologies that would be better suited to its
planned operations.





In May
2008, the Company formed a wholly-owned subsidiary, Magnum Recycling Canada
(“MRC”), which the Company subsequently transferred all production equipment to
for the purpose of establishing its first North American production
facility.  The facility was located in Magog, Quebec, Canada for
strategic geographical and commercial purposes.  Equipment
installation and testing was performed throughout the summer and fall of
2008.  Production activities commenced during November of
2008.





The
Company entered into a Joint Venture Agreement with Sekhar Research Innovations
of Malaysia in October 2008 to acquire technologically advanced patents,
processes, and equipment that are thought to be more compatible with overall
Company product development and market strategy. The Company will use these
patented processes to disintegrate scrap tires, remove fibers and metal wire,
produce crumb rubber, slurry, and liquefy recycled raw materials into various
rubber and rubber-like products.





Furthermore,
the Company intends to provide modified sources of recycled rubber products,
reconstituted rubber derivatives, and high quality rubber powders to various
distributors and manufacturers. This will be accomplished through wholly owned
and joint venture facilities that may be fabricated or acquired as the market
allows.  The Company intends on establishing technical facilities,
either coincident with or separate from its production facilities, for purposes
of research and development activities.  It may also enter into
strategic alliances with educational institutions and/or research firms to
advance its market research and develop innovative products and solutions
associated with its core recycling business.





Governmental
Regulation





It is
impossible to predict all future government regulation, if any, to which the
Company may be subject until it has






- 1
-
 Table of Contents




MAGNUM
D’OR RESOURCES, INC.


Annual
Report for the period Ended September 30, 2008





been in
production for a period of time. The use of assets and/or conduct of business
that the Company is pursuing will be subject to environmental, public health and
safety, land use, trade, and other governmental regulations, as well as, state
and/or local taxation. In acquiring and/or developing businesses in the rubber
and recycle industry, management will endeavor to ascertain, to the extent
possible due to its current limited resources, the effects of such government
regulation on the prospective business of the Company. In certain circumstances,
however, such as the acquisition of an interest in a new or start-up business
activity, it may not be possible to predict with any degree of accuracy the
impact of all potential government regulation. The inability to ascertain the
complete effect of government regulation on current or future business activity
makes the Company business a higher risk.





Competition





From time
to time, the Company will be involved in intense competition with other business
entities, many of which will have a competitive edge over the Company by virtue
of their stronger financial resources and prior experience in business. There is
no assurance that the Company will be successful in obtaining suitable
investment, financing, or purchase contracts for its products.





Employees





The
Company presently has two full time employees, and relies upon the use of
vendors, contractors, consultants and contract labor to fulfill the needs and
requirements associated with installation, start-up, testing and initial
production activities.





The
Company expects to use contract labor, management consultants, attorneys,
accountants, engineers, and other professionals as necessary to support its
management and administrative requirements.  The need for employees
and their availability will be addressed on a continuing basis.





ITEM 1A.  RISK FACTORS





Financial
Position of the Company, Working Capital Deficit; Report of Independent
Registered Public Accounting Firm





The
Company has generated no earned revenue since its inception through September
30, 2008; however, the Company commenced production activities in November 2008,
shipped its first billable products in December 2008, and thus recognized its
first operating income accordingly. The Company has not yet generated sufficient
operating income from operations, nor is there any assurance that the Company
will achieve future revenue levels and operating efficiencies to support
existing operations, generate positive cash flow from operations or recover its
proposed investment in its property, plant and equipment. The Company expects to
show continued losses through the first half of calendar 2009 and there can be
no assurance that such losses will not continue thereafter. The success of the
Company’s operations are largely dependent upon its ability to establish and
improve operating efficiencies and overall production capacity, generate
substantial sales revenues and generate adequate cash-flows from operations. The
Company’s operations are subject to numerous risks associated with the
establishment of its business, including lack of adequate financing sources and
competition from numerous large, well-established and well-capitalized
competitors. In addition, the Company has in the past and may again in the
future encounter unanticipated problems, including manufacturing, distribution
and marketing difficulties, some of which may be beyond the Company’s financial
and technical abilities to resolve. The failure to adequately address such
difficulties could have a materially adverse effect on the Company’s
prospects.





The Report of Independent Registered
Public Accounting Firmon the Company’s financial statements for
the period ended September 30, 2008, contains an explanatory paragraph regarding
the Company’s ability to continue as a going concern. SeeReport of Independent Registered
Public Accounting Firmcontained in the Financial Statements. See Item 8
“Financial Statements and Supplementary Data”.





Availability
and Integration of Future Acquisitions





The
Company’s strategy includes pursuing acquisition candidates that complement its
existing product line and geographic presence and leverage of its purchasing
power, brand management and capability and operating






- 2
-
 Table of Contents




MAGNUM
D’OR RESOURCES, INC.


Annual
Report for the period Ended September 30, 2008





efficiencies.
Potential competitors for acquisition opportunities include larger companies
with significantly greater financial resources. Competition for the acquisition
of businesses may result in acquisitions on terms that prove to be less
advantageous to the Company that have been attainable in the past or may
increase acquisition prices to levels beyond the Company’s financial capability.
The Company’s financial capability to make acquisitions is partially a function
of its ability to access the debt and equity capital markets. In addition, there
can be no assurance that the Company will find attractive acquisition candidates
in the future or succeed in reducing the costs and increasing the profitability
of any business acquired in the future.





Risks
of Leverage





The
Company anticipates that it may incur substantial borrowings for the purpose of
purchasing inventory and equipment, and for financing the expansion and growth
of the Company, including the possible acquisition of other companies. See
“Business - Borrowing Policies”. Any amounts borrowed will depend, among other
things, on the condition of financial markets. Acquisitions of equipment,
vehicles, or other companies purchased on a leveraged basis generally can be
expected to be profitable only if they generate, at a minimum, sufficient cash
revenues to pay interest on, and to amortize, the related debt, to cover
operating expenses and to recover the equity investment. The use of leverage,
under certain circumstances, may provide a higher return to the shareholders but
will cause the risk of loss to the shareholders to be greater than if the
Company did not borrow, because fixed payment obligations must be met on certain
specified dates regardless of the amount of revenues derived by the Company. If
debt service payments are not made when due, the Company may sustain the loss of
its equity investment in the assets securing the debt as a result of foreclosure
by the secured lender. Interest payable on Company borrowings, if any, may vary
with the movement of the interest rates charged by banks to their prime
commercial customers. An increase in borrowing costs due to a rise in the
“prime” or “base” rates may reduce the amount of Company income and cash
availability for dividends.





Licenses
and Other Proprietary Rights





The
Company has acquired license rights for its rubber products, and may acquire or
develop other products that it believes may be patentable. However, the Company
can give no assurance that further patents will be issued; that present licenses
or future patents will be enforceable, will exclude competitors or provide
competitive advantage, and will be valid if challenged; or that competitors will
not be able to design around or develop similar products. The Company also seeks
to maintain the confidentiality of its proprietary rubber formula and production
processes which it believes are not patentable. However, the Company can give no
assurance that its confidentiality agreements will be enforced or that
competitors could not independently develop similar formulas or
processes.





Highly
Competitive Industry





The crumb
rubber industry is highly competitive.  The Company faces competition
in all of its markets from large, national material companies and smaller,
regional companies, as well as from individuals.  Many of the
Company’s competitors are larger and have greater financial resources than the
Company.  The Company from time to time will experience price pressure
in certain of its markets as a result of competitors’ promotional pricing
practices.  Competition is based on product quality, functionality,
price, brand loyalty, effective promotional activities and the ability to
identify and satisfy emerging preferences.





Rapid
Growth





The
Company may experience rapid growth.  It will be necessary for the
Company to rapidly add a significant number of employees and may be required to
expend considerable efforts in training these new employees.  This
growth will place strains on the Company’s management resources and
facilities.  The Company’s success will, in part, be dependent upon
the ability of the Company to manage growth effectively.





General
Economic Conditions





The
financial success of the Company’s operations may be sensitive to adverse
changes in general economic conditions, such as inflation, unemployment, and the
cost of borrowing.  These changes could cause the cost of
the




- 3
-
 Table of Contents




MAGNUM
D’OR RESOURCES, INC.


Annual
Report for the period Ended September 30, 2008





Company’s
products to rise faster than it can raise prices.  The Company has no
control over any of these changes.





Dividends





There can
be no assurance that the proposed operations of the Company will result in
sufficient revenues to enable the Company to continue to operate at profitable
levels or to generate positive cash flow to enable the Company to pay cash
dividends to its shareholders.





Potential
Quarterly Fluctuations





The
Company may experience variability in its net sales and net income on a
quarterly basis as a result of many factors, including the volatility of
commodities, industrial stability in general, seasonal shifts in demand, weather
and announcements of new and/or competitive producers. The Company’s planned
operating expenditures each quarter are based on sales forecasts for the
quarter. If sales do not meet expectations in any given quarter, operating
results for the quarter may be materially and adversely affected.





Dependence
on Senior Management





The
Company’s future performance will depend to a significant extent upon the
efforts and abilities of certain key management personnel. The Company currently
does not have key life insurance policies on any of its executives. The loss of
service of one or more of the Company’s key management personnel could have an
adverse effect on the Company’s business. The Company’s success and plans for
future growth will also depend in part on management’s continuing ability to
hire, train and retain skilled personnel in all areas of its
business.





Product
Liability and Warranty Claims





The
Company has never had a significant claim brought against it for product
liability. While the Company has never incurred significant liability for such
claims, any significant occurrence in claims could have an adverse impact on the
Company. The Company believes that its product liability insurance will be
adequate and that it also may have certain rights to indemnification from third
parties. There can, however, be no assurance that claims exceeding such coverage
will not be made, that the Company will be able to obtain and continue insurance
coverage, or that the Company would be successful in obtaining indemnification
from such third parties. Although the Company from time to time will provide
written limited warranties to its customers, no significant warranty claims have
been received or are expected. There can, however, be no assurance that
significant warranty claims will not be received in the future.





Business
Interruption





The
Company believes that its success and future results of operations will be
dependent in large upon its ability to provide prompt and efficient service to
its customers. As a result, any disruption of the Company’s day-to-day
operations could have a material adverse effect upon the Company and any failure
of the Company’s management and manufacturing systems, distribution arrangements
or communication systems could impair its ability to receive and process
customer orders and ship products on a timely basis.





If the
Company’s facilities are significantly damaged by fire or other casualty,
production may be substantially interrupted and such casualty loss and business
interruption would have a material adverse effect on the Company’s operations
and profitability. The Company intends to maintain business interruption
insurance but there can be no assurance that such coverage, if obtained, will be
sufficient to cover the Company’s losses or that the Company will be able to
regain its market share or customer base after resuming operations.





Factors
Affecting Operations





The
rubber products industry may be affected by adverse changes in general or local
economic market conditions, weather, changing regulatory requirements, limited
alternative uses for the rubber materials, changing demographics, and other
factors.






- 4
-
 Table of Contents




MAGNUM
D’OR RESOURCES, INC.


Annual
Report for the period Ended September 30, 2008





Lack
of Diversification





The
success of the Company will initially depend primarily upon the success of its
production of rubber mulch, chips, and nuggets. Because Company funds and assets
will be focused on production in this one sector of the industry, the Company
will lack investment diversification.





Dependence
on Key Personnel





The
operation of the company requires managerial and operational expertise. The
Company has no reason to believe that any of its key management personnel will
not continue to be active in the Company’s operations.





Employees





Although
the Company believes that it will be able to obtain and maintain an adequate
number of competent personnel, there is no assurance that a shortage of
qualified operating personnel will not present a serious problem to the Company
in the future..





Uninsured
Losses





The
Company intends to arrange for comprehensive insurance, including general
liability, fire and extended coverage and business interruption insurance, which
is customarily obtained for similar operations. Although the Company will
maintain insurance coverage in amounts believed to be prudent and sufficient,
there is a possibility that losses may exceed such coverage limitations.
Furthermore, there are certain types of losses (generally of a catastrophic
nature, including tornadoes, earthquakes and floods) that are either uninsurable
or not economically insurable. Should such a disaster occur, the Company could
suffer a loss of the capital invested in, as well as, anticipated profits from
any property destroyed by such a casualty.





Governmental
Regulations





Existing
and subsequent changes in foreign, national, state and local laws, as well as,
administrative regulations and enforcement policies over which the Company has
no control could have an adverse effect on the Company’s business. Worker’s
compensation requirements and other regulation of wages, hours and working
conditions could have adverse effects on the Company’s operations. The continued
operations are dependent upon its ability to comply with local zoning and land
use regulations which govern the use of buildings and similar matters. The
Company believes that it can obtain the necessary permits to promote the
intended business of the Company at the sites where it intends to do business,
but its ability to obtain these permits is dependent upon the discretion of
state and/or local officers. Moreover, many of these permits may impose
restrictive conditions upon the business operations of the Company and may be
reviewed and revoked at specified intervals. No assurance can be given that a
future law or regulation applicable to the Company’s location will not have an
adverse effect upon its ability to conduct business.




The
Company is subject to numerous federal, state and local laws and regulations
that govern the discharge and disposal of wastes, workplace safety and other
aspects of the Company business. The Company’s operations entail the risk of
noncompliance with environmental and other government regulations. Environmental
and other legislation and regulations have changed in recent years and the
Company cannot predict what, if any, impact future changes may have on the
Company’s business. Further, environmental legislation has been enacted, and may
in the future be enacted, that creates liability for past actions that were
lawful at the time taken. As in the case with manufacturing companies in
general, if damage to persons or the environment has been caused, or is in the
future caused, by the Company’s use of hazardous solvents or by hazardous
substances located at the Company’s facilities, the Company may be fined or held
liable for the cost of remediation. Imposition of such fines or the incurrence
of such liability may have a material adverse effect on the Company’s business,
financial condition and results of operations.





The
Company expects to be able to incorporate substantially all majority of the
waste feedstock it receives into its manufacturing and reclamation process
without significant waste disposal problems of its own. However, its
current




- 5
-
 Table of Contents




MAGNUM
D’OR RESOURCES, INC.


Annual
Report for the period Ended September 30, 2008





supply
source is relatively homogeneous and consistent, and there can be no assurance
that in the future continuing regulations will not adversely affect the
Company’s operations or require the introduction of costly additional
manufacturing or waste disposal processes.





The
Company believes that the demand for its products and technology could be
decreased if there is a lessening of public concern or governmental pressure on
private industries and municipal authorities to deal with used tire disposal
problems. Further, the Company believes that a lessening of environmental
concerns could reduce the rate at which tires are recycled, which ultimately
could have the effect of increasing the Company’s cost of raw materials for its
manufacturing operations.





Although
state legislation currently provides for certain financial incentives and
procurement preferences for recycled materials, such preferences for materials
containing shredded tires are dependent upon the eventual promulgation of
product or performance standard guidelines by state or federal regulatory
agencies. Such guidelines for recycled rubber materials may not be released or,
if released, the product performance standards required by such guidelines may
be incompatible with the Company’s manufacturing capabilities.





Indemnification





The
Company’s Certificate of Incorporation limits the liability of its directors and
officer to the Company and its shareholders to the fullest extent permitted by
Nevada law, and provides for indemnification of the directors and officers to
such extent. See “Management-Limited Liability and Indemnification”. The Company
may also obtain liability insurance. These measures will provide additional
protection to the directors and officers of the Company against liability in
connection with certain actions and omissions.





Conflicts
of Interest





There are
anticipated conflicts of interest between the Company and its stockholders, and
there may be potential conflicts of interest involving the Company and its
stockholders, some of which may affect the planed business activities of the
Company. The Board of Directors will attempt to resolve any conflict of interest
situation which may arise and which is brought to the attention of the Board of
Directors on a case-by-case basis.





Non-Arm’s
Length Transactions





The
Company may engage in transactions with its officers, directors and
shareholders. Such transactions may be considered as not having occurred at
arm’s length. The Company may do business with such persons in the future, but
intends to contract with them on the same basis and upon no more favorable terms
than could be obtained from persons not affiliated with the
Company.





ITEM 1B.  UNRESOLVED STAFF COMMENTS





None.





ITEM 2.  PROPERTIES





The
Company maintains its official US address of record at 1326 SE 17th Street,
Ste. 513, Ft. Lauderdale, FL 33316.


Its
wholly owned subsidiary, “Magnum Recycling Canada”, maintains its corporate
office and primary production facility at 2035 Boulevard Industrial, Magog,
Quebec, Canada  J1X 5G9.





ITEM 3.  LEGAL PROCEEDINGS




The
Company is not a party to any material pending legal proceedings, and to the
best of its knowledge, no such proceedings by or against the Company have
initiated.





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





None.






- 6
-
 Table of Contents




MAGNUM
D’OR RESOURCES, INC.


Annual
Report for the period Ended September 30, 2008








PART II





ITEM 5.
              MARKET
      FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS, AND ISSUER
      PURCHASES OF EQUITY
SECURITIES





The
Company's Common Stock is traded on the over-the-counter Electronic Bulletin
Board under the symbol MDOR.OB. For the past two calendar years to the present,
transactions in the Common Stock of the Company can be described as sporadic.
Consequently, the Company is of the opinion that any published prices cannot be
attributed to a liquid and active trading market and, therefore, are not
indicative of any meaningful market value.





The
following table sets forth quarterly prices of the Company's Common Stock on the
over-the-counter Electronic Bulletin Board. Price spreads are based on actual
posted closing prices, without markup, markdown, commissions, or adjustments and
do not represent a weighted pricing per volume of actual
transactions.




Fiscal
      Quarter Ended
            
            High
      Close
            
            
            Low
      Close200731-Dec-06
            
            $
            0.350
            
            
            $
            0.11031-Mar-07
            
            $
            0.750
            
            
            $
            0.33030-Jun-07
            
            $
            0.520
            
            
            $
            0.30030-Sep-07
            
            $
            0.450
            
            
            $
            0.260200831-Dec-07
            
            $
            0.280
            
            
            $
            0.06031-Mar-08
            
            $
            0.810
            
            
            $
            0.27030-Jun-08
            
            $
            0.450
            
            
            $
            0.20030-Sep-08
            
            $
            0.600
            
            
            $
            0.250200931-Dec-08
            
            $
            0.850
            
            
            $
            0.150







At
September 30, 2008, there were approximately 208 holders of record of the
Company's Common Stock. There are currently 500,000 stock options and 1,432,000
warrants outstanding to purchase shares of Common Stock of the
Company.





The
closing price for the Company's Common Stock on September 30, 2008 was $0.51 per
share.





Since its
inception, no dividends have been paid on the Company's Common Stock. The
Company intends to retain any earnings for use in its business activities, so it
is not expected that any dividends on the Common Stock will be declared and paid
in the foreseeable future.





ITEM 6.  SELECTED FINANCIAL DATA





Comparison
of the Years Ended September 30, 2008 and 2007





During
its fiscal years ended September 30, 2008 and 2007, the Company had no
revenues.





For the
year ended September 30, 2008 compared to the year ended September 30, 2007, the
Company had a net loss of $2,607,352 versus a loss of $800,452, respectively,
equating to a 226% increase in net loss. The increased loss was due to
higher operating expenses that were mainly attributed to an increase in
consulting services, and to a lesser extent, other professional services and
accrued interest expense.  These costs are further delineated as
follows:






- 7
-
 Table of Contents





MAGNUM
D’OR RESOURCES, INC.


Annual
Report for the period Ended September 30, 2008





Officer
compensation decreased to $172,233 from $333,333 reported in the year ended
September 30, 2007.  Consulting fees increased from $149,881 for the
year ended September 30, 2007 to $1,968,700 reported for the year ending
September 30, 2007, an increase of 1214%. Legal and other professional fees
increased from $124,247 for the year ended September 30, 2007 to $261,753
incurred for the year ending September 30, 2008, an increase of 111%. General
and administrative expenses decreased 26% from $95,956 during the year ended
September 30, 2007 to $71,144 for the year ended September 30,
2008.  Interest expense increased 37% from $97,035 reported for the year
ended September 30, 2007 to $133,300 for the year ended September 30,
2008.





During
the fiscal year ended September 30, 2008, the Company had a net loss of $0.17
per share compared to a net loss of $0.14 per share during fiscal
2007.




Liquidity
and Capital Resources





At
September 30, 2008, the Company had total assets of $1,364,941, comprised of
$510,042 in cash, $167,270 in prepaid expenses, and $687,629 in
equipment.  In addition, the company has a working capital of
$288,469, and showed $120,449 of net cash used in operating
activities.





In
contrast, the Company reported no assets and a working capital deficit of
$671,693 on September 30, 2007. The increase in assets is due primarily to the
acquisition of equipment and the decrease in capital deficit is due to debt
financing activities.





ITEM 7.
            MANAGEMENT’S
      DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
      OPERATIONS





When used
in this report on Form 10-K, the words "may," "will," "expect," "anticipate,"
"continue," "estimate," "project," "intend," and similar expressions are
intended to identify forward-looking statements within the meaning of Section
27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act
of 1934 regarding events, conditions, and financial trends that may affect the
Company's future plans of operations, business strategy, operating results, and
financial position. Persons reviewing this report are cautioned that any
forward-looking statements are not guarantees of future performance and are
subject to risks and uncertainties and that actual results may differ materially
from those included within the forward-looking statements as a result of various
factors. Such factors are discussed under the headings "Item 1. Description of
Business," and "Item 6. Management's Discussion and Analysis of Financial
Condition and Results of Operations," and also include general economic factors
and conditions that may directly or indirectly impact the Company's financial
condition or results of operations.





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. Moreover, we do not assume responsibility for the accuracy and
completeness of such forward-looking statements. We are under no duty to update
any of the forward-looking statements after the date of this report to conform
such statements to actual results.





Critical
Accounting Policies and Use of Estimates





The
preparation of consolidated financial statements requires us to make certain
estimates and assumptions that affect the reported amounts of assets and
liabilities, the reported amounts and classification of expense, and the
disclosure of contingent assets and liabilities. We evaluate our estimates and
assumptions on an ongoing basis. We base our estimates on historical experience
and various other assumptions that we believe to be reasonable under the
circumstances, the results of which form the basis for making judgments about
the carrying values of assets and liabilities that are not readily apparent from
other sources. Actual results may differ from these estimates under different
assumptions or conditions. The following items in our consolidated financial
statements require significant estimates and judgments:





Accounting
for stock options





We
believe that it is important for investors to be aware that there is a high
degree of subjectivity involved in estimating the fair value of stock-based
compensation, that the expenses recorded for stock-based compensation
in




- 8
-
 Table of Contents




MAGNUM
D’OR RESOURCES, INC.


Annual
Report for the period Ended September 30, 2008





the
Company’s financial statements may differ significantly from the actual value
(if any) realized by the recipients of the stock awards, and that the expenses
recorded for stock-based compensation will not result in cash payments from the
Company.





General





The
following discussion and analysis summarizes the results of operations of Magnum
d'Or Resources, Inc. (the "Company" or "we") for the fiscal year ended September
30, 2008.





The
Company was most recently a mining exploration company that held lease and
mineral rights to two properties in Mongolia. However, the Company spun-off its
mining subsidiary “Sunrise Mining Corporation” (Sunrise) on November 8, 2007
along with the rights and assets to the associated properties to its
stockholders, and no longer owns or has any rights to any mining properties.
Financial activities related to Sunrise are no longer consolidated with the
financial activities of the Company.





As of
September 30, 2008 the Company was a development stage recycling
company.  It held certain licensed technology and proprietary
processes related to the granulation of recycled rubber products and the
subsequent production of materials used to produce various malleable and
semi-rigid elastomeric alloys (EAs). The Company also secured distribution
rights to sell and distribute certain recycling equipment necessary to shred and
granulate tires and other rubber products throughout North America and China.
However, on December 28, 2007, the Company elected not to continue the use of
these licenses and the parties agreed to terminate its relationship and hold
each other harmless.





In
September 2008, the Company acquired new licensing rights to a number of patents
that allow rubber to be reconstituted, liquefied, specially blended into EPDM
powders, and EPDM compounds. These agreements provide the Company with an array
of technologies that could potentially revolutionize the rubber recycling
industry. The Company will use its licensed patented processes to disintegrate
scrap tires, remove fibers and metal wire, and produce crumb rubber sorted into
different mesh sizes to be recycled into various rubber products.





Results
of Operations





The
Company incurred continuing losses due to activities associated with purchasing,
installing, and testing equipment for its targeted business
activities.  Additional funds were utilized for securing a suitable
facility and making modifications necessary to accommodate its anticipated
operations.  Expenses specifically included design activities,
equipment procurement, facility modifications, installation activities, testing,
financing, marketing, and employment expenditures. The Company does not
anticipate any revenue until the end of its first fiscal quarter.





During
its fiscal years ended September 30, 2008 and 2007, the Company had no
revenues.





For
comparative analysis refer to Item 6.




Liquidity
and Capital Resources





At
September 30, 2008, the Company had total assets of $1,364,941, comprised of
$510,042 in cash, $167,270 in prepaid expenses, and $687,629 in property and
equipment.  In addition, the company has a working capital of
$288,469, and showed $120,449 of net cash used in operating
activities.





In
contrast, the Company reported no assets and a working capital deficit of
$671,693 on September 30, 2007, The increase in assets is due primarily to the
acquisition of equipment and the decrease in capital deficit is due to debt
financing activities.





The
Company must currently rely on corporate officers, directors and outside
investors in order to meet its budget. If


the
Company is unable to obtain financing from any of one of these aforementioned
sources, the Company would not be able to complete its financial
obligations.





Management
is currently looking for additional capital to fund operations and complete our
corporate objectives. The Company expects to carry out its plan of business. In
addition, we may engage in joint venture activities with




- 9
-
 Table of Contents




MAGNUM D’OR RESOURCES,
INC.


Annual
Report for the period Ended September 30, 2008





other
companies. The Company cannot predict the extent to which its liquidity and
capital resources will be diminished prior to the consummation of a business
combination or whether its capital will be further depleted by its operating
losses. The Company has previously, and is currently, engaged in discussions
concerning potential business acquisitions, joint ventures, and other
collaborative arrangements.




Limited
commitments to provide additional funds have been made by management and other
shareholders. We cannot provide any assurance that any additional funds will be
made available on acceptable terms or in timely fashion.





The
accompanying consolidated financial statements have been prepared in conformity
with generally accepted accounting principles, which contemplates continuation
of the Company as a going concern. The Company’s operations are progressing
forward; however, the Company has generated no income, has an accumulated
deficit during development stage of $8,562,779 and a stockholders deficit of
$212,454 as of September 30, 2008. Furthermore, the Company has a negative cash
flow from operations of $120,449 for the year ended September 30,
2008.





The
future success of the Company is dependent on its ability to attain additional
capital funds to purchase equipment and construct facilities to fulfill its
current contractual commitments, and, ultimately attain future profitable
operations. There can be no assurance that the Company will be successful in
obtaining such financing, or that it will attain positive cash flow from
operations.





Recent
Accounting Pronouncements




In
December 2007, the Financial Accounting Standards Board (“FASB”) issued
Statement of Financial Accounting Standard (“SFAS”) No. 141 (R),Business Combinations, and
SFAS No. 160,Noncontrolling Interests in Consolidated Financial Statements. SFAS
No. 141 (R) requires an acquirer to measure the identifiable assets
acquired, the liabilities assumed, and any noncontrolling interest in the
acquiree at their fair values on the acquisition date, with goodwill being the
excess value over the net identifiable assets acquired. SFAS No.160 clarifies
that a noncontrolling interest in a subsidiary should be reported as equity in
the consolidated financial statements. The calculation of earnings per share
will continue to be based on income amounts attributable to the parent. SFAS
No. 141 (R) and SFAS No. 160 are effective for financial
statements issued for fiscal years beginning after December 15, 2008. Early
adoption is prohibited. We have not yet determined the effect on our
consolidated financial statements, if any, upon adoption of SFAS No. 141
(R) or SFAS No. 160.





In March
2008, the FASB issued SFAS No. 161, "Disclosures about Derivative Instruments
and Hedging Activities" ("SFAS 161"). SFAS 161 requires enhanced disclosures
about an entity's derivative and hedging activities and thereby improving the
transparency of financial reporting. It is intended to enhance the current
disclosure framework in SFAS 133 by requiring that objectives for using
derivative instruments be disclosed in terms of underlying risk and accounting
designation. This disclosure better conveys the purpose of derivative use in
terms of the risks that the entity is intending to manage. The new disclosure
standard is effective for financial statements issued for fiscal years and
interim periods beginning after November 15, 2008, with early application
encouraged. The Statement encourages, but does not require, comparative
disclosures for earlier periods at initial adoption.  We have not yet
determined the effect on our financial statements, if any, upon the adoption of
SFAS 161.





ITEM 7A.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET
RISK





Highly
Competitive Industry





The
rubber products materials industry is highly competitive. The Company faces
competition in all of its markets from large, national construction material
companies and smaller, regional companies, as well as from individuals. Many of
the Company’s competitors are larger and have greater financial resources than
the Company. The Company from time to time will experience price pressure in
certain of its markets as a result of competitors’ promotional pricing
practices. Competition is based on product quality, functionality, price, brand
loyalty, effective promotional activities and the ability to identify and
satisfy emerging consumer preferences. See “Business—Competition”.




- 10
-
 Table of Contents




MAGNUM
D’OR RESOURCES, INC.


Annual
Report for the period Ended September 30, 2008





Rapid
Growth





The
Company may experience rapid growth. It will be necessary for the Company to
rapidly add a significant number of employees and may be required to expand
considerable efforts in training these new employees. This growth will place
strains on the Company’s management resource and facilities. The Company’s
success will, in part, be dependent upon the ability of the Company to manage
growth effectively.





Business
Interruption





The
Company believes that its success and future results of operations will be
dependent in large upon its ability to provide prompt and efficient service to
its customers. As a result, any disruption of the Company’s day-to-day
operations could have a material adverse effect upon the Company and any failure
of the Company’s management and manufacturing systems, distribution arrangements
or communication systems could impair its ability to receive and process
customer orders and ship products on a timely basis.





Competition





The
recycling industry in itself is a highly competitive business, as well as, the
production of rubber materials and related products. In the raw materials supply
industry, barriers to entry are relatively low and the risk of new competition
entering the market is high. Certain existing competitors of the Company have
substantially greater resources. In addition, price is an important competitive
factor in the rubber materials market and there can be no assurance that the
Company will not be subject to increased price competition.





In
seeking to market rubber products and specialty compounds as an alternative to
other materials, the Company competes with major companies. The conventional
material manufacturers with which the Company must compete have, in many cases,
long-established ties to the industry and have well-accepted proven products.
There are many additional large competitors in this market.





Many
large competitors have significant research and development budgets, marketing
staffs, financial resources and access to other resources which far surpass the
current resources of the Company. Several such competitors are currently
attempting to develop and introduce similar recycled materials. The Company must
also compete in theraw materials market with certain other recyclers currently
manufacturing recycled materials intended for similar applications. Few of such
recyclers, to the Company’s knowledge, have achieved significant commercial
acceptance to date.





The
Company competes for certain raw materials with other recyclers, most of which
are far larger and better established than the Company. However, management
believes that its focus towards sources of used tires that it recycles and uses
in its business are less attractive to most producers of recycled tires. As a
result, the Company believes that the tire reclamation processes that it has
developed for its manufacturing business are able to source raw materials from
readily available sources. The Company anticipates new entrants into the tire
reclamation business which could affect the Company’s source of raw materials
supply. Some of these new competitors may have substantially greater financial
and other resources than the Company.





General
Economic Conditions





The
financial success of the Company’s operations may be sensitive to adverse
changes in general economic conditions, such as inflation, unemployment, and the
cost of borrowing. These changes could cause the cost of the Company’s
production costs and raw material supplies to rise faster than it can raise
prices. The Company has no control over any of these changes.




- 11
-
 Table of Contents




ITEM 8.  FINANCIAL STATEMENTS AND SUPPLEMENTARY
DATA






MAGNUM
D’OR RESOURCES, INC.


Annual
Report for the period Ended September 30, 2008





REPORT
OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM





To
the Board of Directors





Magnum
d'Or Resources, Inc.





We have
audited the accompanying consolidated balance sheet of Magnum d’Or Resources
Inc. and subsidiary (a development stage company) (the “Company”) as of
September 30, 2008, and the related consolidated statement of operations and
comprehensive loss, changes in stockholders' deficit and cash flows for the year
then ended. These consolidated financial statements are the responsibility of
the Company's management. Our responsibility is to express an opinion on these
consolidated financial statements based on our audit. The consolidated financial
statements for the period from September 3, 1999 (Inception) to September 30,
2007, were audited by other auditors whose reports expressed unqualified
opinions on those statements





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





We were
not engaged to examine management’s assertion about the effectiveness of Magnum
d’Or Resources, Inc.’s internal control over financial reporting as of September
30, 2008 included in the Company’s Item 9A(T) “Controls and Procedures” in the
Annual Report on Form 10-K and, accordingly, we do not express an opinion
thereon.





In our
opinion, based on our audit and the reports of other auditors, the consolidated
financial statements referred to above present fairly, in all material respects,
the financial position of Magnum d’Or Resources Inc. as of September 30, 2008
and the results of its operations and its cash flows for the year then ended in
conformity with accounting principles generally accepted in the United States of
America.





The
accompanying consolidated financial statements have been prepared assuming that
the Company will continue as a going concern. As discussed in Note 1 to the
consolidated financial statements, the Company has recurring losses from
operations, negative cash flows from operations, a working capital deficit, and
a stockholder’s deficit, which raises substantial doubt about its ability to
continue as going concern. The consolidated financial statements do not include
any adjustments that might result from the outcome of this
uncertainty.











Weinberg
& Company, P.A.


Certified
Public Accountants





Boca
Raton, Florida


February
6, 2009


- 12
-
 Table of Contents


MAGNUM
D’OR RESOURCES, INC.


Annual
Report for the period Ended September 30, 2008




REPORT
OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM








To
the Board of Directors





Magnum
d'Or Resources, Inc.





We have
audited the accompanying consolidated balance sheet of Magnum d'Or Resources,
Inc. (A Development Stage Company) as of September 30, 2007, and the related
consolidated statements of operations and comprehensive loss, changes in
stockholders' deficit, and cash flows for the year 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 audit.





We
conducted our audit in accordance with the standards of the Public Company
Accounting Oversight Board (United States). Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. The Company is not required to
have, nor were we engaged to perform, an audit of its internal control over
financial reporting. Our audit included consideration of internal control over
financial reporting as a basis for designing audit procedures that are
appropriate in the circumstances, but not for the purpose of expressing an
opinion on the effectiveness of the Company's internal control over financial
reporting. Accordingly, we express no such opinion. An audit also includes
examining, on a test basis, evidence supporting the amounts and disclosures in
the financial statements, assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audit provides 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 Magnum d'Or Resources, Inc. as of
September 30, 2007, and the results of its operations, changes in stockholders'
equity and cash flows for the  year then ended in conformity with
accounting principles generally accepted in the United States of
America.





The
accompanying consolidated financial statements have been prepared assuming that
the Company will continue as a going concern. As discussed in Note 1 to the
financial statements, the Company has suffered recurring losses from operations
and has a net capital deficiency, which raises substantial doubt about its
ability to continue as a going concern.. The financial statements do not include
any adjustments that might result from the outcome of this
uncertainty.







Murrell,
Hall, McIntosh & Co., PLLP


Certified
Public Accountants








December
26, 2007


Oklahoma
City, Oklahoma






- 13
-
 Table of Contents







MAGNUM
      D'OR RESOURCES, INC.AND
      SUBSIDIARY(A
      DEVELOPMENT STAGE COMPANY)CONSOLIDATED
      BALANCE SHEETS




September
      30,
            
            
            September
      30,2008
            
            
            2007ASSETSCurrent
      assets:Cash
            
            $
            510,042
            
            
            $
            —Prepaid
      expenses and deposits on equipment
            
            
            167,270
            
            
            
            —Total
      current assets
            
            
            677,312
            
            
            
            —Equipment,
      net
            
            
            687,629
            
            
            
            —TOTAL
      ASSETS
            
            $
            1,364,941
            
            
            $
            —LIABILITIES AND
      STOCKHOLDERS' DEFICITCurrent
      liabilities:Cash
      overdraft
            
            $
            —
            
            
            $
            143Accounts
      payable and accrued expenses
            
            
            295,012
            
            
            
            416,520Accrued
      interest
            
            
            43,831
            
            
            
            13,385Advance
      from company officers
            
            
            —
            
            
            
            32,995Convertible
      8% note payable, net of discount of $0 and $41,350,
      respectively
            
            
            50,000
            
            
            
            208,650Total
      current liabilities
            
            
            388,843
            
            
            
            671,693Long
      term liabilities:Loans
      from stockholder
            
            
            163,342
            
            
            
            —Non-current
      12% notes payable, net of discounts of $356,790 and $0,
      respectively
            
            
            1,025,210
            
            
            
            —Total
      long term liabilities
            
            
            1,188,552
            
            
            
            —TOTAL
      LIABILITIES
            
            
            1,577,395
            
            
            
            671,693COMMITMENTS
      AND CONTINGENCIESStockholders'
      Deficit:Preferred
      stock, $.001 par value;  10,000,000 shares
      authorized,10,000,000
      issued and outstanding at September 30, 2008 and 2007
            
            
            10,000
            
            
            
            10,000Common
      stock, $.001 par value; 200,000,000 shares authorized,16,117,137  and
      5,785,090 issued and outstanding, respectively
            
            
            16,117
            
            
            
            5,785Additional
      paid-in capital
            
            
            8,351,065
            
            
            
            5,267,949Accumulated
      deficit during the development stage
            
            
            (8,562,779
            )
            
            
            (5,955,427
            )Other
      comprehensive loss
            
            
            (26,857
            )
            
            
            —Total
      stockholders' deficit
            
            
            (212,454
            )
            
            
            (671,693
            )TOTAL
      LIABILITIES AND STOCKHOLDERS' DEFICIT
            
            $
            1,364,941
            
            
            $
            —










- 14
-
 Table of Contents






MAGNUM
      D'OR RESOURCES, INC.AND
      SUBSIDIARY(A
      DEVELOPMENT STAGE COMPANY)CONSOLIDATED
      STATEMENTS OF OPERATIONS AND COMPREHENSIVE
LOSS




September
      3, 1999Year
      Ended
            
            
            (Inception)
      toSeptember
      30,
            
            
            September
      30, 20082008
            
            
            2007
            
            
            (Unaudited)Revenue
            
            $
            —
            
            
            $
            —
            
            
            $
            6,153Expenses:Officer
      compensation
            
            
            172,233
            
            
            
            333,333
            
            
            
            505,566Consulting
      fees
            
            
            1,968,700
            
            
            
            149,881
            
            
            
            2,118,581Legal
      and professional fees
            
            
            261,753
            
            
            
            124,247
            
            
            
            440,114General
      and administrative expenses
            
            
            71,144
            
            
            
            95,956
            
            
            
            2,916,822Depreciation
      and amortization
            
            
            222
            
            
            
            —
            
            
            
            31,730Total
      Operating Expenses
            
            
            2,474,052
            
            
            
            703,417
            
            
            
            6,012,813Loss
      from Operations
            
            
            (2,474,052
            )
            
            
            (703,417
            )
            
            
            (6,006,660
            )Other
      Income (Expense)Interest
      expense
            
            
            (133,300
            )
            
            
            (97,035
            )
            
            
            (230,335
            )Loss
      before Discontinued Operations
            
            
            (2,607,352
            )
            
            
            (800,452
            )
            
            
            (6,236,995
            )Loss
      from Discontinued Operations
            
            
            —
            
            
            
            —
            
            
            
            (2,325,784
            )Net
      Loss
            
            
            (2,607,352
            )
            
            
            (800,452
            )
            
            
            (8,562,779
            )Other
      Comprehensive LossLoss
      from foreign currency translation
            
            
            (26,857
            )
            
            
            —
            
            
            
            (26,857
            )Comprehensive
      Loss
            
            $
            (2,634,209
            )
            
            $
            (800,452
            )
            
            $
            (8,589,636
            )Net
      Loss Per Share - Basic and Diluted
            
            $
            (0.17
            )
            
            $
            (0.14
            )Per
      Share Information:Weighted  Average
      Number of SharesOutstanding
      - Basic and Diluted
            
            
            15,037,405
            
            
            
            5,785,090





- 15
-
 Table of Contents




MAGNUM
      D'OR RESOURCES INC. AND SUBSIDIARY(
      A DEVELOPMENT STAGE COMPANY)CONSOLIDATED
      STATEMENT OF CHANGES IN STOCKHOLDERS' DEFICITFROM
      SEPTEMBER 3, 1999 (INCEPTION) TO SEPTEMBER 30,
  2008




TotalAdditional
            
            
            
            
            
            Other
            
            
            Shareholders'Price
            
            
            Common
      Stock
            
            
            Preferred
      Stock
            
            
            Paid-in
            
            
            Accumulated
            
            
            Comprehensive
            
            
            EquityPer
      Share
            
            
            Shares
            
            
            Amount
            
            
            Shares
            
            
            Amount
            
            
            Capital
            
            
            Deficit
            
            
            Loss
            
            
            (Deficit)Balance
      September 3, 1999 (Inception)
            
            
            
            
            
            —
            
            
            $
            —
            
            
            
            —
            
            
            $
            —
            
            
            $
            —
            
            
            $
            —
            
            
            $
            —
            
            
            $
            —Issuance
      of stock for cash
            
            
            0.011
            
            
            
            30
            
            
            
            —
            
            
            
            —
            
            
            
            —
            
            
            
            93,941
            
            
            
            —
            
            
            
            —
            
            
            
            93,941Issuance
      of stock for compensation
            
            
            0.001
            
            
            
            3
            
            
            
            —
            
            
            
            —
            
            
            
            —
            
            
            
            1,000
            
            
            
            —
            
            
            
            —
            
            
            
            1,000Net
      loss for year
            
            
            
            
            
            
            —
            
            
            
            —
            
            
            
            —
            
            
            
            —
            
            
            
            —
            
            
            
            (12,197
            )
            
            
            —
            
            
            
            (12,197
            )Balance
      - September 30, 1999
            
            
            
            
            
            
            33
            
            
            
            —
            
            
            
            —
            
            
            
            —
            
            
            
            94,941
            
            
            
            (12,197
            )
            
            
            —
            
            
            
            82,744Options  issued
      for software license
            
            
            
            
            
            
            —
            
            
            
            —
            
            
            
            —
            
            
            
            —
            
            
            
            82,178
            
            
            
            —
            
            
            
            —
            
            
            
            82,178Net
      loss for year
            
            
            
            
            
            
            —
            
            
            
            —
            
            
            
            —
            
            
            
            —
            
            
            
            —
            
            
            
            (157,841
            )
            
            
            —
            
            
            
            (157,841
            )Balance
      - September 30, 2000
            
            
            
            
            
            
            33
            
            
            
            —
            
            
            
            —
            
            
            
            —
            
            
            
            177,119
            
            
            
            (170,038
            )
            
            
            —
            
            
            
            7,081Net
      loss for year
            
            
            
            
            
            
            —
            
            
            
            —
            
            
            
            —
            
            
            
            —
            
            
            
            —
            
            
            
            (678,142
            )
            
            
            —
            
            
            
            (678,142
            )Balance
      - September 30, 2001
            
            
            
            
            
            
            33
            
            
            
            —
            
            
            
            —
            
            
            
            —
            
            
            
            177,119
            
            
            
            (848,180
            )
            
            
            —
            
            
            
            (671,061
            )Issuance
      of stock for compensation
            
            
            0.029
            
            
            
            26
            
            
            
            —
            
            
            
            —
            
            
            
            —
            
            
            
            385,000
            
            
            
            —
            
            
            
            —
            
            
            
            385,000Issuance
      of stock for compensation
            
            
            0.010
            
            
            
            83
            
            
            
            —
            
            
            
            —
            
            
            
            —
            
            
            
            10,000
            
            
            
            —
            
            
            
            —
            
            
            
            10,000Issuance
      of stock for debt settlement
            
            
            0.010
            
            
            
            13
            
            
            
            —
            
            
            
            —
            
            
            
            —
            
            
            
            1,500
            
            
            
            —
            
            
            
            —
            
            
            
            1,500Net
      loss for year
            
            
            
            
            
            
            —
            
            
            
            —
            
            
            
            —
            
            
            
            —
            
            
            
            —
            
            
            
            (395,891
            )
            
            
            —
            
            
            
            (395,891
            )Balance
      - September 30, 2002
            
            
            
            
            
            
            155
            
            
            
            —
            
            
            
            —
            
            
            
            —
            
            
            
            573,619
            
            
            
            (1,244,071
            )
            
            
            —
            
            
            
            (670,452
            )Issuance
      of stock for compensation
            
            
            0.010
            
            
            
            1,999,845
            
            
            
            2,000
            
            
            
            —
            
            
            
            —
            
            
            
            812,742
            
            
            
            —
            
            
            
            —
            
            
            
            814,742Issuance
      of preferred stock
            
            
            0.001
            
            
            
            —
            
            
            
            —
            
            
            
            7,000,000
            
            
            
            7,000
            
            
            
            (7,000
            )
            
            
            —
            
            
            
            —
            
            
            
            —Net
      loss for year
            
            
            
            
            
            
            —
            
            
            
            —
            
            
            
            —
            
            
            
            —
            
            
            
            —
            
            
            
            (205,529
            )
            
            
            —
            
            
            
            (205,529
            )Balance
      - September 30, 2003
            
            
            
            
            
            
            2,000,000
            
            
            
            2,000
            
            
            
            7,000,000
            
            
            
            7,000
            
            
            
            1,379,361
            
            
            
            (1,449,600
            )
            
            
            —
            
            
            
            (61,239
            )Issuance
      of stock for compansation
            
            
            0.016
            
            
            
            1,354,809
            
            
            
            1,355
            
            
            
            —
            
            
            
            —
            
            
            
            844,419
            
            
            
            —
            
            
            
            —
            
            
            
            845,774Issuance
      of stock for cash
            
            
            0.089
            
            
            
            45,000
            
            
            
            45
            
            
            
            —
            
            
            
            —
            
            
            
            159,955
            
            
            
            —
            
            
            
            —
            
            
            
            160,000Net
      loss for year
            
            
            
            
            
            
            —
            
            
            
            —
            
            
            
            —
            
            
            
            —
            
            
            
            —
            
            
            
            (1,512,763
            )
            
            
            —
            
            
            
            (1,512,763
            )Balance
      - September 30, 2004
            
            
            
            
            
            
            3,399,809
            
            
            
            3,400
            
            
            
            7,000,000
            
            
            
            7,000
            
            
            
            2,383,735
            
            
            
            (2,962,363
            )
            
            
            —
            
            
            
            (568,228
            )Issuance
      of stock for debt settlement
            
            
            0.055
            
            
            
            488,458
            
            
            
            489
            
            
            
            3,000,000
            
            
            
            3,000
            
            
            
            1,078,613
            
            
            
            —
            
            
            
            —
            
            
            
            1,082,102Issuance
      of stock for compensation
            
            
            0.034
            
            
            
            1,103,417
            
            
            
            1,103
            
            
            
            —
            
            
            
            —
            
            
            
            1,520,318
            
            
            
            —
            
            
            
            —
            
            
            
            1,521,421Net
      loss for year
            
            
            
            
            
            
            —
            
            
            
            —
            
            
            
            —
            
            
            
            —
            
            
            
            —
            
            
            
            (2,074,237
            )
            
            
            —
            
            
            
            (2,074,237
            )Balance
      - September 30, 2005
            
            
            
            
            
            
            4,991,684
            
            
            
            4,992
            
            
            
            10,000,000
            
            
            
            10,000
            
            
            
            4,982,666
            
            
            
            (5,036,600
            )
            
            
            —
            
            
            
            (38,942
            )








- 16
-
 Table of Contents




MAGNUM
      D'OR RESOURCES INC. AND SUBSIDIARY(
      A DEVELOPMENT STAGE COMPANY)CONSOLIDATED
      STATEMENT OF CHANGES IN STOCKHOLDERS' DEFICITFROM
      SEPTEMBER 3, 1999 (INCEPTION) TO SEPTEMBER 30,
  2008


TotalAdditional
                
                
                
                
                
                Other
                
                
                Shareholders'Price
                
                
                Common
      Stock
                
                
                Preferred
      Stock
                
                
                Paid-in
                
                
                Accumulated
                
                
                Comprehensive
                
                
                EquityPer
      Share
                
                
                Shares
                
                
                Amount
                
                
                Shares
                
                
                Amount
                
                
                Capital
                
                
                Deficit
                
                
                Loss
                
                
                (Deficit)Balance
      - September 30, 2005
                
                
                
                
                
                
                4,991,684
                
                
                
                4,992
                
                
                
                10,000,000
                
                
                
                10,000
                
                
                
                4,982,666
                
                
                
                (5,036,600
                )
                
                
                —
                
                
                
                (38,942
                )Conversion
      of payable to additional paid in capital
                
                
                
                
                
                
                —
                
                
                
                —
                
                
                
                —
                
                
                
                —
                
                
                
                39,251
                
                
                
                —
                
                
                
                —
                
                
                
                39,251Issuance
      of stock as result of reverse stock split
                
                
                —
                
                
                
                65,560
                
                
                
                66
                
                
                
                —
                
                
                
                —
                
                
                
                (66
                )
                
                
                —
                
                
                
                —
                
                
                
                —Issuance
      of stock for debt settlement
                
                
                0.170
                
                
                
                483,482
                
                
                
                483
                
                
                
                —
                
                
                
                —
                
                
                
                81,669
                
                
                
                —
                
                
                
                —
                
                
                
                82,152Issuance
      of stock for compensation
                
                
                0.162
                
                
                
                244,364
                
                
                
                244
                
                
                
                —
                
                
                
                —
                
                
                
                39,429
                
                
                
                —
                
                
                
                —
                
                
                
                39,673Net
      loss for year
                
                
                
                
                
                
                —
                
                
                
                —
                
                
                
                —
                
                
                
                —
                
                
                
                —
                
                
                
                (118,375
                )
                
                
                —
                
                
                
                (118,375
                )Balance
      - September 30, 2006
                
                
                
                
                
                
                5,785,090
                
                
                
                5,785
                
                
                
                10,000,000
                
                
                
                10,000
                
                
                
                5,142,949
                
                
                
                (5,154,975
                )
                
                
                —
                
                
                
                3,759Value
      of conversion preferences on convertible note
                
                
                
                
                
                
                —
                
                
                
                —
                
                
                
                —
                
                
                
                —
                
                
                
                125,000
                
                
                
                —
                
                
                
                —
                
                
                
                125,000Net
      loss for year
                
                
                
                
                
                
                —
                
                
                
                —
                
                
                
                —
                
                
                
                —
                
                
                
                —
                
                
                
                (800,452
                )
                
                
                —
                
                
                
                (800,452
                )Balance
      - September 30, 2007
                
                
                
                
                
                
                5,785,090
                
                
                
                5,785
                
                
                
                10,000,000
                
                
                
                10,000
                
                
                
                5,267,949
                
                
                
                (5,955,427
                )
                
                
                —
                
                
                
                (671,693
                )Issuance
      of stock for compensation
                
                
                0.484
                
                
                
                877,323
                
                
                
                877
                
                
                
                —
                
                
                
                —
                
                
                
                423,999
                
                
                
                —
                
                
                
                —
                
                
                
                424,876Issuance
      of stock for consulting services
                
                
                0.209
                
                
                
                9,129,011
                
                
                
                9,129
                
                
                
                —
                
                
                
                —
                
                
                
                1,903,038
                
                
                
                —
                
                
                
                —
                
                
                
                1,912,167Issuance
      of stock for accrued legal fees
                
                
                0.457
                
                
                
                150,000
                
                
                
                150
                
                
                
                —
                
                
                
                —
                
                
                
                68,350
                
                
                
                —
                
                
                
                —
                
                
                
                68,500Issuance
      of stock for debt settlement
                
                
                1.411
                
                
                
                175,713
                
                
                
                176
                
                
                
                —
                
                
                
                —
                
                
                
                247,684
                
                
                
                —
                
                
                
                —
                
                
                
                247,860Issuance
      of stock options
                
                
                
                
                
                
                —
                
                
                
                —
                
                
                
                —
                
                
                
                —
                
                
                
                48,997
                
                
                
                —
                
                
                
                —
                
                
                
                48,997Value
      of warrants issued with notes payable
                
                
                
                
                
                
                —
                
                
                
                —
                
                
                
                —
                
                
                
                —
                
                
                
                391,048
                
                
                
                —
                
                
                
                —
                
                
                
                391,048Net
      loss for year
                
                
                
                
                
                
                —
                
                
                
                —
                
                
                
                —
                
                
                
                —
                
                
                
                —
                
                
                
                (2,607,352
                )
                
                
                —
                
                
                
                (2,607,352
                )Other
      comprehensive loss from foreign currency translation
                
                
                
                
                
                
                —
                
                
                
                —
                
                
                
                —
                
                
                
                —
                
                
                
                —
                
                
                
                —
                
                
                
                (26,857
                )
                
                
                (26,857
                )Balance
      - September 30, 2008
                
                
                
                
                
                
                16,117,137
                
                
                $
                16,117
                
                
                
                10,000,000
                
                
                $
                10,000
                
                
                $
                8,351,065
                
                
                $
                (8,562,779
                )
                
                $
                (26,857
                )
                
                $
                (212,454
                )






- 17
-
 Table of Contents







MAGNUM
      D'OR RESOURCES, INC.AND
      SUBSIDIARY(A
      DEVELOPMENT STAGE COMPANY)CONSOLIDATED
      STATEMENTS OF CASH FLOWS




September
      3, 1999Year
      Ended
            
            
            (Inception)
      toSeptember
      30,
            
            
            September
      30, 20082008
            
            
            2007
            
            
            (Unaudited)Cash
      Flows from Operating ActivitiesNet
      loss
            
            $
            (2,607,352
            )
            
            $
            (800,452
            )
            
            $
            (8,562,779
            )Adjustments
      to reconcile net loss to net cash used inoperating
      activities:Stock
      issued for services and expenses
            
            
            2,337,044
            
            
            
            —
            
            
            
            5,903,034Stock
      options issued to employee
            
            
            48,997
            
            
            
            —
            
            
            
            48,997Depreciation
            
            
            222
            
            
            
            —
            
            
            
            31,730Amortization
      of loan discount
            
            
            75,608
            
            
            
            83,650
            
            
            
            159,258Loss
      on sale of software license
            
            
            —
            
            
            
            —
            
            
            
            54,200Loss
      on settlement of debt
            
            
            —
            
            
            
            —
            
            
            
            119,590Changes
      in operating assets and liabilities:Prepaid
      expenses
            
            
            (167,270
            )
            
            
            7,145
            
            
            
            (168,585
            )Accounts
      payable and accrued expenses
            
            
            194,851
            
            
            
            416,520
            
            
            
            611,371Accrued
      interest
            
            
            30,446
            
            
            
            13,385
            
            
            
            43,831Advance
      from company officers
            
            
            (32,995
            )
            
            
            —
            
            
            
            (32,995
            )Net
      cash used in operating activities
            
            
            (120,449
            )
            
            
            (279,752
            )
            
            
            (1,792,348
            )Cash
      Flows from Investing ActivitiesDisposal
      of fixed assets
            
            
            —
            
            
            
            —
            
            
            
            17,561Purchases
      of equipment
            
            
            (687,851
            )
            
            
            —
            
            
            
            (706,139
            )Net
      cash used in investing activities
            
            
            (687,851
            )
            
            
            —
            
            
            
            (688,578
            )Cash
      Flows from Financing ActivitiesCash
      overdraft
            
            
            (143
            )
            
            
            143
            
            
            
            —Proceeds
      from issuance of stock for cash
            
            
            —
            
            
            
            —
            
            
            
            262,441Proceeds
      from loans from shareholder
            
            
            163,342
            
            
            
            29,609
            
            
            
            317,984Re-payment
      to retire notes payable
            
            
            (200,000
            )
            
            
            —
            
            
            
            (200,000
            )Proceeds
      from issuance of notes payable
            
            
            1,382,000
            
            
            
            250,000
            
            
            
            2,637,400Net
      cash provided by financing activities
            
            
            1,345,199
            
            
            
            279,752
            
            
            
            3,017,825Net
      Increase in Cash
            
            
            536,899
            
            
            
            —
            
            
            
            536,899Effect
      of currency exchange rates on cash
            
            
            (26,857
            )
            
            
            —
            
            
            
            (26,857
            )Cash,
      beginning of year
            
            
            —
            
            
            
            —
            
            
            
            —Cash,
      End of Year
            
            $
            510,042
            
            
            $
            —
            
            
            $
            510,042






- 18
-
 Table of Contents




MAGNUM
      D'OR RESOURCES, INC.AND
      SUBSIDIARY(A
      DEVELOPMENT STAGE COMPANY)CONSOLIDATED
      STATEMENTS OF CASH FLOWS
  September
      3, 1999Year
      Ended
              
              
              (Inception)
      toSeptember
      30,
              
              
              September
      30, 20082008
              
              
              2007
              
              
              (Unaudited)Supplementary
      InformationInterest
      Paid
              
              $
              9,883
              
              
              $
              —
              
              
              $
              13,862Taxes
      Paid
              
              $
              —
              
              
              $
              —
              
              
              $
              —Non-Cash
      TransactionsCommon
      stock issued for settlement of debt
              
              $
              —
              
              
              $
              —
              
              
              $
              1,359,245Common
      stock issued in exchange for services
              
              $
              —
              
              
              $
              —
              
              
              $
              3,565,990


- 19
-
 Table of Contents


Magnum
d’Or Resources Inc.


Notes
to the Consolidated Financial Statements


September
30, 2008





Note
1 - Basis of Presentation and Summary of Significant Accounting
Policies





Business
Description





Magnum
d’Or Resources, Inc. (the “Company”) was incorporated on September 3, 1999,
under the laws of the State of Nevada. Since its inception, the Company evolved
through several transitions to its present mode. During its evolution, it
operated as an internet information company, a junior resource mining company,
and a business acquisition company. These ventures proved to be marginally
effective. On May 26, 2008, the Company incorporated a new wholly subsidiary in
the Province of Quebec, Canada, under the Canada Business Corporation Act called
“Magnum Recycling Canada, Inc./Recyclage Magnum Canada Inc. (“Magnum
Recycling”). The purpose for the organization of Magnum Recycling is to own and
operate recycling facilities in Canada.





Currently
the Company is engaged in the business of providing modified sources of recycled
rubber products, reconstituted rubber derivatives, and rubber powders to various
distributors and manufacturers. It currently has one production facility located
in Magog, Canada.  It intends on developing additional facilities that
produce various wholesale rubber products, reconstituted rubber powders,
specialty blend malleable materials, thermoplastics and thermoplastics
elastomers.





The
Company will accomplish its expansion through construction of new facilities and
acquisition of other established facilities, then integrate its processes and
techniques to process and produce these materials. The Company also intends to
establish technical facilities for research and development or seek strategic
alliances with educational institutions and research firms to maintain and
further advance its targeted markets.





Business
History





During
October 2005, the Company formed Sunrise Mining Corporation (“Sunrise”), which
became a wholly-owned subsidiary. Subsequent to Sunrise’s incorporation, the
Company transferred all of the rights to its mining operations to Sunrise.
During January 2007, the Company announced that it plans to spin-off its wholly
owned subsidiary, Sunrise Mining Corporation, to its stockholders of record at
the close of business on January 23, 2007, in such manner that such stockholders
shall own the same percentage of the stock of the Corporation. The Company
previously approved the issuance of all non-convertible voting preferred stock
of Sunrise Mining Corporation to Sunrise Lighting Holding Limited in such manner
that is comparable to the number of shares of preferred stock in the
Corporation, with substantially similar rights and obligations. The spin-off was
completed in November 2007 (also see Note 8).





During
December 2006, the Company was acquired by a new management group and
restructured for the express purpose of pursuing and consummating a merger
between the Company and Terra Elastomer Technologies S.L., a private European
company based in Düsseldorf, Germany. At that time, a new management team was
appointed and a Board of Directors was appointed. The intent of the merger was
to develop a publicly traded company dedicated to the production of high quality
rubber powder and thermoplastics elastomers with global operations. In December
2007 the Merger was abandoned due to unexpected complexities, market financing
interruptions and insurmountable cost considerations.





During
December 2007, the Company acquired licensing rights to a number of patents and
processes that allowed rubber to be reconstituted, added to raw virgin rubber in
various quantities, specially blended into various other polymers, and mixed
into EPDM compounds. These Agreements provided the Company with an array of
technologies that would have potentially given it an edge in the rubber
recycling industry in the U.S., Canada, and China. The Company planned on
utilizing these licenses and patented processes to disintegrate scrap tires,
remove fibers and metal wire from the resulting mulch, and produce crumb rubber
material sorted into different mesh sizes.  These materials would then
be manufactured into various retail rubber products. These license agreements
were terminated on September 28, 2008 and replaced by new and more advanced
technologies agreements developed by Sekhar Research Innovations of Malaysia
(see Note 10).




- 20
-
 Table of Contents




Magnum
d’Or Resources Inc.


Notes
to the Consolidated Financial Statements


September
30, 2008





Basis of
Presentation





The
audited consolidated financial statements include the accounts of the Company
and its wholly owned Canadian subsidiary, Magnum Recycling Canada, Inc. The
Company operates in one business segment, the development of re-cycling rubber
tires into various rubber products. The Company has not earned any revenue from
limited principal operations. Accordingly, the Company’s activities have been
accounted for as those of a “Development Stage Company” as set forth in
Financial Accounting Statements Board (“FASB”) No.7. Among disclosures required
by Statement of Financial Accounting Standards (“SFAS”) No. 7 are that the
Company’s financial statements be identified as those of a development stage
company, and that statements of operations, stockholders’ deficit and cash flows
disclose activity since the date of the Company’s inception.





The
preparation of financial statements in conformity with U.S. generally accepted
accounting principles (“GAAP”) requires management to make estimates and
assumptions that affect the amounts reported in the financial statements and
accompanying notes. Actual amounts may differ from those estimates. These
consolidated financial statements have been prepared in accordance with GAAP for
financial information and with the instructions to Form 10-K and Article 10 of
Regulation S-X. In the opinion of management, all adjustments (consisting of
normal recurring adjustments) considered necessary for a fair presentation have
been included.





The
accompanying consolidated financial statements have been prepared in accordance
with accounting principles generally accepted in the United States. Significant
accounting principles followed by the Company and the methods of applying those
principles, which materially affect the determination of financial position and
cash flows, are summarized below:





Consolidation
Policy





The
accompanying consolidated financial statements include the accounts of Magnum
d’Or Resources, Inc. and its subsidiary, Recyclage Magnum Canada, Inc.
Intercompany accounts and transactions have been eliminated.





Foreign Currency
Adjustments





The
Company’s functional currency for all operations worldwide is the U.S. dollar.
Nonmonetary assets and liabilities are translated at historical rates and
monetary assets and liabilities are translated at exchange rates in effect at
the end of the year. Income statement accounts are translated at average rates
for the year. Gains and losses from translations of foreign currency financial
statements into U.S. dollars are reported as a separate component of
stockholder’s deficit and comprehensive loss.





Estimates





The
preparation of financial statements in conformity with accounting principles
generally accepted in the United States requires management to make estimates
and assumptions that affect certain reported amounts and disclosures.
Accordingly, actual results could differ from those estimates.





Concentration of Credit
Risk





The
Company identifies financial instruments of cash and accounts receivable that
potentially subject the Company to concentration of credit risk.





The
Company maintains its cash at one financial institution located in Canada. At
times, the balance may exceed the Canadian Deposit Insurance Corporation
$100,000 insurance limit for each account.  As of September 30, 2008,
the Company had approximately $410,042 on deposit in excess of the insured
limit.





Equipment





Property,
plant and equipment are stated at cost. Depreciation has been computed using the
straight-line method based upon estimated useful lives of ten years for
production equipment and three to five years for software and






- 21
-
 Table of Contents




Magnum
d’Or Resources Inc.


Notes
to the Consolidated Financial Statements


September
30, 2008





computer
equipment. Leasehold improvements are depreciated over the lesser of the
remaining term of the lease, or the economic useful
life.  Depreciation expense totaled $222 and $ 0 in each of fiscal
years 2008 and 2007.





Income
Taxes





Based on
all known facts and circumstances and current tax law, the Company believes that
the total amount of unrecognized tax benefits as of September 30, 2008, is not
material to its results of operations, financial condition or cash flows. The
Company also believes that the total amount of unrecognized tax benefits as of
September 30, 2008, if recognized would not have a material effect on its
effective tax rate. The Company further believes that there are no tax
provisions for which it is more likely than not, based on current tax law and
policy, that the unrecognized tax benefits will significantly increase or
decrease over the next 12 months producing, individually or in the aggregate, a
material effect on the Company’s results of operations, financial condition, or
cash flows.





There has
been no provision for U.S. federal, state, or foreign income taxes for any
period because the Company has incurred losses in all periods and for all
jurisdictions since inception.





Deferred
income taxes reflect the net tax effects of temporary differences between the
carrying amounts of assets and liabilities for financial reporting purposes and
the amounts used for income tax purposes. Significant components of deferred tax
assets are as follows:





Deferred tax
assets


2008
            
            
            2007Net
      operating loss carryforwards
            
            $
            8,502,887
            
            
            $
            2,263,000Valuation
      allowance for deferred tax assets
            
            
            (8,502,887
            )
            
            
            (2,263,000
            )Net deferred tax assets
            
            $
            0
            
            
            $
            0





Realization
of deferred tax assets is dependent upon future earnings, if any, the timing and
amount of which are uncertain. Accordingly, the net deferred tax assets have
been fully offset by a valuation allowance. As of September 30, 2008 and 2007,
the Company had net operating loss carryforwards of approximately $8,502,887 and
$5,957,407 for federal and state income tax purposes. These carryforwards, if
not utilized to offset taxable income, begin to expire in 2019. Utilization of
the net operating loss may be subject to substantial annual limitation due to
the ownership change limitations provided by the Internal Revenue Code and
similar state provisions. The annual limitation could result in the expiration
of the net operating loss before utilization. The Company has available as of
September 30, 2008 unused operating loss carryforwards, which may provide future
tax benefits, expiring as follows:





Year of Loss
            
            Unused Operating Loss
      Carryforward
            
            Year of ExpirationSeptember
      30, 1999
            
            $
            12,197
            
            September
      30, 2019September
      30, 2000
            
            
            157,841
            
            September
      30, 2020September
      30, 2001
            
            
            678,142
            
            September
      30, 2021September
      30, 2002
            
            
            395.891
            
            September
      30, 2022September
      30, 2003
            
            
            205,529
            
            September
      30, 2023September
      30, 2004
            
            
            1,512,748
            
            September
      30, 2024September
      30, 2005
            
            
            2,074,320
            
            September
      30, 2025September
      30, 2006
            
            
            118,375
            
            September
      30, 2026September
      30, 2007
            
            
            802,364
            
            September
      30, 2027September
      30, 2008
            
            
            2,545,480
            
            September
      30, 2028Total
            
            $
            8,502,887






- 22
-
 Table of Contents





Magnum
d’Or Resources Inc.


Notes
to the Consolidated Financial Statements


September
30, 2008





Going
Concern





The
accompanying consolidated financial statements have been prepared in conformity
with generally accepted accounting principles, which contemplates continuation
of the Company as a going concern. The Company’s operations are progressing
forward; however, the Company has generated no income, has an accumulated
deficit during development stage of $8,562,779 and a stockholders deficit of
$212,454 as of September 30, 2008. Furthermore, the Company has a negative cash
flow from operations of $120,449 for the year ended September 30,
2008.





The
future success of the Company is dependent on its ability to attain additional
capital funds to purchase equipment and construct facilities to fulfill its
current contractual commitments, and, ultimately attain future profitable
operations. There can be no assurance that the Company will be successful in
obtaining such financing, or that it will attain positive cash flow from
operations.





Reclassifications




Certain
reclassifications have been made to conform to the Company's current period
presentation. These reclassifications were for the fiscal 2007 General and
Administrative expenses, previously shown as $800,452, has been broken out as
follows; $333,333 for officer compensation, $149,881 for consulting fees,
$124,247 for legal and professional fees, $95,956 for general and administrative
expenses, and $97,035 as interest expense.





Fair Value of Financial
Instruments





For
financial instruments consisting of cash, prepaid expenses, accounts payable and
accrued expenses included in the consolidated financial statements, the
approximate fair value recorded is reflective of the actual value due to the
short-term nature of these financial instruments. The fair value of other
short-term and long-term obligations is estimated based on current interest
rates available for debt instruments with similar terms, degrees of risk and
remaining maturities. The carrying values of these obligations approximate their
fair values.





Stock-Based
Compensation





The
Company periodically issues stock options and warrants to employees and
non-employees in non-capital raising transactions for services and for financing
costs. The Company accounts for stock option and warrant grants issued and
vesting to employees using SFAS No. 123R effective January 1, 2006, and for all
share-based payments granted based on the requirements of SFAS No. 123R. The
Company accounts for stock option and warrant grants issued and vesting to
non-employees in accordance with EITF No. 96-18: "Accounting for Equity
Instruments that are Issued to Other Than Employees for Acquiring, or in
Conjunction with Selling, Goods or Services” and EITF 00-18 “Accounting
Recognition for Certain Transactions involving Equity Instruments Granted to
Other Than Employees” whereas the value of the stock compensation is based upon
the measurement date as determined at either a) the date at which a performance
commitment is reached, or b) at the date at which the necessary performance to
earn the equity instruments is complete.





Net Gain (Loss) Per
Share





The net
loss per share has been computed using the weighted-average number common shares
outstanding during the periods. During the years ended September 30, 2008 and
2007, potentially dilutive convertible notes payable, options and warrants to
purchase common stock aggregating 500,000 and 1,432,000 shares respectively,
were outstanding and not considered because their effect would have been
anti-dilutive.





Accounting
Pronouncements





In
September 2006, the Financial Accounting Standards Board (“FASB”) issued SFAS
No. 157, “Fair Value Measurements” (“SFAS 157”). SFAS 157 defines fair value,
establishes a framework for measuring fair value, and expands disclosures about
fair value measurements. SFAS 157 is effective as of the beginning of the first
fiscal year that begins after November 15, 2007. As such, the Company is
required to adopt these provisions at the beginning of




- 23
-
 Table of Contents




Magnum
d’Or Resources Inc.


Notes
to the Consolidated Financial Statements


September
30, 2008





the
fiscal year beginning October 1, 2008. The Company is currently evaluating the
impact of SFAS 157 on its consolidated financial statements.





In
February 2007, the FASB issued Statement of Financial Accounting Standards
No. 159, “The Fair Value Option for Financial Assets and Financial
Liabilities” (“SFAS No. 159”), which provides companies with an option
to report selected financial assets and liabilities at fair value.
SFAS No. 159’s objective is to reduce both complexity in accounting
for financial instruments and the volatility in earnings caused by measuring
related assets and liabilities differently. Generally accepted accounting
principles have required different measurement attributes for different assets
and liabilities that can create artificial volatility in earnings.
SFAS No. 159 helps to mitigate this type of accounting-induced
volatility by enabling companies to report related assets and liabilities at
fair value, which would likely reduce the need for companies to comply with
detailed rules for hedge accounting. SFAS No. 159 also establishes
presentation and disclosure requirements designed to facilitate comparisons
between companies that choose different measurement attributes for similar types
of assets and liabilities. SFAS No. 159 requires companies to provide
additional information that will help investors and other users of financial
statements to more easily understand the effect of the company’s choice to use
fair value on its earnings. SFAS No. 159 also requires companies to
display the fair value of those assets and liabilities for which the company has
chosen to use fair value on the face of the balance sheet.
SFAS No. 159 does not eliminate disclosure requirements included in
other accounting standards, including requirements for disclosures about fair
value measurements included in SFAS No. 157 and
SFAS No. 107. SFAS 159 is effective as of the beginning of the first
fiscal year that begins after November 15, 2007. As such, the Company is
required to adopt these provisions at the beginning of the fiscal year beginning
October 1, 2008. The Company is currently evaluating the impact of SFAS 159 on
its consolidated financial statements.





In
December 2007, the FASB issued SFAS No. 141(R), “Business
Combinations” (“SFAS No. 141(R)”), which requires an acquirer to
recognize in its financial statements as of the acquisition date (i) the
identifiable assets acquired, the liabilities assumed, and any non-controlling
interest in the acquiree, measured at their fair values on the acquisition date,
and (ii) goodwill as the excess of the consideration transferred plus the
fair value of any non-controlling interest in the acquiree at the acquisition
date over the fair values of the identifiable net assets acquired.
Acquisition-related costs, which are the costs an acquirer incurs to effect a
business combination, will be accounted for as expenses in the periods in which
the costs are incurred and the services are received, except that costs to issue
debt or equity securities will be recognized in accordance with other applicable
GAAP. SFAS No. 141(R) makes significant amendments to other Statements
and other authoritative guidance to provide additional guidance or to conform
the guidance in that literature to that provided in SFAS No. 141(R).
SFAS No. 141(R) also provides guidance as to what information is to be
disclosed to enable users of financial statements to evaluate the nature and
financial effects of a business combination. SFAS No. 141(R) is
effective for financial statements issued for fiscal year beginning on or
after December 15, 2008. Early adoption is prohibited. The adoption of
SFAS No. 141(R) will affect how the Company accounts for a business
combination occurring after September 30, 2008.





In
December 2007, the FASB issued SFAS No. 160, “Non-controlling
Interests in Consolidated Financial Statements — an amendment of ARB
No. 51” (“SFAS No. 160”), which revises the relevance,
comparability, and transparency of the financial information that a reporting
entity provides in its consolidated financial statements by establishing
accounting and reporting standards that require (i) the ownership interests
in subsidiaries held by parties other than the parent be clearly identified,
labeled, and presented in the consolidated statement of financial position
within equity, but separate from the parent’s equity, (ii) the amount of
consolidated net income attributable to the parent and to the non-controlling
interest be clearly identified and presented on the face of the consolidated
statement of income, (iii) changes in a parent’s ownership interest while
the parent retains its controlling financial interest in its subsidiary be
accounted for consistently as equity transactions, (iv) when a subsidiary
is deconsolidated, any retained non-controlling equity investment in the former
subsidiary be initially measured at fair value, with the gain or loss on the
deconsolidation of the subsidiary being measured using the fair value of any
non-controlling equity investment rather than the carrying amount of that
retained investment, and (v) entities provide sufficient disclosures that
clearly identify and distinguish between the interests of the parent and the
interests of the non-controlling owners. SFAS No. 160 amends FASB
No. 128 to provide that the calculation of earnings per share amounts in
the consolidated financial statements will continue to be based on the amounts
attributable to the parent. SFAS No. 160 is effective for financial
statements issued for fiscal years, and interim periods within those fiscal
years, beginning on or after December 15, 2008. Early adoption is
prohibited. SFAS No. 160 shall be applied




- 24
-
 Table of Contents




Magnum
d’Or Resources Inc.


Notes
to the Consolidated Financial Statements


September
30, 2008





prospectively
as of the beginning of the fiscal year in which it is initially applied, except
for the presentation and disclosure requirements, which shall be applied
retrospectively for all periods presented. The Company has not yet determined
the affect on its consolidated financial statements, if any, upon adoption of
SFAS No. 160.





In March
2008, the FASB issued SFAS No. 161, “Disclosures about Derivative Instruments
and Hedging Activities - an amendment of FASB Statement No. 133” (“SFAS No.
161”). SFAS No. 161 amends and expands the disclosure requirements of SFAS No.
133, “Accounting for Derivative Instruments and Hedging Activities” (“SFAS No.
133”). The objective of SFAS No. 161 is to provide users of financial statements
with an enhanced understanding of how and why an entity uses derivative
instruments, how derivative instruments and related hedged items are accounted
for under SFAS No. 133 and its related interpretations, and how derivative
instruments and related hedged items affect an entity’s financial position,
financial performance, and cash flows. SFAS No. 161 requires qualitative
disclosures about objectives and strategies for using derivatives, quantitative
disclosures about fair value amounts of and gains and losses on derivative
instruments, and disclosures about credit-risk-related contingent features in
derivative agreements. SFAS No. 161 applies to all derivative financial
instruments, including bifurcated derivative instruments (and non-derivative
instruments that are designed and qualify as hedging instruments pursuant to
paragraphs 37 and 42 of SFAS No. 133) and related hedged items accounted for
under SFAS No. 133 and its related interpretations. SFAS No. 161 also amends
certain provisions of SFAS No. 131. SFAS No. 161 is effective for financial
statements issued for fiscal years and interim periods beginning after November
15, 2008, with early application encouraged. SFAS No. 161 encourages, but does
not require, comparative disclosures for earlier periods at initial adoption.
The Company has not yet determined the affect on its consolidated financial
statements, if any, upon adoption of SFAS No. 161.




Note
2 –Equipment





The
Company signed a contract on March 13, 2008 with a German company who
specializes in recycling for the purchase and delivery of machinery, materials,
assembly and installation supervision of all components for a tire recycling
plant. The total price of the equipment and supervision related to the
fulfillment of this contract was 2,500,000 Euros ($3,852,725 as of contract date
March-13-2008).  The installation of equipment was to occur at the
Company’s leased facility (see Note 9) in Magog, Canada during the fall of 2008
and become operational by the end of the 2008 calendar year. The Company made
payments under this contract aggregating $500,000 during May
2008.  The contract was modified September 29, 2008 to include
equipment delivered to date in exchange for the $500,000 paid.  No
further payments are required for equipment received under this
contract.





During
August and September 2008, additional equipment was purchased from other
companies totaling $187,851.







The
following is a detail of our equipment:




2008
            
            2007Equipment:Production
      equipment
            
            $
            675,719
            
            
            $
            —Office
      equipment
            
            
            1,325
            
            
            
            —Leasehold
      improvements
            
            
            10,807
            
            
            
            —Total
      equipment
            
            
            687,851
            
            
            
            —Less:
      accumulated depreciation
            
            
            (222
            )
            
            
            —Equipment,
      net
            
            $
            687,629
            
            
            $
            —






- 25
-
 Table of Contents




Magnum
d’Or Resources Inc.


Notes
to the Consolidated Financial Statements


September
30, 2008





Note
3 – Notes Payable and Loans from Stockholder





8 % Convertible Notes
Payable





On
January 12, 2007, the Company issued a $50,000 convertible promissory note with
interest payable semi-annually at the rate of 8%. This note matured on
January 31, 2008.  The Company received an extension from the note holder
on May 19, 2008, to extend the maturity of this note until November 19, 2008,
and another extension was received on February 5, 2009 to extend April 19, 2009,
with the same terms as the original note. Accrued interest payable on this note
is $6,852 as of September 30, 2008.




On
January 29, 2007, and again on February 17, 2007, the Company issued two
$100,000 convertible promissory notes with interest payable semi-annually at the
rate of 8%. These notes matured on January 31, 2008. The notes were
general unsecured obligations of the Company and the holders did not exercise
conversion privileges available within the context of the notes. On May
9, 2008, these note holders received a judgment against the Company for the
principal amount of the loan plus accrued interest and legal fees.  On
August 13, 2008 the Company made a payment of $231,947 in full satisfaction of
the judgment of $221,954, plus additional accrued interest and legal fees of
$9,993. The Company received full release of obligations associated with the
notes and the judgment.





The
Company recorded a discount on these three convertible notes payable totaling
$125,000, an amount equal to the intrinsic value of the beneficial conversion
feature, which is the difference between the conversion price and the fair
market value of the common stock on the date of issuance. The amount
attributable to the beneficial conversion feature of $125,000 was recorded as a
discount on the debt and has been amortized over the one year term of the notes
which is included in the accompanying consolidated statement of operations and
comprehensive loss.





12% Notes
Payable





During
April, May, August and September of 2008, the Company issued an aggregate of
$1,382,000 of promissory notes with interest payable at the rate of
12%. These notes mature in October 2009 thru September 2010, and are
therefore recorded as long term debt in the accompanying consolidated balance
sheet. The notes are general unsecured obligations of the Company and have
accrued interest payable in the amount of $34,888 which is included in accrued
interest in the accompanying consolidated balance sheet.





In
conjunction with the issuance of the $1,382,000 promissory notes, the Company
issued to these note-holders warrants (see Note 7) to purchase 1,382,000 shares
of common stock at an exercise price of $1.00 per share. These warrants can be
exercised at anytime for up to two years from the dates of the note
issuances.





The
aggregate value of the warrants issued in connection with the 12% Notes were
valued at $391,048 using the Black Scholes option pricing model using the
following assumptions; risk-free interest rates ranging from 3.54% to 4.04%;
dividend yield of 0%; volatility factors of expected market price of common
stock ranging from 296.4% to 323.0%; and an expected lives of 1.92 to 2.0 years.
The values of the warrants are considered as debt discount and are being
amortized over the term of the Notes. For the year ended September 30, 2008,
$34,258 of the debt discount have been amortized and included in the
accompanying consolidated statements of operations and comprehensive
loss.





Loans from
Stockholder





The
Company was advanced funds aggregating $163,342 from a former officer and
stockholder during the reporting period. The advances are general unsecured
obligations of the Company and have accrued interest at 8% for a total of $2,090
which is included in accrued interest in the accompanying consolidated balance
sheet. These loans are due December 31, 2010 and are recorded as long term debt
in the accompanying consolidated balance sheet.





Note
4 – Common Stock





On
December 28, 2007 the Board of Directors approved the issuance of the 200,000
common shares to a German company valued at $20,000 in conjunction with the
execution of a licensing and royalty agreement (see Note 8). The Board of
Directors approved and issued 9,600,000 common shares valued at $960,000 to
various individuals for assistance during the negotiations for this licensing
agreement. The value of these 9,600,000 shares was charged to consulting
expense. All shares were valued at the market price of $0.10 per share, the
closing bid price on December 28, 2007. Subsequently, these licensing and
royalty agreements were cancelled, effective September 28, 2008. All stock
issued as part of these agreements were subsequently cancelled. Therefore, all
costs recorded for these obligations have been reversed and shown as a credit in
the current reporting quarter.






- 26
-
 Table of Contents




Magnum
d’Or Resources Inc.
 Notes
to the Consolidated Financial Statements
 September
30, 2008


During
fiscal year 2008 the Company issued an aggregate of 10,156,334 shares of common
stock as compensation for services provided by consultants, employees, and other
professionals valued at $2,405,543. In addition, the Company issued 175,713
shares of common stock for settlement of debt valued at $247,860. The common
stock was issued in place of cash payments, and was valued at prices ranging
from $0.209 to $1.411per share, based on the closing market prices on dates the
Board of Directors authorized the issuances.





Note
5 – Employment and Consulting Agreements





Effective
December 31, 2007, the former President, Chief Executive Officer, and Director
resigned but continues to serve as a consultant to the Company.





A
previous board member was appointed as the new Chairman of the Board, President
and Chief Executive Officer (”CEO”) of the Company and will continue to
concentrate on expanding and implementing the Company’s business
plan.





Employment Agreement – New
President and CEO





The
Company entered intoan employment agreement
with its newly appointed President and CEO (“Executive”) effective January 1,
2008, for a five year period ending on December 31, 2012. The compensation under
this agreement is for a base salary of $10,000 per month for the first year. The
Executive’s base salary will be increased over the previous year’s base salary
in each of the subsequent twelve month periods by an amount that is the greater
of 5% or the percentage increase in the average United States Cost of Living
Index (“CPI”). In addition to this base salary, the Executive may receive
additional compensation in the form of an annual incentive bonus, as has been
approved by the Board of Directors.





As
inducement to the Executive to accept this position, the Company has granted a
signing bonus of 200,000 common shares of free trading stock and an option to
purchase 500,000 shares of common stock at a price fixed by the terms of the
Company’s 2007 Equity Incentive Plan (see Note 6B). The options were granted
with an exercise price equal to the market price on the date of grant, thus
having no intrinsic value at the time of issue. The exercise price is $0.10 per
share, the options vested immediately, and expire 5 years from the date of
grant. The Company has estimated the fair value of these options at a weighted
average value of $0.098 per share using a volatility factor of 204.4% based upon
the historical volatility of the share price, an expected life of 5 years, a
risk-free interest rate of 4.25% and no payment of dividends. Compensation
expense of $48,997 related to this stock option was recorded in the accompanying
consolidated statement of operations.  No options have been exercised
to date; therefore there is no recognized tax benefit or liability.





Thereafter
the Executive shall receive additional options as shall be determined by the
Board of Directors.





In
addition, the Company agrees to increase the base salary of the Executive when
the following events occur:





1 -
      $10,000 per month upon the start up of each Company owned plant via direct
      ownership or joint venture agreement approved by the Board of
      Directors.





2 -
      $20,000 per month upon the start up of each Company owned tire recycling
      plant.





Consulting Agreement –
former President and CEO





The
Company entered into a consulting agreement with its former President and Chief
Executive Officer effective January 1, 2008, for a five year period ending on
December 31, 2012. On December 31, 2012 and on the last day of December of each
five year period thereafter, this agreement shall be automatically extended for
five years. The services to be rendered shall include acting as the Company’s
direct liaison with Shareholders, Brokerage firms and others generally
interested in the securities of the Company; assist management and other
consultants in the preparation of the financial data necessary to obtain
additional funding that may be required to execute the




- 27
-
 Table of Contents




Magnum
d’Or Resources Inc.


Notes
to the Consolidated Financial Statements


September
30, 2008





Company’s
business plan; solicit sub-licensees and assist the Company in locating areas in
which to build plants. The Company has agreed to pay this consultant the sum of
$10,000 per month for the duration of this agreement.





On July
1, 2008, this agreement was amended to remove the quarterly stock issuance
provision. It was replaced with a discretionary bonus provision subject to
review and approval by the Board of Directors.  Distribution of stock
incentives and bonuses are subjective but based on performance and contribution
to the Company by the Consultant.





Other Consulting
Agreements




During
the year ended September 30, 2008, the Company entered into various consulting
agreements with independent financial and business advisors, in which the
consultants were to provide strategic and business development ideas, and such
other business matters as deemed necessary by Company management.  The
terms of these agreements range from ten months to two years. Under the terms of
two of these agreements the company shall from time to time, pay to the
consultant such compensation as shall be mutually agreed to between the parties.
Under the terms of one of these agreements the Company is obligated to pay the
consultant $7,500 per month either in cash or company stock, at the discretion
of the Company. Under the terms of the agreements, the consultants received
9,129,011 shares of common stock from the Company’s 2007 Consultant Stock
Option, SAR and Stock Bonus Plan (see Note 6).  The total value of the
services was $1,912,167 which was recorded as consulting expense in the
accompanying statement of operations and comprehensive loss for the year
ended September 30, 2008.




Note
6A - Stock Bonus Plan





Effective
December 20, 2007 the Company implemented the “2007 Consultant Stock Option, SAR
and Stock Bonus Plan”(the “Plan”). The Plan
is for Independent Consultants of the Company and its
Affiliates.  Employees, Officers, and Directors of the Company are not
eligible to participate in this Plan. The plan permits the grant of stock
options, restricted stock and other stock-based awards for up to 11,000,000
shares of common stock.





Note
6B - Stock Option Plan





Effective
August 1, 2007 the Company implemented the “2007 Equity Incentive Program (the
“Plan”).  This Plan is for key Employees (including officers and
employee directors) and can also include Consultants of the Company and its
affiliates.  The plan permits the grant of stock options, restricted
stock and other stock-based awards for up to 5,000,000 shares of common
stock.  This Plan isintended to advance the
best interests of the Company, its affiliates, and its stockholders by providing
those persons who have substantial responsibility for the management and growth
of the Company and its affiliates with additional incentives and an opportunity
to obtain or increase their proprietary interest in the Company, thereby
encouraging them to continue in the employ of the Company or any of its
Affiliates.  Stock option awards are generally granted with an
exercise price equal to the fair value of the Company’s stock at the date of
grant.





The
Company issued 500,000 options to its new President and CEO in January 2008 (see
Note 5). These options represent the only options outstanding. The fair market
value of each option award is estimated on the date of grant using the
Black-Scholes option-pricing model.  Expected volatilities are based
on historical volatility of the Company’s stock.  The expected terms
represent the period of time that options granted are expected to be
outstanding.  The risk-free rates are based on U.S. Treasury
securities with similar maturities as the expected term of the options at the
time of grant. Weighted average grant date fair value is $48,997 for 2008.
Weighted average contractual term of fully vested options outstanding and
exercisable is 4.3 years.




- 28
-
 Table of Contents




Magnum
d’Or Resources Inc.


Notes
to the Consolidated Financial Statements


September
30, 2008





Note
7 – Warrants





The
following table summarizes certain information about the Company’s stock
purchase warrants (including the warrants discussed in Note 3).





Number
      of
            
            
            Weighted
      Avg.Warrants
            
            
            Exercise
      PriceWarrants
      outstanding, October 1, 2006
            
            
            —
            
            
            $
            —Warrants
      granted
            
            
            250,000
            
            
            (A)Warrants
      exercised
            
            
            —
            
            
            
            —Warrants
      expired / cancelled
            
            
            —
            
            
            
            —Warrants
      outstanding, September 30, 2007
            
            
            250,000
            
            
            $
            1.00Warrants
      granted
            
            
            1,382,000
            
            
            
            1.00Warrants
      exercised
            
            
            —
            
            
            
            —Warrants
      expired / cancelled
            
            
            (200,000
            )
            
            (A)Warrants
      outstanding, September 30, 2008
            
            
            1,432,000
            
            
            $
            1.00





At
September 30, 2008 the price of the Company’s common stock was less than the
exercise price of all the warrants, and therefore there was no intrinsic
value.





(A)
            The
      exercise price for these warrants is equal to the lower of the average
      closing price of the Common stock during the 10 consecutive trading days
      immediately preceding such warrant exercise, discounted by 50% OR
      $1.00





Note
8– Commitments and Contingencies





Licensing and distributor
agreement





On
January 21, 2008 the Company entered into a 5 year licensing and distributorship
agreement with a German company specializing in the recycling of rubber. This
agreement had designated the Company as the sole distributor for its products in
North America (United States and Canada) and China. This licensing agreement was
cancelled prior to the end of the year September 30, 2008.





License and royalty
agreement





On
December 21, 2007 the Company entered into an exclusive license agreement with a
German company specializing in the recycling of rubber. This license permitted
the Company to use certain patent and intellectual property, belonging to the
licensor, in the United States, Canada and China (also see note 2). In
consideration for this sub-license, the Company issued 200,000 shares of common
stock on December 28, 2007 valued at $20,000 (based on the closing bid price of
$0.10 on that date). The Company further agreed to make royalty payments equal
to 3% of the Company’s gross revenues derived from plant facilities utilizing
the technology being licensed. The Company, however, never utilized any of these
patents or intellectual properties in the course of its business.  Use
of these licenses, patent, and intellectual properties were terminated upon the
cancellation of the associated agreements effective September 28,
2008.





The
Company would have also been allowed to sub-license the patent and intellectual
property in which case it would pay a 30% of the royalty fee income received by
the company from such sub-licensees. The royalties due would have expired with
the last-to-expire Patent Rights on a country-by-country basis. If no Patent
Rights existed




- 29
-
 Table of Contents




Magnum
d’Or Resources Inc.


Notes
to the Consolidated Financial Statements


September
30, 2008





in a
country, royalties would have expired 10 years after the first commercial sale
in that country.





Furthermore,
the agreement called for the Company to make the following nonrefundable minimum
royalty payments which are however creditable against royalties
due:




April
      1, 2008
            50,000
      EurosApril
      1, 2009
            150,000
      EurosApril
      1, 2010 and each year thereafter
            300,000
      Euros





The
Company recorded $79,025 (50,000 Euros) of accrued royalties payable related to
the April 1, 2008 minimum royalty due. Furthermore, the date for initial payment
was amended on August 12, 2008 to begin November 1, 2008; however, these
liabilities were expunged  when the contracts were cancelled effective
September 28, 2008.  These amounts accrued  have been
reversed and credited in the fourth quarter of 2008.





The
Company signed a new patent and licensing agreement in October 2008 (see Note
10).





Legal
Proceedings





The
Company was in default under the terms of two promissory notes in the aggregate
amount of $200,000 that became due and payable on January 31, 2008 (see Note
3).





On
February 15, 2008, a civil action was filed in the County Court at Law of Dallas
County, Texas (CC-C8-1433) by Flynbybrazos, LLS, the current holder of the
promissory notes (see Note 3). The plaintiff sought payment of the principal
amount of the notes, interest and attorneys’ fees. On May 9, 2008, the court
granted a summary judgment in favor of the plaintiff for $200,000 of principal
on the notes, and $21,954 in interest. In addition, interest would continue to
accrue at 8.0% on the unpaid judgment. Legal fees awarded to plaintiff of
$5,750, plus interest at 5.25% until paid, has been recorded in accrued expenses
in the accompanying consolidated balance sheet.





The
Company made a payment of $231,947 on August 13, 2008 in full satisfaction of
the judgment of $221,954, plus additional accrued interest and legal fees of
$9,993. The Company received full release of obligations associated with the
notes and the judgment.





Note 9
-  Operating Lease





The
Company executed an agreement on September 1, 2008 to lease 98,535 square feet
of a commercial building in Magog, Canada that will be the site of its first
recycling plant (see Note 2). The term of this lease is five years, with annual
rent equal to $2.17 per square foot (approximately $213,600, or $17,803 per
month) for the first year, with annual base rent escalations of $.96 per square
foot, resulting in annual rent in the fifth year of $ 6.02 per square foot (approximately
$593,400, or $49,452 per month). The Company is also responsible for real estate
taxes, utilities and other general maintenance of the premises. Minimum future
lease payments under non-cancelable operating leases as of September 30, 2008
are payable as follows:





Year Ending
            
            AmountSeptember
      30, 2009
            
            $
            221,546September
      30, 2010
            
            
            316,494September
      30, 2011
            
            
            411,443September
      30, 2012
            
            
            506,391September
      30, 2013
            
            
            543,975$
            1,999,849





Rent
expense for the year ended September 30, 2008 was $33,523, with $16,064 in
deferred rent.




- 30
-
 Table of Contents








Magnum
d’Or Resources Inc.


Notes
to the Consolidated Financial Statements


September
30, 2008





Note 10
-  Subsequent Events





During
October 2008, the Company issued an aggregate of 52,500 shares of common stock
for consulting services valued at $28,925. The common stock was issued
in lieu of cash payments, and was valued at prices ranging from $0.53 to
$0.64 per share, based on the closing market prices on the date the Board of
Directors authorized these issuances.





On
October 10, 2008 the Company entered into an agreement with a Malaysia business
corporation to operate in partnership with the Company to own and develop
various rubber technologies and elastic compounds, and to develop further rubber
business together.





The
Company agreed to pay a fee of $475,000 plus a monthly advisory fee of $3,000 to
attain, use, and maintain access to certain rights, licenses, developments, and
patents owned by or secured by that Malaysian company.  The Company
agreed to pay future costs associated with attaining new joint venture patents
and to protect such rights.





On
October 7, 2008 the Company appointed the Vice President of Canadian Operations
to fill a vacancy on the Board of Directors.





During
November 2008, the Company issued an aggregate of 29,510,000 shares of common
stock for consulting services and bonuses valued at $4,433,500. The common stock
was issued in lieu of cash payments, and was valued at prices based on the
closing market prices on the date the Board of Directors authorized these
issuances.





During
December 2008, the Company issued an aggregate of 10,000 shares of common stock
for legal services valued at $4,500. The common stock was issued in lieu of
cash payments, and was valued at $0.45 per share, based on the closing market
prices on the date the Board of Directors authorized these
issuances.





During
January 2009, the Company issued an aggregate of 10,000 shares of common stock
for legal services valued at $4,450. The common stock was issued in lieu of cash
payments, and was valued at $0.445 per share, based on the closing market prices
on the date the Board of Directors authorized these issuances.





ITEM 9. CHANGES
IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL
DISCLOSURE




Murrell,
Hall, McIntosh & Co., PLLP, the previous independent registered public
accounting firm of Magnum d’Or Resources, Inc. (the "Company") for the fiscal
year ended September 30, 2007, resigned on May 27, 2008, from further audit
services to the Company.





During
the fiscal year ended September 30, 2007, the consolidated financial statements
of the Company did not contain any adverse opinion or a disclaimer of opinion,
nor were they qualified or modified as to any uncertainty, audit scope, or
accounting principles, but expressed a concern regarding the ability of the
Company to continue as a going concern.





For the
fiscal years ended September, 2007, there were no disagreements between the
Company and Murrell, Hall, McIntosh & Co., PLLP on any matter of accounting
principles or practice, financial statement disclosure, or auditing scope or
procedure, which disagreement(s), if not resolved to the satisfaction of
Murrell, Hall, McIntosh & Co., PLLP would have caused Murrell, Hall,
McIntosh & Co., PLLP to make reference to the subject matter of the
disagreement(s) in connection with its reports as required by Item
3.04(a)(1)(iv) of Regulation S-B.





Effective
July 21, 2008, the Company engaged and appointed Weinberg & Company, P.A. of
Boca Raton, Florida, as its principal independent certified public accountant to
audit its consolidated financial statements for its fiscal year ended September
30, 2008.




- 31
-
 Table of Contents




MAGNUM
D’OR RESOURCES, INC.


Annual
Report for the period Ended September 30, 2008





ITEM 9A(T)  CONTROLS AND PROCEDURES





MANAGEMENT’S
INTERNAL CONTROL OVER FINANCIAL REPORTING




a) Evaluation of disclosure controls
and procedures. Our management evaluated, with the participation of our
Chief Executive Officer and Chief Financial Officer, the effectiveness of our
disclosure controls and procedures as of the end of the period covered by
this Annual Report on Form 10-K. Based on this evaluation, our Chief
Executive Officer and Chief Financial Officer have concluded that our disclosure
controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under
the Securities Exchange Act of 1934 (the “Exchange Act”)) are not adequate to
ensure that information required to be disclosed by us in reports that we file
or submit under the Exchange Act is recorded, processed, summarized and reported
within the time periods specified in SEC rules and forms. These matters persist
despite our having developed and partially implemented a plan to ensure that all
information will be recorded accurately, processed effectively, summarized
promptly and reported on a timely basis. Our plan to date has involved, in part,
reallocation of responsibilities among officers, including the hiring of a new
accounting consultant who is a Certified Public Accountant. One of several
specific additional steps that the Company believes it must undertake is to
retain a consulting firm to, among other things, design and implement adequate
systems of accounting and financial statement disclosure controls during the
current fiscal year to comply with the requirements of the SEC. We believe that
the ultimate success of our plan to improve our disclosure controls and
procedures will require a combination of additional financial resources, outside
consulting services, legal advice, additional personnel, further reallocation of
responsibility among various persons, and substantial additional training of
those of our officers, personnel and others, including certain of our directors
such as our Chairman of the Board and committee chairs, who are charged with
implementing and/or carrying out our plan. It should also be noted that the
design of any system of controls and procedures is based in part upon certain
assumptions about the likelihood of future events, and there can be no assurance
that any design will succeed in achieving its stated goals under all potential
future conditions, regardless of how remote.




The
Company’s internal control over financial reporting disclosure, financial
controls, and reporting procedures are designed by, or under the supervision of,
the Company’s Chief Executive Officer and Chief Financial Officer. The Company’s
Chief Executive Officer and Chief Financial Officer is solely involved in
implementing the Company’s internal control over financial reporting disclosure,
financial controls, and reporting procedures in an effort to provide reasonable
assurance regarding the reliability of financial reporting, the preparation of
financial statements, and the structural flexibility required to effectuate such
procedures. The Company does not presently have any Board of Director members,
management, or other personnel responsible for the Company’s internal control
over financial reporting.




The
Company’s internal control over financial reporting disclosure, financial
controls, and reporting procedures are consistent with generally accepted
accounting principles, and include policies and procedures that:




(1)
            pertain
      to the maintenance of records in reasonable detail, and accurately and
      fairly reflect the transactions and dispositions of the assets of the
      Company;





(2)
            provide
      reasonable assurance that transactions are recorded as necessary to permit
      preparation of financial statements in accordance with generally accepted
      accounting principles, and that receipts and expenditures of the Company
      are being made only with the authorization of the Company’s Chief
      Executive Officer and Chief Financial Officer;
  and





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








Management’s
Report of Internal Control over Financial Reporting






- 32
-
 Table of Contents




MAGNUM
D’OR RESOURCES, INC.


Annual
Report for the period Ended September 30, 2008




Management’s
report was not subject to attestation by our registered public accounting firm
pursuant to temporary rules of the Securities and Exchange Commission that
permit us to provide only management’s report in this annual report.
Weinberg & Company, our independent registered public accounting firm, has
not issued an attestation report on the effectiveness of our internal control
over financial reporting.





Changes
in Internal Control Over Financial Reporting





There
have been no changes in the Company’s internal controls over financial reporting
during its fourth fiscal quarter that have materially affected, or are
reasonably likely to materially affect, its internal control over financial
reporting.





ITEM 9B.  OTHER INFORMATION





Not
Applicable






- 33
-
 Table of Contents




MAGNUM
D’OR RESOURCES, INC.


Annual
Report for the period Ended September 30, 2008








PART III





ITEM 10.  DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE
GOVERNANCE





Current
Management of the Company





The
following table sets forth the name, age, and position with the Company for the
only director and officer of the Company as of September 30, 2008.




Name
            
            Age
            
            PositionJoseph
      J. Glusic
            
            51
            
            Chief
      Executive Officer, President, Treasurer and
  Director








All
executive officers are elected by the Board of Directors and hold office until
the next annual meeting of stockholders, or until their successors are duly
elected and qualified.





The
following is information on the business experience of each director and
officer.







Mr.
Glusic spent the majority of his career involved in activities associated with
the production, monitoring, processing and ultimate disposal of hazardous and/or
radioactive wastes. He has been an employee of both private and public companies
and consulted to a variety of institutions that included public, private and
governmental agencies. His responsibilities have included design, operations,
management, and principal ownership of companies engaged in waste processing
activities, management consulting and waste systems design, construction and
testing. In addition, Mr. Glusic's experience has allowed him to evaluate and
develop numerous processes and technologies utilized in the handling and
processing of various types of waste streams. He has also written and developed
technical and regulatory documents supporting testing, operations, and
regulatory reporting requirements. Mr. Glusic has also been involved in the
acquisition, financing, marketing, and sale of real estate. He has a degree in
Mechanical Engineering from the University of Illinois and has attended various
academic and professional educational programs throughout his career to enhance
his technical and managerial skills. He has been licensed by several government
agencies, as required to perform tasks and projects.  Mr. Glusic
joined the Company in January 2007 as an independent Director and was appointed
to his current position of President and Chief Executive Officer effective
January 1, 2008.





Benefit
Plans





The
Company does not have any pension plan, profit sharing plan, or similar plans
for the benefit of its officers, directors or employees.  However, the
Company reserves the right to establish any such plans in the
future.





Board
of Compensation





The
Company plans to provide its non-management directors, if any, a competitive
director’ compensation package comparable to programs offered by similarly
situated corporations.





Consultants





The
Company intends to retain consultants to the extent necessary and
appropriate.  The Company will not delegate its authority and
responsibility to make management decisions to consultants or any other persons,
nor shall any consultant have any discretionary authority or the authority to
bind the Company in any material respect.




No
Audit Committee or Financial Expert





The
Company does not have an audit committee or a financial expert serving on the
Board of Directors.




Section
16(a) Beneficial Ownership Reporting Compliance




- 34
-
 Table of Contents





MAGNUM
D’OR RESOURCES, INC.


Annual
Report for the period Ended September 30, 2008





Section
16(a) of the Securities Exchange Act of 1934 requires our directors, executive
officers and persons who own more than ten percent of a registered class of our
equity securities, to file with the Securities and Exchange Commission initial
reports of ownership and reports of changes in ownership of our common stock.
The Company believes all forms required to be filed under Section 16 of the
Exchange Act have not been filed timely.





Code
of Ethics





The
Company does not have a code of ethics for principal executives and officers.
The Company’s management intends to promote honest and ethical conduct, full and
fair disclosure in our reports to the SEC, and compliance with applicable
governmental laws and regulations.





ITEM 11.  EXECUTIVE COMPENSATION





Summary
of Cash and Certain Other Compensation





The
following sets forth the compensation of the Company’s executive officers for
the fiscal years ended September 30, 2007 and September 30, 2008.








Name
      and Principal Position
            
            Fiscal
      Year
              Ended
              September
      30
            
            Salary
            
            
            Bonus
            
            
            Options
            
            
            All
      Other
              CompensationJoseph
      J. Glusic (1)
            
            2008
            
            $
            90,000
            
            
            $
            20,000
            
            
            $
            48,997
            
            
            $
            13,236President
      and Chief
            
            2007
            
            $
            0
            
            
            $
            0
            
            
            $
            0
            
            
            $
            0Executive
      OfficerChad
      A. Curtis (2)
            
            2008
            
            $
            0
            
            
            $
            0
            
            
            $
            0
            
            
            $
            0President
      and Chief
            
            2007
            
            $
            333,333
            
            
            $
            0
            
            
            $
            0
            
            
            $
            0Executive
      OfficerShaojun
      Sun (3)
            
            2008
            
            $
            0
            
            
            $
            0
            
            
            $
            0
            
            
            $
            0President
      and Chief
            
            2007
            
            $
            0
            
            
            $
            0
            
            
            $
            0
            
            
            $
            0Executive
      Officer


(1)
            Mr.
      Glusic was appointed as a director of the Company and as its Chief
      Executive Officer and President on December 31, 2007, and entered into an
      employment agreement with the
Company.





(2)
            Mr.
      Curtis became a director and the Chief Executive Officer and President of
      the Company on December 19, 2006.  He resigned as a director,
      Chief Executive Officer and President of the Company on December 31, 2007,
      but agreed to continue to serve the Company as a consultant under the
      terms of a consulting agreement.





(3)
            Mr.
      Sun resigned as a director and as its Chief Executive Officer and
      President effective December 19,
2006.





There are
no other plans, understandings, or arrangements whereby any of the Company's
officers, directors, or principal stockholders, or any of their affiliates or
associates, would receive funds, stock, or other assets in connection with the
Company's participation in a business. No advances have been made or
contemplated by the Company to any of its officers, directors, or principal
stockholders, or any of their affiliates or associates.





There is
no policy that prevents management from adopting a plan or agreement in the
future that would provide for cash or stock based compensation for services
rendered to the Company.






- 35
-
 Table of Contents





MAGNUM
D’OR RESOURCES, INC.


Annual
Report for the period Ended September 30, 2008





ITEM 12.
            SECURITY
      OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED
      STOCKHOLDER MATTERS





The
following table sets forth as of September 30, 2008, the number and percentage
of the outstanding shares of capital stock which, according to the information
supplied to the Company, were beneficially owned by (i) each person who is
currently a director of the Company, (ii) each executive officer, (iii) all
current directors and executive officers of the Company as a group, and (iv)
each person who, to the knowledge of the Company, is the beneficial owner of
more than 5% of the outstanding common stock. Except as otherwise indicated, the
persons named in the table have sole voting and dispositive power with respect
to all shares beneficially owned, subject to community property laws where
applicable.








Name and Address
            
            Common Stock
            
            Percent of ClassJoseph
      J. Glusic
            
            
            769,212
            
            
            4.77%9089
      S. Pecos Road, Suite 3400Henderson,
      NV 89074Chad
      A. Curtis
            
            
            7,352,335
            
            
            45.62%595
      Stewart AveGarden
      City, NY  11530Cede
      & Co.
            
            
            6,706,261
            
            
            41.61%P.O.
      Box 222Bowling
      Green StationNew
      York, NY 10274All
      executive officers anddirectors
      as a group
            
            
            466,212
            
            
            4.77%





Stock
Benefit Plan





Effective
August 1, 2007, the Company implemented its 2007 Equity Incentive Plan (the
“Plan”).  The Plan is for key employees (including officers and
employee directors) and consultants of the Company and its
affiliates.  The Plan permits the grant of stock options, common stock
and other stock-based awards to employees and directors for up to 5,000,000
shares of common stock.  Stock option awards are generally granted
with an exercise price equal to the fair value of the Company’s stock at the
date of grant.  The Company issued 500,000 stock options under the
Plan during the year ended September 30, 2008 to its President and Chief
Executive Officer.  There were no other options issued during this
period.







The stock transfer agent of the Company
is Holladay Stock Transfer, Inc., 2939 N. 67thPlace, Scottsdale, AZ 85251; telephone
number (480) 481-3940.








- 36
-
 Table of Contents


MAGNUM
D’OR RESOURCES, INC.


Annual
Report for the period Ended September 30, 2008





ITEM 13.
            CERTAIN
      RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR
      INDEPENDENCE





During
the fiscal year ending September 30, 2008 the current President and Chief
Executive Officer, Joseph J. Glusic, received 466,212 shares of the common stock
of the Company for compensation, representing 2.6% of the issued and outstanding
common stock of the Company as of September 30, 2008.





Former
President and Chief Executive Officer and current consultant to the Company,
Chad A. Curtis, received 7,352,335 shares of the common stock of the Company for
consulting fees in lieu of cash compensation and expenses incurred on behalf of
the Company which represented approximately 40.6% of the issued and outstanding
common stock of the Company as of September 30, 2008.





ITEM 14.  PRINCIPAL ACCOUNTANT FEES AND
SERVICES





The
following table presents fees billed for professional audit services rendered by
Murrell, Hall, McIntosh & Co., PLLP and Weinberg & Company, P.A. during
the last two fiscal years ended September 30, 2008 and 2007:




Type of Fee
            
            Murrell,
      Hall, McIntosh & Co., PLLP
              (Predecessor
      Accountant)
              FYE 9/30/07
            
            
            Murrell,
      Hall, McIntosh & Co., PLLP
              (Predecessor
      Accountant)
              FYE 9/30/08
            
            
            Weinberg
      & Company, P.A.
              (Successor
      Accountant, effective July 21, 2008)
              FYE
      9/30/08Audit
      Fees
            
            $
            25,322
            
            
            $
            5,000
            
            
            $
            14,998Audit
      Related Fees
            
            $
            0
            
            
            $
            0
            
            
            $
            0Tax
      Fees
            
            $
            0
            
            
            $
            0
            
            
            $
            0All
      Other Fees
            
            $
            0
            
            
            $
            0
            
            
            $
            0Total
            
            $
            25,322
            
            
            $
            5,000
            
            
            $
            14,998





Audit Fees:Fees for the audit of
our annual financial statements included in our report on Form 10-K, and reviews
of our quarterly financial statements included in our reports on Form 10-Q.
Total fees for the audit of our September 30, 2008 financial statements,
and not included in the fees billed as of September 30, 2008 are projected to be
approximately $35,000.





Audit Related Fees:Fees for other
audit related services including other SEC filings, comfort letters and
consents.





Tax Fees:Fees for
preparation and review of tax returns and tax consultations.





All Other Fees:The Company did
not engage Murrell, Hall, McIntosh or Weinberg & Company, P.A. to perform
any other services other than those listed separately above for the fiscal years
indicated.





- 37
-
 Table of Contents


MAGNUM
D’OR RESOURCES, INC.


Annual
Report for the period Ended September 30, 2008





PART IV





ITEM 15.  EXHIBITS




A.  INDEX
TO EXHIBITS





Exhibit
No.





(3)(i)
            Articles
      of Incorporation of the Company are incorporated herein by reference to
      the Form S-1 registration statement of the Company filed on December 31,
      1999 under its previous corporate name,
    Progolftournaments.com





(3)(ii)
            Certificate
      of Amendment to Articles of Incorporation of the Company is incorporated
      herein by reference to the Form 8-K current report of the Company filed
      April 6, 2001





(3)(iii)
            Certificate
      of Amendment to Articles of Incorporation of the Company is incorporated
      herein by reference to the Form 8-K current report of the Company filed
      October 18, 2002





(3)(iv)
            Certificate
      of Amendment to Articled of Incorporation of the Company is incorporated
      herein by reference to the Form 8-K current report of the Company filed
      October 27, 2003





(3)(v)
            ByLaws
      of the Company are incorporated herein by reference to the second exhibit
      to the Form S-1 registration statement on December 31,
  1999





10.1
            Exclusive
      License Agreement with Spreelast A.G. is hereby incorporated herein by
      reference to Exhibit 99.1 of the Company’s Form 8-K dated December 31,
      2007.





10.2
            2007
      Consultant Stock Option, SAR and Stock Bonus Plan is hereby incorporated
      herein by reference to Exhibit 10 of the Company’s Form 8-K dated December
      28, 2007.





10.3
            Exclusive
      License Agreement with Spreelast A.G. is hereby incorporated herein by
      reference to Exhibit 99.1 of the Company’s Form 8-K dated December 31,
      2007.





10.4
            2007
      Consultant Stock Option, SAR and Stock Bonus Plan is hereby incorporated
      herein by reference to Exhibit 10 of the Company’s Form 8-K dated December
      28, 2007.





10.5
            Exclusive
      License Agreement with Spreelast A.G. is hereby incorporated herein by
      reference to Exhibit 99.1 of the Company’s Form 8-K dated January 2,
      2008.





10.6
            2007
      Consultant Stock Option, SAR and Stock Bonus Plan is hereby incorporated
      herein by reference to Exhibit 10 of the Company’s Form S-8 Registration
      Statement dated December 28, 2007.





10.7
            Agreement
      for the Provision of Rubber Nuggets Products with National Sales and
      Supply (NSS, LLC) dated July 8, 2008 is hereby incorporated herein by
      reference to Exhibit 10.3 of the Company’s Form 10-QSB for the three month
      period ended June 30, 2008.





10.8
            Lease
      Agreement of Magog recycling plant in Ontario, Canada, is hereby
      incorporated herein by reference to Exhibit 10.4 of the Company’s Form
      10-QSB for the three month period ended June 30,
  2008.





10.9
            Agreement
      to purchase equipment for Magog recycling plant is hereby incorporated
      herein by reference to Exhibit 10.5 of the Company’s Form 10-QSB for the
      three month period ended June 30, 2008.31
            Certification
      of the Chief Executive Officer and Chief Financial Officer pursuant to
      Section 302 of the Sarbanes-Oxley Act of 2002.32
            Certification
      of the Chief Executive Officer and Chief Financial Officer pursuant to
      U.S.C. Section 1350 as adopted pursuant to Section 906 of the
      Sarbanes-Oxley Act of 2002.




- 38
-
 Table of Contents


SIGNATURES





In
accordance with the requirements of the Exchange Act, the registrant caused this
report to be signed on its behalf by the undersigned, hereunto duly
authorized.





MAGNUM
D'OR RESOURCES, INC.




Dated:
      February 12, 2009
            
            
            /s/ 
      Joseph J. GlusicJoseph
      J. Glusic, Chief Executive Officer,
              President,
      Treasurer, Principal Accounting and Financial
              Officer,
      and Director