##### 



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 WASHINGTON, D.C. 20549
 FORM 10-K
 þ
    
    ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the Fiscal Year Ended December 31, 2007
 OR
 o
    
    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 COMMISSION FILE NO. 000-28107
 GILLA INC..
  Nevada
(State or Other Jurisdiction of Incorporation or Organization)
    
    88-0335710
(I.R.S. Employer Identification Number)112 North Currey Street, Carson City, NV
(Address of Principal Executive Offices)
    
    89703
(Zip Code)
 (416) 884-8807
  Common Shares, Preferred Shares
   o þ
  þ o
 o þ
 o
  Large accelerated filer o
    
    Accelerated filer o
    
    Non-accelerated filer o
    
    Smaller reporting company þ(Do not check if a smaller reporting company)
 þ o
 The aggregate market value of the voting common stock held by non-affiliates of the Registrant on
June 30, 2007, was approximately $3,471,301.10, based on the average bid and asked prices on such
date of $1.10. The registrant does not have any non-voting equities




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##### 



TABLE OF CONTENTS
FORM 10-K
FOR FISCAL YEAR ENDED DECEMBER 31, 2007
 Part IITEM 1
    
    BusinessITEM 2.
    
    PropertiesITEM 3.
    
    Legal ProceedingsITEM 4.
    
    Submission of Matters to a Vote of Security HoldersPart IIITEM 5.
    
    Market for Registrants Common Equity and Related Stockholders MattersITEM 6.
    
    Selected Financial DataITEM 7.
    
    Managements Discussion and Analysis of Financial Condition and Results of OperationITEM 8 .
    
    Financial Statements and Supplementary DataITEM 9.
    
    Changes In and Disagreements with Accountants on Accounting and Financial DisclosureITEM 9A.
    
    Controls and ProceduresPart IIIITEM 10.
    
    Directors, Executive Officers, Promoters and Control Persons; Compliance with Section 16(a) of the Exchange ActITEM 11.
    
    Executive CompensationITEM 12.
    
    Security Ownership of Certain Beneficial Owners and ManagementITEM 13.
    
    Certain Relationships and Related TransactionsITEM 14.
    
    Principal Accountants Fee and ServicesPart IVITEM 15.
    
    Exhibits and Reports on Form 8KSignaturesExhibits




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##### 



Forward-Looking Statements
  PART I
 ITEM 1. BUSINESS
 Business Development
   Business of Issuer
    MANAGEMENT RISKS




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##### 



SECURITIES MARKET AND STOCK OWNERSHIP RISKS
    GEOLOGIC UNCERTAINTY AND INHERENT VARIABILITY




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##### 



GOLD EXPLORATION IS HIGHLY SPECULATIVE, INVOLVES SUBSTANTIAL EXPENDITURES, AND IS FREQUENTLY
NON-PRODUCTIVE
    THE PRICE OF GOLD AND OTHER MINERALS ARE HIGHLY VOLATILE AND A DECREASE IN THE PRICE OF GOLD AND
OTHER MINERALS CAN HAVE A MATERIAL ADVERSE EFFECT ON OUR BUSINESS
  FUEL PRICE VARIABILITY
  VARIATIONS IN MINING AND PROCESSING PARAMETERS




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##### 



CHANGES IN ENVIRONMENTAL AND MINING LAWS AND REGULATIONS
   REPORTS TO SECURITIES HOLDERS
    ITEM 2. PROPERTIES
     ITEM 3. LEGAL PROCEEDINGS
  Mark B.
Aronson




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##### 



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




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##### 



PART II
 ITEM 5. MARKET FOR REGISTRANTS COMMON EQUITY AND RELATED STOCKHOLDER MATTERS
  YEAR 2007
    
    HIGH
    
    LOWFirst Quarter
    
    $
    2.75
    
    
    $
    1.00Second Quarter
    
    $
    2.25
    
    
    $
    1.00Third Quarter
    
    $
    2.00
    
    
    $
    1.10Fourth Quarter
    
    $
    1.35
    
    
    $
    0.58
  DIVIDENDS
  RECENT SALES OF UNREGISTERED SECURITIES




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##### 



ITEM 6. Selected Financial Data.
 Earnings per share for each of the fiscal years shown below are based on the weighted average
number of shares outstanding.
 Years ended December 31,2007
    
    2006
    
    2005Revenues
    
    
    
    
    
    
    
    
    
    
    Net Loss
    
    $
    (562,475
    )
    
    $
    (415,270
    )
    
    $
    (213,799
    )Earning Loss Per
Share
    
    $
    (0.10
    )
    
    $
    (0.07
    )
    
    $
    (0.04
    )Total assets
    
    $
    724,112
    
    
    $
    1,447,206
    
    
    $
    173,097Total liabilities
    
    $
    10,889
    
    
    $
    194,008
    
    
    $
    859,804
 ITEM 7. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND REULTS OF OPERATION
  st




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##### 



CERTAIN BUSINESS RISK FACTORS
  WE HAVE A LIMITED OPERATING HISTORY WITH SIGNIFICANT LOSSES AND EXPECT LOSSES TO CONTINUE FOR THE
FORESEEABLE FUTURE
 We have yet to establish any history of profitable operations.
  THERE IS SUBSTANTIAL DOUBT ABOUT OUR ABILITY TO CONTINUE AS A GOING CONCERN DUE TO SIGNIFICANT
RECURRING LOSSES FROM OPERATIONS, ACCUMULATED DEFICIT AND WORKING CAPITAL DEFICIT ALL OF WHICH
MEANS THAT WE MAY NOT BE ABLE TO CONTINUE OPERATIONS UNLESS WE OBTAIN ADDITIONAL FUNDING.




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##### 



ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
 
   Table of Contents
 Report of Independent Registered Public Accounting Firm
    
    F-2Balance Sheets
    
    F-3Statements of Operations
    
    F-4Statements of Changes in Shareholders Deficit
    
    F-5Statements of Cash Flows
    
    F-6Notes to the Financial Statements
    
    F-7  F-20




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##### 



/s/
 
 F-2




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##### 



GILLA, INC.
(formerly OSPREY GOLD CORP.)
(AN EXPLORATION STAGE COMPANY)
 CONSOLIDATED BALANCE SHEET
 December 31,
    
    
    December 31,2007
    
    
    2006ASSETSCURRENT ASSETSCash
    
    $
    670,142
    
    
    $
    335,594Other receivable
    
    
    3,970
    
    
    
    2,999TOTAL CURRENT ASSETS
    
    
    674,112
    
    
    
    338,593NON CURRENT ASSETSRestricted cash
    
    
    
    
    
    
    1,058,613Mining camp
    
    
    50,000
    
    
    
    50,000TOTAL ASSETS
    
    $
    724,112
    
    
    $
    1,447,206LIABILITIES AND SHAREHOLDERS DEFICITCURRENT LIABILITIESAccounts payable
    
    $
    6,731
    
    
    $
    138,311Accrued expenses
    
    
    4,158
    
    
    
    55,697TOTAL LIABILITIES
    
    
    10,889
    
    
    
    194,008Commitments and ContingenciesSHAREHOLDERS DEFICITCommon stock, .0002 par value, 300,000,000 shares authorized;
5,676,069 and 5,646,069 shares issued and outstanding, respectively
    
    
    1,135
    
    
    
    1,129Additional paid in capital
    
    
    11,237,285
    
    
    
    11,214,791Accumulated deficit
    
    
    (10,525,197
    )
    
    
    (9,962,722
    )TOTAL SHAREHOLDERS DEFICIT
    
    
    713,223
    
    
    
    1,253,198TOTAL LIABILITIES AND SHAREHOLDERS DEFICIT
    
    $
    724,112
    
    
    $
    1,447,206
  F-3




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##### 



GILLA, INC.
(formerly OSPREY GOLD CORP.)
(AN EXPLORATION STAGE COMPANY)
 CONSOLIDATED STATEMENTS OF OPERATIONS
 March 28, 1995For the Year Ended
    
    
    For the Period FromDecember 31,
    
    
    (Inception) to2007
    
    
    2006
    
    
    December 31, 2007REVENUES
    
    $
    
    
    
    $
    
    
    
    $
    TOTAL REVENUES
    
    
    
    
    
    
    
    
    
    
    EXPENSES:Exploration cost
    
    
    31,481
    
    
    
    34,359
    
    
    
    1,615,472General and administrative
    
    
    718,816
    
    
    
    3,131,738
    
    
    
    13,023,044TOTAL OPERATING EXPENSES
    
    
    750,297
    
    
    
    3,166,097
    
    
    
    14,638,516NET LOSS FROM OPERATIONS
    
    
    (750,297
    )
    
    
    (3,166,097
    )
    
    
    (14,638,516
    )OTHER INCOME (EXPENSES)Interest income
    
    
    31,904
    
    
    
    8,613
    
    
    
    40,517Interest expense
    
    
    (3,277
    )
    
    
    
    
    
    
    (3,277
    )Gain on sale of mining properties
    
    
    
    
    
    
    2,100,000
    
    
    
    2,100,000Gain (loss) on foreign exchange rate transactions
    
    
    (8,358
    )
    
    
    4,763
    
    
    
    151,088Gain of forgiveness of debt
    
    
    167,553
    
    
    
    637,451
    
    
    
    1,824,991TOTAL OTHER EXPENSES
    
    
    187,822
    
    
    
    2,750,827
    
    
    
    4,113,319NET LOSS
    
    $
    (562,475
    )
    
    $
    (415,270
    )
    
    $
    (10,525,197
    )WEIGHTED AVERAGE NUMBER OF SHARES
OUTSTANIDING - BASIC AND DILUTED
    
    
    5,646,316
    
    
    
    5,548,691
    
    
    
    3,658,349EARNINGS
(LOSS) PER COMMON SHARES 
BASIC AND DILUTED
    
    $
    (0.10
    )
    
    $
    (0.07
    )
    
    $
    (2.88
    )
  F-4




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##### 



GILLA, INC.
(formerly OSPREY GOLD CORP.)
(AN EXPLORATION STAGE COMPANY)
 Common Stock
    
    
    Additional
    
    
    AccumulatedShares
    
    
    Amount
    
    
    Paid In Capital
    
    
    Deficit
    
    
    TotalBalance  December 31, 2002
    
    
    10,882
    
    
    $
    2
    
    
    $
    306,403
    
    
    $
    (700,132
    )
    
    $
    (393,727
    )Issuance of common stock for mining claims  related party
    
    
    620,000
    
    
    
    124
    
    
    
    6,076
    
    
    
    
    
    
    
    6,200Issuance of common stock for consulting services
    
    
    120,000
    
    
    
    24
    
    
    
    399,976
    
    
    
    
    
    
    
    400,000Issuance of common stock for directors fees
    
    
    10,000
    
    
    
    2
    
    
    
    309,998
    
    
    
    
    
    
    
    310,000Fair market value of options granted
    
    
    
    
    
    
    
    
    
    
    465,000
    
    
    
    
    
    
    
    465,000Purchase of camp
    
    
    40,000
    
    
    
    8
    
    
    
    49,992
    
    
    
    
    
    
    
    50,000Net loss
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (915,574
    )
    
    
    (915,574
    )Balance December 31, 2003
    
    
    800,882
    
    
    $
    160
    
    
    $
    1,537,445
    
    
    $
    (1,615,706
    )
    
    $
    (78,101
    )Issuance of common stock for mining claims  related party
    
    
    2,016,800
    
    
    
    404
    
    
    
    19,764
    
    
    
    
    
    
    
    20,168Issuance of common stock for mining claims
    
    
    11,000
    
    
    
    2
    
    
    
    176,998
    
    
    
    
    
    
    
    177,000Issuance of common stock for directors fees
    
    
    6,000
    
    
    
    1
    
    
    
    41,999
    
    
    
    
    
    
    
    42,000Issuance of common stock for consulting fees
    
    
    463,813
    
    
    
    93
    
    
    
    4,430,167
    
    
    
    
    
    
    
    4,430,260Issuance of common stock for management fees
    
    
    80,000
    
    
    
    16
    
    
    
    527,984
    
    
    
    
    
    
    
    528,000Issuance of common stock for financing fees
    
    
    4,000
    
    
    
    1
    
    
    
    23,999
    
    
    
    
    
    
    
    24,000Issuance of common stock for cancellation of letter of
intent and services
    
    
    310,000
    
    
    
    62
    
    
    
    324,938
    
    
    
    
    
    
    
    325,000Sale of common stock
    
    
    215,600
    
    
    
    43
    
    
    
    1,208,261
    
    
    
    
    
    
    
    1,208,304Capital contribution
    
    
    
    
    
    
    
    
    
    
    68,408
    
    
    
    
    
    
    
    68,408Net loss
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (7,717,947
    )
    
    
    (7,717,947
    )Balance December 31, 2004
    
    
    3,908,095
    
    
    $
    782
    
    
    $
    8,359,963
    
    
    $
    (9,333,653
    )
    
    $
    (972,908
    )Sale of common stock
    
    
    2,000,000
    
    
    
    400
    
    
    
    499,600
    
    
    
    
    
    
    
    500,000Net loss
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (213,799
    )
    
    
    (213,799
    )Balance December 31, 2005
    
    
    5,908,095
    
    
    $
    1,182
    
    
    $
    8,859,563
    
    
    $
    (9,547,452
    )
    
    $
    (686,707
    )Cancellation of common stock
    
    
    (1,223,000
    )
    
    
    (245
    )
    
    
    245
    
    
    
    
    
    
    
    Issuance of common stock for consulting fees
    
    
    700,000
    
    
    
    140
    
    
    
    1,574,860
    
    
    
    
    
    
    
    1,575,000Issuance of common stock for services rendered
    
    
    33,802
    
    
    
    7
    
    
    
    43,500
    
    
    
    
    
    
    
    43,507Issuance of common stock for directors fees
    
    
    10,000
    
    
    
    2
    
    
    
    32,498
    
    
    
    
    
    
    
    32,500Issuance of common stock for satisfaction of debt
    
    
    6,567
    
    
    
    1
    
    
    
    19,699
    
    
    
    
    
    
    
    19,700Issuance of common stock for salary
    
    
    210,605
    
    
    
    42
    
    
    
    684,426
    
    
    
    
    
    
    
    684,468Net loss
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (415,270
    )
    
    
    (415,270
    )Balance December 31, 2006
    
    
    5,646,069
    
    
    $
    1,129
    
    
    $
    11,214,791
    
    
    $
    (9,962,722
    )
    
    $
    1,253,198Issuance of common stock for directors fees
    
    
    30,000
    
    
    
    6
    
    
    
    22,494
    
    
    
    
    
    
    
    22,500Net loss
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (562,475
    )
    
    
    (562,475
    )Balance December 31, 2007
    
    
    5,676,069
    
    
    $
    1,135
    
    
    $
    11,237,285
    
    
    $
    (10,525,197
    )
    
    $
    713,223
  F-5




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##### 



GILLA, INC.
(formerly OSPREY GOLD CORP.)
(AN EXPLORATION STAGE COMPANY)
 CONSOLIDATED STATEMENTS OF CHANGES IN CASH FLOWS
 For the Period FromFor the Year Ended
    
    
    March 28, 1995December 31
    
    
    (Inception) to2007
    
    
    2006
    
    
    December 31, 2007CASH FLOW FROM OPERATING ACTIVITIESNet (loss) from operations
    
    $
    (562,475
    )
    
    $
    (415,270
    )
    
    $
    (10,525,197
    )Adjustment to reconcile net income (loss) to net cash
used in operating activities:Stock compensation
    
    
    22,500
    
    
    
    2,355,175
    
    
    
    9,105,303(Increase) decrease in assets:Other receivable
    
    
    (971
    )
    
    
    (2,999
    )
    
    
    (3,970
    )Increase(decrease) in current liabilitiesAccounts payable
    
    
    (131,580
    )
    
    
    (685,716
    )
    
    
    381,546Accrued expenses
    
    
    (51,539
    )
    
    
    19,920
    
    
    
    4,156Net cash provided by (used in) operating activities
    
    
    (724,065
    )
    
    
    1,271,110
    
    
    
    (1,038,162
    )CASH FLOW FROM FINANCING ACTIVITIESSale of common stock
    
    
    
    
    
    
    
    
    
    
    1,708,304Net cash provided by financing activities
    
    
    
    
    
    
    
    
    
    
    1,708,304CASH FLOW FROM INVESTING ACTIVITIESRestricted cash
    
    
    1,058,613
    
    
    
    (1,058,613
    )
    
    
    Net cash used in investing activities
    
    
    1,058,613
    
    
    
    (1,058,613
    )
    
    
    Net Increase (decrease) in cash
    
    
    334,548
    
    
    
    212,497
    
    
    
    670,142Cash and cash equivalents at beginning of period
    
    
    335,594
    
    
    
    123,097
    
    
    
    Cash and cash equivalents at end of period
    
    $
    670,142
    
    
    $
    335,594
    
    
    $
    670,142Supplemental Disclosure of Cash Flow Information:Cash paid for:Interest
    
    
    
    
    
    
    
    
    
    
    Taxes
    
    
    
    
    
    
    
    
    
    
    
  F-6




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##### 



NOTE 1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
 ORGANIZATION AND DESCRIPTION OF BUSINESS
   NOTE 1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
 Principles of Consolidation
  Basis of Accounting
  Going Concern
  Cash Equivalents
  Use of Estimates
 F-7




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##### 



Earnings per share
  NOTE 1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
 Mining Properties and Deferred Expenditures
     Foreign Currency Translation
  F-8




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##### 



Concentration of Credit Risk
  NOTE 1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
 Income Taxes
   Fair Value of Financial Instruments
  Stock Based Compensation
   F-9




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##### 



NOTE 1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
 Impairment or Disposal of Long-Lived Assets
   NOTE 2 RECENT ACCOUNTING PRONOUNCEMENTS
 Accounting for Uncertainty in Income Taxes
 Fair Value Measurement, Partial
Deferral of the Effective Date of Statement 157
 F-10




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##### 



The Fair Value Option for Financial Assets and Financial
Liabilities  Including an Amendment of FASB Statement No. 115 Accounting for Certain Investments in Debt and Equity Securities,
  NOTE 2 RECENT ACCOUNTING PRONOUNCEMENTS (continued)
 Business Combinations Business Combinations.
 F-11




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##### 



NOTE 3 MINING CAMP
 th
 NOTE 4 RELATED PARTY
  NOTE 5 EQUITY
   2003-Stock issued for mining claims-related party
 F-12




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##### 



2003-Stock issued for consulting services
  NOTE 5 EQUITY (continued)
 2003-Stock issued for directors fees
  2003-Stock issued for purchase of camp
 th
 2004-Stock issued for mining claims-related party
 th
 F-13




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##### 



NOTE 5 EQUITY (continued)
 2004-Stock issued for mining claims
    2004-Stock issued for directors fees
  2004-Stock issued for consulting services
    F-14




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##### 



2004-Stock issued for management fees
  NOTE 5 EQUITY (continued)
 2004-Stock issued for financing fees
  2004-Stock issued for cancellation of letter of intent and services
  2004-Sale of common stock
     2004- Capital contribution
  2005-Sale of common stock
  F-15




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##### 



NOTE 5 EQUITY (continued)
 2006-Cancellation of common stock
 th
 2006  Stock issued for consulting services
  2006  Common stock issued for services rendered
  2006  Common stock issued for directors fees
  2006  Common stock issued for satisfaction of debt
  2006  Common stock issued for salary
  NOTE 5 EQUITY (continued)
 2007  Reverse stock split
  F-16




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##### 



2007-Issuance of common stock for directors fees
  NOTE 6 EARNINGS PER SHARE
 
 Income
    
    
    Shares
    
    
    Per-share(Numerator)
    
    
    (Denominator)
    
    
    AmountIncome from continuing
operations
    
    $
    (562,475
    )Less preferred stock
dividends
    
    
    Income available to common
stockholders  Basic
earnings per share
    
    
    (562,475
    )
    
    
    5,646,316
    
    
    $
    (0.10
    )Effect of dilutive securities
no dilutive securities
    
    
    
    
    
    
    
    
    
    
    Income available to common
stockholders  Diluted
earnings per share
    
    $
    (562,475
    )
    
    $
    5,646,316
    
    
    $
    (0.10
    )
 F-17




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##### 



NOTE 7 BUSINESS COMBINATION
    NOTE 8 INCOME TAXES
    December 31,2007
    
    
    2006Computed expected tax benefit
    
    $
    (213,741
    )
    
    $
    (157,803
    )Benefit of operating loss carryforwards
    
    
    
    
    
    
    Valuation allowance
    
    
    213,741
    
    
    
    157,803Net tax benefit
    
    $
    
    
    
    $
    
 F-18




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##### 



December 31, 2007Deferred Tax AssetsCurrent Deferred Tax Assets
    
    $
    Net operating loss carryforward
    
    
    3,999,575Total gross deferred Tax Assets
Less valuation allowance
    
    $
    (3,999,575
    )Net deferred tax assets
    
    $
    
  NOTE 9 SUBSEQUENT EVENTS
 th th th
    F-19




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##### 



ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING FINANCIAL
DISCLOSURE
 =
  ITEM 9A. CONTROLS AND PROCEDURES




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##### 



Internal Control  Integrated Framework
 ITEM 9B OTHER ITEMS




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##### 



PART III
 ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS; COMPLIANCE WITH SECTION
16(A) OF THE EXCHANGE ACT
 A) IDENTIFY DIRECTORS AND EXECUTIVE OFFICERS
 NAME
    
    AGE
    
    POSITIONGeorges Benarroch
    
    
    61
    
    
    President/Chief Financial Officer/DirectorLinda Kent
    
    
    52
    
    
    Corporate Secretary & Treasurer DirectorJean Jacques Treyvaud
    
    
    69
    
    
    Director




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##### 



B) IDENTIFY SIGNIFICANT EMPLOYEES
  C) FAMILY RELATIONSHIPS
  D) INVOLVEMENT IN CERTAIN LEGAL PROCEEDINGS
  E) AUDIT COMMITTEE
   ITEM 11. EXECUTIVE COMPENSATION
 SUMMARY COMPENSATION TABLE
 = =
 Salary
    
    Restricted Stock
    
    All Other Compensation2007
    
    In CDN Funds
    
    (4&5)
    
    In CDN FundsGeorges Benarroch (1)
    
    $
    80,000
    
    
    
    10,000
    
    
    
    Linda Kent
    
    $
    65,000
    
    
    
    10,000
    
    
    
    Jeans Jacques
Treyvaud
    
    
    
    
    
    
    10,000
    
    
    
    




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OPTIONS/SAR GRANTS TABLE
   COMPENSATION OF DIRECTORS
     EMPLOYMENT CONTRACTS
  REPORT ON REPRICING OF OPTIONS/SARS
  ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
 A) SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS
 =
 Title of Class
    
    Name of Beneficial Owner
    
    Common Shares
    
    Percentage of ClassCommon
    
    Credifinance Capital Corp. (2)
    
    1,549,752
    
    27%Common
    
    Finance Research & Development (FRD) Trust (3)
    
    1,185,764
    
    21%
 
 (1)
    
    Credifinance Capital Corp. is a privately held Delaware corporation. Georges Benarroch is the President & Chief Financial Officer of Credifinance Corp.(2)
    
    Finance Research & Development (FRD) Trust owns all of the outstanding shares of Credifinance Capital Corp.




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##### 



B) SECURITY OWNERSHIP OF MANAGEMENT
 Title of Class
    
    Name of Beneficial Owner
    
    Common Shares
    
    Percentage of ClassCommon
    
    Linda Kent/Corporate Secretary Treasurer Director
    
    487,100
    
    8%Common
    
    Georges Benarroch (1)
    
    2,030,852
    
    36%
 
 (1)
    
    Credifinance Capital Corp. is a privately held Delaware corporation. Georges Benarroch is the President & Chief Financial Officer of Credifinance Corp. ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
 (A) CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
  (B) TRANSACTIONS WITH PROMOTERS
      ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES




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##### 



(1) Audit Fees
  (2) Audit Related Fees
  (3) Tax Fees
   (4) All Other Fees
  ITEM 15. EXHIBITS AND REPORTS ON FORM 8-K
 Date
    
    Item(s)2006-01-19
    
    5.022006-02-08
    
    8.01, 9.012006-10-05
    
    2.01, 5.02, 8.01, 9.12006-12-29
    
    3.022007-02-01
    
    3.012007-03-
 (A) LISTING OF EXHIBITS
 EXHIBIT NUMBER
    
    DESCRIPTION3(i)(a)
    
    *Articles of Incorporation of Osprey Gold Corp.3(i)(b)
    
    *Articles of Amendment changing name to Osprey Gold Corp.3(ii)
    
    *Bylaws of Osprey Gold Corp.31.1
    
    Section 302 Certification32.1
    
    Certification pursuant to 18 U.S.C. Section 1350 as adopted
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
 
 *
    
    Incorporated by reference filed as form 10SB




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##### 



(B) CODE OF ETHICS




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##### 



SIGNATURES
  GILLA INC.
(FORMERLY INCITATIONS)By:
    /s/  Georges BenarrochGeorges Benarroch, President & Chief Financial Officer  Name
    
    Title
    
    Date/s/ Georges Benarroch
    
    President
Chief Financial Officer
Director
    
    March 15, 2008