U.S.
      SECURITIES AND EXCHANGE COMMISSION


WASHINGTON,
      D.C.  20549





FORM
      10-KSB


_____________________________________________________________________________________




[
        X ]     Annual Report under Section 13 or 15(d) of the
        Securities Exchange Act of 1934
 
 For
        the
        fiscal year ended December 31, 2007
 
 [    ]     Transition
        Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of
        1934







Commission
                file number 0-19620





America
                  West Resources, Inc.


(Exact
        name of small business issuer as specified in its charter)


Nevada
                  84-1152135(State
                      or other jurisdiction of incorporation or organization)
                  (IRS
                      Employer Identification No.)57
                      West 200 South, Suite 400, Salt Lake City, UT
                  84101(Address
                      of principal executive offices)
                  (Zip
                      Code)
  Registrant’s
            telephone number, including area code:    (801)
            521-3292


Former
                Name:    Reddi
                Brake Supply
                Corporation





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





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





Check
      whether the Issuer is not required to file reports pursuant to Section 13 or
      15(d) of the Exchange Act.  o





Check
      whether the Issuer (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





Check
      if
      there is no disclosure of delinquent filers in response to Item 405 of
      Regulation S-B contained in this form, and no disclosure will be contained,
      to
      the best of registrant's knowledge, in definitive proxy or information
      statements incorporated by reference in Part III of this Form 10-KSB or any
      amendment to this Form 10-KSB. o





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





The
      aggregate market value of the voting stock held by non-affiliates of the
      registrant, based on the closing price of the common stock on the OTC Electronic
      Bulletin Board on April14,2008
      was
      $5,639,329.





As
      of
      April 14, 2008, the registrant had 100,234,928 shares of common stock
      outstanding.














America
        West Resources, Inc.
 
 Table
        of Contents
 
 Page
                  No.Part
                  I
              Item
                  1.
              Description
                  of
                  Business
              2Item
                  2.
              Description
                  of
                  Property
              11Item
                  3.
              Legal
                  Proceedings
              17Item
                  4.
              Submission
                  of Matters to a Vote of Security
                  Holders
              18Part
                  II
              Item
                  5.
              Market
                  for Common Equity and Related Shareholder
                  Matters
              18Item
                  6.
              Management’s
                  Discussion and Analysis and Results of Operations and Financial
                  Condition
              20Item
                  7.
              Financial
                  Statements
              20Item
                  8.
              Changes
                  in and Disagreements with Accountants on Accounting and Financial
                  Disclosure
              20Item
                  8A.
              Controls
                  and
                  Procedures
              20Item
                  8B.
              Other
                  Information
              21Part
                  III
              Item
                  9.
              Directors,
                  Executive Officers, Promoters and Control Persons; Compliance with
                  Section
                  16(a) of the Exchange Act
              21Item
                  10.
              Executive
                  Compensation
              24Item
                  11.
              Security
                  Ownership of Certain Beneficial Owners and Management
              26Item
                  12.
              Certain
                  Relationships and Related
                  Transactions
              27Item
                  13.
              Exhibits
              28Item
                  14.
              Principal
                  Accountant’s Fees and
                  Services
              29





PART
      I





Industry
      and Market Data





The
      industry and market data presented in this Annual Report are estimates and
      are
      based upon third-party data and our own internal estimates. While we believe
      this data is reasonable, in some cases our data is based on our or others’
estimates and cannot be verified by us. Accordingly, prospective investors
      are
      cautioned not to place undue reliance on the industry and market data included
      in this Annual Report.





Special
      Note Regarding Forward-Looking Statements





This
      Annual Report contains forward-looking statements.  These statements
      relate to future events or future financial performance and involve known and
      unknown risks, uncertainties and other factors that may cause the Company’s or
      its industry’s actual results, levels of activity, performance or achievements
      to be materially different from any future results, levels of activity,
      performance or achievements expressed or implied by the forward-looking
      statements.





In
      some cases, you can identify
      forward-looking statements by terminology such as “may,” “will,” “should,”
“expects,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,”
“potential,” or the negative of these terms or other comparable
      terminology.  These statements are only predictions.  Actual
      events or results may differ materially.





Although
      the Company believes that the
      expectations reflected in the forward-looking statements are reasonable, the
      Company cannot guarantee future results, levels of activity, performance or
      achievements.  Moreover, neither the Company nor any other person
      assumes responsibility for the accuracy and completeness of these
      forward-looking statements.  The Company is under no duty to update
      any of the forward-looking statements after the date of this report to conform
      its prior statements to actual results.





ITEM
      1.   DESCRIPTION OF BUSINESS




We
      are in the business of coal mining
      through our wholly owned subsidiary Hidden Splendor Resources, Inc., a Nevada
      corporation (“Hidden Splendor”).  Hidden Splendor’s only business is
      the coal mining operation at the Horizon Mine located approximately 11 miles
      west of Helper, Utah in Carbon County.  This mine produces what is
      commonly known as “steam coal,” that is, coal used to heat water to create steam
      which, in turn, is used to turn turbine engines to produce electricity.
 While steam coal primarily is sold to power companies for use in coal
      fired power plants, steam coal also can be used in the production process for
      concrete and often is sold in the western United States for this purpose.
 Since 2003, the market for the coal mined from the Horizon Mine has been
      sold to local utilities, other coal mining operations, a concrete producer
      and a
      coal broker.





Coal
      mined from the Horizon Mine is
      loaded into trucks which haul the coal either directly to end users of the
      coal
      or to distribution facilities known as loadouts where the coal is loaded into
      rail cars and transported via rail to customers.  The Horizon mine is
      located approximately 8 miles from the nearest loadout facility and
      approximately 16 miles from the loadout facility most commonly used to ship
      our
      coal to end users.   Hidden Splendor sells the coal mined at the
      Horizon Mine on a “FOB the mine” basis.  That is, Hidden Splendor is paid
      for the coal mined from the Horizon Mine as that coal is loaded into trucks
      at
      the mine site.  Once the coal is loaded into those trucks, the coal belongs
      to our customers.





In
      2008, we entered into an agreement
      with Hidden Splendor, Alexander H. Walker, Jr. and Cecil Ann Walker, both of
      which were directors of the Company, to formalize the purchase by Hidden
      Splendor of 5 patented and 47 unpatented mining claims located in Lyon County,
      Nevada, known as the “Como Property” for 2,000,000 shares of our
      common.  We have the right, but not the obligation, to unwind the
      agreement if (i) the Como Property does not appraise at $2,000,000 or greater,
      (ii) Hidden Splendor is unable to develop, work, lease or otherwise use the
      Como
      Property, to its sole satisfaction, within 6 months of the agreement or (iii)
      there is a material misrepresentation in the representations in the
      Agreement.  Share have not been issued pursuant to this agreement as
      of this date.




Organizational
      History





We
      were incorporated in Nevada on
      July 13, 1990 as Franklin Capital, Inc. On October 17, 1991, the Company changed
      its name to Wesco Auto Parts Corporation and again effected a name change on
      April 21, 1994 to Reddi Brake Supply Corporation.   In February
      2008 we changed our name from Reddi Brake Supply Corporation to America West
      Resources, Inc.  In addition on January 16, 2008, the board of
      directors and a majority of our shareholders consented to increase our
      authorized stock from 100,000,000 to 200,000,000 shares and provided the board
      of directors the power to implement a reverse stock split of the Company’s
      common stock at a ratio of not less than 5-for-1 and not greater than
      20-for-1.





On
      August 10, 2007, we acquired all of
      the outstanding stock of Hidden Splendor.  In exchange for the
      acquisition of all of the issued and outstanding stock of Hidden Splendor we
      issued a total of 52,945,200 shares of our common stock.  Prior to the
      acquisition of Hidden Splendor, we had no business activities.





On
      October 15, 2007, Hidden Splendor,
      filed a Chapter 11 Petition in the United States Bankruptcy Court for the
      District of Nevada.  The name of the proceeding is In Re: Hidden Splendor Resources,
      Inc., Debtor in Possession, Case Number BK-N 07-07-51378-gwz, Chapter 11,
      and the Nevada Bankruptcy Court assumed jurisdiction in the matter on October
      15, 2007.  Hidden Splendor’s petition in this regard is a Chapter 11
      petition and Hidden Splendor is a debtor in possession and intends to continue
      to operate its business.






2


Competition





The
      coal mining business is highly
      competitive. We face substantial competition in connection with the marketing
      and sale of our coal.  Most of our competitors are well established, have
      greater financial, marketing, personnel and other resources, and have been
      in
      business for longer periods of time.  Indeed, in the State of Utah, Hidden
      Splendor is likely the smallest producer of coal in terms of production,
      reserves and available capital resources. There is no assurance that we can
      maintain or expand our market share. The greater financial resources of such
      competitors will permit them to implement extensive marketing and production
      programs.  Hidden Splendor’s place in the market for coal currently is
      limited to providing a supplemental supply of coal to customers who buy the
      majority of the coal they need from the other coal mining operations in the
      area.  Hidden Splendor competes in this market not so much as a direct
      competitor with the other larger, well established coal operations, but as
      a
      supplemental source for coal.





According
      to the Utah Geological Survey
      of the Utah Division of Natural Resources, there were 10 active coal mines
      in
      the State of Utah during 2006, of which the Horizon Mine was one.  The same
      source indicates that those 10 active coal mines produced a total of
      approximately 26,304,000 tons of coal in 2006.  But during 2006, Hidden
      Splendor’s operations at the Horizon Mine yielded 256,025 tons of coal, which is
      less than 1% of the total tons mined in Utah during that year.





Our
      Customers





In
      2007, Hidden Splendor’s major
      customer was Commonwealth Coal Company of Richmond, Virginia.  In
      April 2005, Hidden Splendor entered into a Coal Sales Agreement with
      Commonwealth Coal under the terms of which Hidden Splendor still owes
      Commonwealth approximately 420,000 tons of coal.   During 2007,
      Commonwealth Coal was the main purchaser of coal sold by Hidden
      Splendor.  In 2008 we have sold coal mined from the Horizon Mine to
      other purchasers as well as to Commonwealth Coal.





Governmental
      Approvals





We
      pay a royalty to the federal
      government on coal sales.  This royalty currently is equal to 8% of all
      coal sales and is payable on a monthly basis.  We have applied for a
      reduction in the royalty rate which applies to its coal sales, but as of April
      7, 2008, the Company has not received an approval of a reduction in the royalty
      it is obligated to pay.




The
      Horizon Mine is under the authority
      of an operating permit granted by the State of Utah Natural Resources
      Department, Division of Oil Gas and Mining (“DOGM”).  Also, Hidden
      Splendor’s mining operations are subject to approval from the Federal Bureau of
      Land Management (the “BLM”).  In this regard, Hidden Splendor has filed a
      Resource Recovery and Protection Plan (known as a “R2P2”) with the BLM and DOGM.
 The R2P2 details the Company’s mining plan in connection with various
      requirements imposed by both the state and federal governmental entities (see
      discussion of “Effect of Governmental Relation” below).





Government
      Regulation





The
      coal mining industry is subject to
      increasingly strict regulation by federal, state and local authorities with
      respect to matters such as:


1.limitations
                on land use;2.employee
                health and safety;3.mandated
                benefits for retired coal miners;4.mine
                permitting and licensing requirements;5.reclamation
                and restoration of mining properties after mining is
                completed;6.air
                quality standards;
              7.water
                pollution;
              8.protection
                of human health, plant life and wildlife;
              9.the
                discharge of materials into the environment;
              10.surface
                subsidence from underground mining; and
              11.the
                effects of mining on groundwater quality and
                availability.




In
        particular, federal and state
        statutes require us to restore mine property in accordance with specific
        standards and an approved reclamation plan, and require that we obtain and
        periodically renew permits for mining operations. If we do not make adequate
        provisions for all expected reclamation and other costs associated with mine
        closures, it could harm our future operating results. In addition, state
        and
        federal regulations impose strict standards for particulate matter emissions
        which may restrict our ability to develop new mines or could require us to
        modify our existing operations and increase our costs of doing
        business.
 
 Federal
        and state safety and health
        regulation in the coal mining industry may be the most comprehensive and
        pervasive system for protection of employee safety and health affecting any
        segment of the U.S. industry. It is costly and time-consuming to comply
        with these requirements and new regulations or orders may materially adversely
        affect our mining operations or cost structure, any of which could harm our
        future results.




3


Under federal law, each coal mine operator must secure payment of federal black
      lung benefits to claimants who are current and former employees and contribute
      to a trust fund for the payment of benefits and medical expenses to claimants
      who last worked in the coal industry before July 1973. The trust fund is funded
      by an excise tax on coal production. If this tax increases, or if we could
      no
      longer pass it on to the purchaser of our coal under many of our long-term
      sales
      contracts, it could increase our operating costs and harm our results. New
      regulations that took effect in 2001 could significantly increase our costs
      with
      contesting and paying black lung claims. If new laws or regulations increase
      the
      number and award size of claims, it could substantially harm our
      business.





The costs, liabilities and requirements associated with these and other
      regulations may be costly and time-consuming and may delay commencement or
      continuation of exploration or production operations. Failure to comply with
      these regulations may result in the assessment of administrative, civil and
      criminal penalties, the imposition of cleanup and site restoration costs and
      liens, the issuance of injunctions to limit or cease operations, the suspension
      or revocation of permits and other enforcement measures that could have the
      effect of limiting production from our operations. We may also incur costs
      and
      liabilities resulting from claims for damages to property or injury to persons
      arising from our operations. We must compensate employees for work-related
      injuries. If we do not make adequate provisions for our workers’ compensation
      liabilities, it could harm our future operating results. If we are pursued
      for
      these sanctions, costs and liabilities, our mining operations and, as a result,
      our profitability could be adversely affected. See “Environmental and other
      regulatory matters.”




The possibility exists that new legislation and/or regulations and orders may
      be
      adopted that may materially adversely affect our mining operations, our cost
      structure and/or our customers’ ability to use coal. New legislation or
      administrative regulations (or new judicial interpretations or administrative
      enforcement of existing laws and regulations), including proposals related
      to
      the protection of the environment that would further regulate and tax the coal
      industry, may also require us or our customers to change operations
      significantly or incur increased costs. These regulations, if proposed and
      enacted in the future, could have a materially adverse effect on our financial
      condition and results of operations.





Costs
      of Compliance with Environmental
      Laws





We
      incur regular compliance costs
      associated with environmental laws.  These costs include the costs
      associated with water monitoring, maintaining a reclamation bond, and the
      payment of reclamation fees.





Employees





As
      of April 7, 2008 Hidden Splendor has
      approximately 74employees, all of
      which are full-time employees.





Risk
      Factors





You
      should consider carefully the following risks and other information in this
      Annual Report, including the financial statements. If any of the following
      risks
      actually occur, our business, financial condition and operating results could
      be
      adversely affected.




RISKS
      RELATED TO OUR
      BUSINESS





Our
      wholly-owned subsidiary is in
      Chapter 11 bankruptcy reorganization.





America
      West’s wholly subsidiary, Hidden
      Splendor Resources, Inc., filed a petition for Chapter 11 protection in the
      United States Bankruptcy Court for the District of Nevada on October 15,
      2007.  Since that time, Hidden Splendor has operated as a debtor in
      possession.  Though Hidden Splendor has filed a proposed disclosure
      statement and a proposed plan of reorganization in that Chapter 11 proceeding,
      there is no assurance that is disclosure statement will be approved for
      distribution or that its plan of reorganization will be confirmed in that
      proceeding.  If Hidden Splendor is unsuccessful in its reorganization
      efforts it is possible that the operations of the Horizon Mine could be
      lost.  Currently, the operations of the Horizon Mine are the only
      operations we have which generate revenue.





Significant
      competition from entities
      with greater resources could result in our failure.





We
      operate in a highly competitive
      industry with national and international energy resources companies.  We
      face substantial competition in connection with the marketing and sale of our
      coal.  Most of our competitors are well established, have greater financial
      and marketing, personnel, other resources, and have been in business for longer
      periods of time than us.  Indeed, in the State of Utah, Hidden Splendor is
      likely the smallest producer of coal in terms of production, reserves and
      available capital resources.  There is no assurance that we can maintain or
      expand our market share. The greater financial resources of such competitors
      will permit them to implement extensive marketing and production programs.
      Our
      competitors' use of their substantially greater resources could overwhelm our
      efforts to operate successfully and could cause our failure.





There
      is no assurance that our limited
      revenues will be sufficient to operate profitably, or that we will generate
      greater revenues in the future.





Hidden
      Splendor only acquired the
      Horizon Mine in March of 2003.  We are a new entrant in the coal industry
      in the western United States.  We had no revenues from the acquisition of
      the Horizon Mine in March of 2003 until the third quarter of 2003 when we began
      mining operations.  We have not been profitable and have a limited
      operating history.  We must be regarded as a risky venture with all of the
      unforeseen costs, expenses, problems, risks and difficulties to which such
      ventures are subject.





4


Our
      coal sales forthe year ended December
      31,
      2007were approximately$5.0million, and forthe
      year ended December 31,
      2006 were approximately $5.8million.  There is no assurance
      that we can achieve greater sales or generate profitable sales.  We expect
      that many coal producers can and will produce and sell coal at cheaper prices
      per ton than our production cost rates.  Their production and sales could
      adversely affect our revenues and profits, if any. There is no assurance that
      we
      will ever operate profitably.  There is no assurance that we will generate
      continued revenues or any profits, or that the market price of our common stock
      will be increased thereby.




We
      face numerous
      uncertainties in estimating our economically recoverable coal reserves, and
      inaccuracies in our estimates could result in lower than expected revenues,
      higher than expected costs or decreased profitability.





We
      base our reserve information on
      engineering, economic and geological data assembled and analyzed by third-party
      experts and by our staff.  The reserves estimates as to both quantity and
      quality are annually reviewed in light of actual production of coal from the
      reserves and other data received.  There are numerous uncertainties
      inherent in estimating quantities and qualities of, and costs to mine
      recoverable reserves, including many factors beyond our control. Estimates
      of
      economically recoverable coal reserves and net cash flows necessarily depend
      upon a number of variable factors and assumptions, all of which may vary
      considerably from actual results such as:


-
            geological
                and mining conditions
                which may not be fully identified by available exploration data or
                which
                may differ from experience in current
                operations;-
            historical
                production from the
                area compared with production from other similar producing
                areas; and-
            the
                assumed effects of regulation
                and taxes by governmental agencies and assumptions concerning coal
                prices,
                operating costs, mining technology improvements, severance and excise
                taxes development costs and reclamation
                costs.





For
      these reasons, estimates of the
      economically recoverable quantities and qualities attributable to any particular
      group of properties, classifications of reserves based on risk of recovery
      and
      estimates of net cash flows expected from particular reserves prepared by
      different engineers or by the same engineers at different times may vary
      substantially. Actual coal tonnage recovered from identified reserve areas
      or
      properties and revenues and expenditures with respect to our reserves may vary
      materially from estimates. Thus, these estimates may not accurately reflect
      our
      actual reserves. Any inaccuracy in our estimates related to our reserves could
      result in lower than expected revenues, higher than expected costs, or decreased
      profitability.





Our
      business requires
      substantial capital investment and maintenance expenditures, which we may be
      unable to provide.





Our
      business strategy will require
      additional substantial capital investment. We require capital for, among other
      purposes, reducing bank debt, managing acquired assets, acquiring new equipment,
      acquiring additional reserves, maintaining the condition of our existing
      equipment and maintaining compliance with environmental laws and regulations.
      To
      the extent that cash generated internally and cash available under our credit
      facilities is not sufficient to fund capital requirements, we will require
      additional debt and/or equity financing. However, this type of financing may
      not
      be available or, if available, may not be available on satisfactory terms.
       Future debt financing, if available, may result in increased interest and
      amortization expense, increased leverage and decreased income available to
      fund
      further acquisitions and expansion.  In addition, future debt financing may
      limit our ability to withstand competitive pressures and render us more
      vulnerable to economic downturns.  If we fail to generate or obtain
      sufficient additional capital in the future, we could be forced to reduce or
      delay capital expenditures, sell assets or restructure or refinance our
      indebtedness, or our business may fail.





5


Unexpected
      increases
      in raw material costs could significantly impair our operating
      results.





Our
      coal mining operations use
      significant amounts of steel, petroleum products and other raw materials in
      various pieces of mining equipment, supplies and materials.  Historically,
      the prices of steel and petroleum have fluctuated. If the price of steel,
      petroleum products or other of these materials increase, our operational
      expenses will increase.  Such increases could have a significant negative
      impact on our operating results.





A
      shortage of skilled labor in the
      mining industry could pose a risk to achieving optimal labor productivity and
      competitive costs, which could adversely affect our
      profitability.





Efficient
      coal mining using modern
      techniques and equipment requires skilled laborers, preferably with at least
      a
      year of experience and proficiency in multiple mining tasks. In the event the
      shortage of experienced labor continues or worsens, or we are unable to train
      the necessary amount of skilled laborers, the shortage of such laborers in
      our
      workforce could have an adverse impact on our productivity and, therefore,
      have
      a material adverse effect on our results of operations.





Some
      of our
      Officers and
      Directors havelimited
      orno
      prior
      experience in the coal business and that lack of experience could harm our
      business.





America
      West’spresidentand
      CEO has been an officer and director
      of Hidden Splendor since 2003.  Prior to that time he was not involved
      in the coal industry.  Our chief financial officer also was no
      involved in the coal industry prior to the time he joined management in January
      of 2008.  Other board member also have limited experience in the coal
      industry.This
      lack of experiencecouldplace
      the Company at a
      disadvantage and could result in the disruption and harm toour business.





The
      loss of, or conflicts with, key
      management personnel could adversely affect our business.





We
      are heavily dependent upon the
      skills, talents, and abilities of our executive officers and supervisory level
      employees at the Horizon Mine, as well as our consultants, to implement our
      business plan.  Given the intense competition for qualified management
      personnel in our industry, the loss of the services of any key management
      personnel may significantly and detrimentally affect our business and prospects.
      There is no assurance that we will be able to retain these personnel, and it
      may
      be time consuming and costly to recruit qualified replacement
      personnel.





Certain
      conflicts of interest may exist
      between our officers, directors and us.  Although management's time is
      devoted to our business, some of our officers and directors have other business
      interests to which they devote their attention, and they may be expected to
      continue to do so. As a result, conflicts of interest may arise that can be
      resolved only through the exercise of prudent judgment consistent with such
      officers' and directors' fiduciary duties to us.  We may, from time to
      time, find that the inability of our directors and other officers to devote
      their complete attention to our business results in a delay in progress toward
      implementing our business plan, and detrimentally affects our
      business.





Our
      inability to diversify our
      operations may subject us to economic fluctuations within our
      industry.





Our
      limited financial resources reduce
      the likelihood that we will be able to diversify our operations.  Our
      probable inability to diversify our activities into the operation of more than
      one coal mine will subject our single-mine operation to economic fluctuations
      within the coal industry and, therefore, increase the risks associated with
      our
      operations.





There
      is no assurance that we will find
      purchasers for our product at profitable prices.





If
      we are unable to achieve supply
      contracts, or are unable to find buyers willing to purchase our coal at
      profitable prices, our revenues and operating profits could
      suffer.





6


If
      transportation for our coal becomes
      unavailable or uneconomic for our customers, our ability to sell coal could
      suffer.





Transportation
      costs represent a
      significant portion of the total cost of delivered coal and, as a result, play
      a
      critical role in a customer's purchasing decision.  Increases in
      transportation costs could make our coal less competitive as a source of energy
      or could make some of our operations less competitive than other sources of
      coal.





Coal
      producers in the United States
      depend upon rail, barge, trucking, overland conveyor and other systems to
      deliver coal to their customers.  We depend primarily on rail and trucking
      for the delivery of our coal.  While U.S. coal customers typically arrange
      and pay for transportation of coal from the mine to the point of use, and that
      is the case in the delivery of our coal, disruption of these transportation
      services because of weather-related problems, strikes, lock-outs, increases
      in
      fuel prices or other events could temporarily impair our ability to supply
      coal
      to our customers and thus could adversely affect our results of
      operations.





Risks
      inherent to mining could increase
      the cost of operating our business.





Our
      revenues depend on our level of coal
      mining production.  Our mining operations and level of coal production are
      subject to conditions beyond our control that can delay coal deliveries or
      increase the cost of mining for varying lengths of time. These conditions and
      events include:





-
            the
                unavailability of qualified
                labor;-
            our
                inability to acquire, maintain
                or renew necessary permits or mining or surface rights in a timely
                manner,
                if at all;-
            unfavorable
                geologic conditions,
                such as the thickness of the coal deposits, faults which run through
                the
                coal seam, water in the coal mine and the amount of rock embedded
                in or
                overlying the coal deposit;-
            failure
                of reserve estimates to
                prove correct;-
            changes
                in governmental regulation
                of the coal industry, including the imposition of additional taxes,
                fees
                or actions to suspend or revoke our permits, or changes in the manner
                of
                enforcement of existing regulations;-
            mining
                and processing equipment
                failures and unexpected maintenance problems;-
            adverse
                weather and natural
                disasters, such as heavy rains and flooding;-
            Increased
                water entering mining
                areas and increased or accidental mine water
                discharges;-
            Increased
                or unexpected
                reclamation costs;-
            interruptions
                due to
                transportation delays;-
            the
                unavailability of required
                equipment of the type and size needed to meet production
                expectations; and-
            unexpected
                mine safety accidents,
                including fires and
                explosions.





Any
      interruptions in our production of
      coal could adversely affect our business and revenues.





Coal
      Mining is a dangerous
      industry.





Coal
      mining, especially underground coal
      mining, is dangerous.  Great care must be taken to assure safe, continued
      operations.  Past experiences of others in the industry indicate that
      lapses in safety practices can result in catastrophic collapse of a coal mining
      operation.  Even when best mining practices are strictly observed, natural
      disasters such as an earthquake could possibly destroy a coal mine’s operations.
 Any catastrophic event at our coal mine which would close our mine for an
      extended period of time likely would cause the failure of our
      operations.





The
      government extensively regulates our
      mining operation, which imposes significant costs on us, and future regulations
      could increase those costs or limit our ability to produce
      coal.





Federal,
      state and local authorities
      regulate the coal mining industry with respect to matters such as employee
      health and safety, permitting and licensing requirements, air quality standards,
      water pollution, plant and wildlife protection, reclamation and restoration
      of
      mining properties after mining is completed, the discharge of materials into
      the
      environment, surface subsidence from underground mining and the effects that
      mining has on groundwater quality and availability.  In addition,
      significant legislation mandating specified benefits for retired coal miners
      affects our industry.  Numerous governmental permits and approvals are
      required for mining operations.  We are required to prepare and present to
      federal, state or local authorities data pertaining to the effect or impact
      that
      any proposed exploration for or production of coal may have upon the
      environment.





7


The
      costs, liabilities and requirements
      associated with these regulations may be costly and time-consuming and may
      delay
      commencement or continuation of exploration or production operations.  We
      believe it is likely that new legislation and/or regulations and orders will
      be
      adopted that may materially adversely affect our mining operations, our cost
      structure and/or our customers' ability to use coal.  New legislation or
      administrative regulations (or judicial interpretations of existing laws and
      regulations), including proposals related to the protection of the environment
      and reduction of the emission of greenhouse gasses such as carbon dioxide,
      and
      extensive new regulations regarding mine safety that would further regulate
      and
      impose significant costs on the coal industry, may also require us and our
      customers to change operations significantly or incur increased costs.
 Further developments in connection with regulations or other limits on
      greenhouse gas emissions and mine safety could have materially adverse effects
      on our financial condition or results of operations.





Our
      future success depends upon our
      ability to acquire and develop coal reserves that are economically
      recoverable.





Our
      recoverable reserves will decline as
      we produce coal. Our future success depends upon our conducting successful
      exploration and development activities and acquiring properties containing
      economically recoverable coal deposits. Our current strategy includes increasing
      our coal deposits base through acquisitions of other mineral rights, leases,
      or
      producing properties and continuing to use our existing
      properties.





Our
      planned development and exploration
      projects and acquisition activities may not result in the acquisition of
      significant additional coal deposits and we may not have continuing success
      developing additional mines.  In order to develop coal deposits, we must
      obtain various governmental leases and permits.  We cannot predict whether
      we will obtain the leases and permits necessary for us to operate profitably
      in
      the future.Furthermore,
      we may not be able to mine
      all of our coal deposits at our current operations.





If
      the coal industry experiences
      overcapacity in the future, our profitability could be
      impaired.





In
      the past, a growing coal market and
      increased demand for coal attracted new investors to the coal industry, spurred
      the development of new mines and resulted in added production capacity
      throughout the industry, all of which led to increased competition and lower
      coal prices.  Similarly, an increase in future coal prices could encourage
      the development of expanded capacity by new or existing coal producers.
 Any overcapacity could reduce coal prices in the
      future.





Our
      operations could be adversely
      affected if we fail to maintain required bonds.





Federal
      and state laws require bonds or
      cash deposits to secure our obligations to reclaim lands used for mining, to
      secure coal lease obligations and to satisfy other miscellaneous obligations.





During
      2007, our reclamation bond
      obligation with the State of Utah totaled $387,000 and was met by transfer
      of
      the trust deed to real property owned by certain officers of the Company and
      pledged by those officers to secure the Company’s obligation.  At the end
      of 2006, our coal lease bond obligation to the Bureau of Land Management (BLM)
      in connection with our federal coal lease totaled $136,000 and was covered
      by a
      bond purchased by the Company which is secured by an irrevocable bank letter
      of
      credit, which in turn is secured by personal assets pledged by an officer of
      the
      Company.





Our
      bonds are typically renewable on a
      yearly basis if they are not posted with cash, and currently none of our bonds
      are in the form of cash.  Our failure to maintain, or inability to acquire,
      bonds that are required by state and federal law would have a material adverse
      effect on us.  That failure could result from a variety of factors
      including: the lack of availability, higher expense or unfavorable market terms
      of new bonds; restrictions on the availability of collateral for current and
      future bonds issuers under the terms of our indenture or new credit facility;
      and the exercise by third-party bond issuers of their right to refuse to renew
      the bonds.





8


Terrorist
      attacks and threat, escalation
      of military activity in response to such attacks or acts of war may negatively
      affect out business, financial condition and results of
      operations.





Terrorist
      attacks and threats,
      escalation of military activity in response to such attacks or acts of war
      may
      negatively affect our business, financial condition and results of operations.
       Our business is affected by general economic conditions, fluctuations in
      consumer confidence and spending, and market liquidity, which can decline as
      a
      result of numerous factors outside of our control, such as terrorist attacks
      and
      acts of war.  Future terrorist attacks against U.S. targets, rumors or
      threats of war, actual conflicts involving the United States or its allies,
      or
      military or trade disruptions affecting our customers may materially adversely
      affect our operations.  As a result, there could be delays or losses in
      transportation and deliveries of coal to our customers, decreased sales of
      our
      coal and extension of time for payment of accounts receivable from our
      customers.  Strategic targets such as energy-related assets may be at
      greater risk of future terrorist attacks than other targets in the United
      States.  In addition, disruption or significant increases in energy prices
      could result in government-imposed price controls.  It is possible that
      any, or a combination, of these occurrences could have a materially adverse
      effect on our business, financial condition and results of
      operations.





RISKS
      RELATED TO OUR COMMON
      STOCK





A
      limited public market exists for our
      securities, which may restrict our shareholders’ ability to trade our
      stock.





There
      is a limited public market for our
      common stock on the Over-the-Counter Bulletin Board, and no assurance can be
      given that a market will continue or that a shareholder will ever be able to
      liquidate his investment without considerable delay, if at all. Our stock price
      may be highly volatile.  Factors such as those discussed in this section
      may have a significant impact upon the market price of our securities.  Due
      to the low price of our securities, many brokerage firms may not be willing
      to
      effect transactions in our securities.  Even if a purchaser finds a broker
      willing to effect a transaction in our securities, the combination of brokerage
      commissions, state transfer taxes, if any, and any other selling costs may
      exceed the selling price.  Further, many lending institutions will not
      permit the use of such securities as collateral for any
      loans.





The
      sale of our common stock on the
      Over-the-Counter Bulletin Board and the potential designation of our common
      stock as a “penny stock” could impact the trading market for our common
      stock.





Our
      securities, as traded on the
      Over-the-Counter Bulletin Board, will be subject to Securities and Exchange
      Commission rules that impose special sales practice requirements upon
      broker-dealers who sell such securities to persons other than established
      customers or accredited investors.  For purposes of such rules, the phrase
      "accredited investors" means, in general terms, institutions with assets in
      excess of $5,000,000, or individuals having a net worth in excess of $1,000,000
      or having an annual  income that exceeds $200,000 (or that, when combined
      with a spouse's income, exceeds $300,000).  For transactions covered by the
      rules, the broker-dealer must make a special suitability determination for
      the
      purchaser and receive the purchaser's written agreement to the transaction
      prior
      to the sale.   Consequently, the rules may affect the ability of
      broker-dealers to sell our securities and also may affect the ability of
      purchasers to sell their securities in any market that might develop
      therefor.





In
      addition, the Securities and Exchange
      Commission has adopted a number of rules to regulate "penny stock." Such rules
       include  Rules  3a51-1, 15g-1, 15g-2, 15g-3, 15g-4, 15g-5,
      15g-6, 15g-7, and 15g-9 under the Securities and Exchange Act of 1934, as
      amended.  Because our securities may constitute "penny stock" within the
      meaning of the rules, the rules would apply to us and to our securities.
 The rules may further affect the ability of owners of our common stock to
      sell our securities in any market that might develop for
      them.





9


Shareholders
      should be aware that,
      according to the Securities and Exchange Commission, the market for penny stocks
      has suffered in recent years from patterns of fraud and abuse.  Such
      patterns include (i) control of the market for the security by one or a few
      broker-dealers that are often related to the promoter or issuer; (ii)
      manipulation of prices through prearranged matching of purchases and sales
      and
      false and/or misleading press releases; (iii) "boiler room" practices
      involving high-pressure sales tactics and unrealistic price projections by
      inexperienced sales persons; (iv) excessive and undisclosed bid-ask
      differentials and  markups  by  selling  broker-dealers;
 and  (v) the wholesale dumping of the same securities by promoters
      and broker-dealers after prices have been manipulated to a desired level,
      resulting in investor losses. Our management is aware of the abuses that have
      occurred historically in the penny stock market.  Although we do not expect
      to be in a position to dictate the behavior of the market or of broker-dealers
      who participate in the market, management will strive within the confines of
      practical limitations to prevent the described patterns from being established
      with respect to our securities.





We
      do not foresee paying dividends in
      the near future.





We
      have not paid dividends on our common
      stock and do not anticipate paying such dividends in the foreseeable
      future.





Our
      issuance of further stock may result
      in the loss of control by present management and
      shareholders.





It
      is likely that we will issue further
      shares as consideration for cash, assets or services out of our authorized
      but
      not issued common stock that could, upon issuance, represent a majority of
      our
      voting power and equity, or could represent a significant change in that voting
      power and equity.  The result of such an issuance would be that those new
      shareholders would control us, and unknown persons could replace our management
      at that time.  Such an occurrence would result in a greatly reduced
      percentage of ownership of us by our current shareholders.





We
      operate in an industry that is
      subject to significant fluctuations in operating results from quarter to quarter
      that may result in unexpected reductions in revenue and stock price
      volatility.





Factors
      that may influence our quarterly
      operating results include:





-
 the
      demand for
      coal;


-
 the
      price of
      coal;


-
 the
      unexpected changes in our
      mining conditions;


-
 the
      supply of coal and other
      competitive factors;


-
 the
      costs to mine and transport
      coal;


-
 the
      ability to obtain new mining
      permits;


-
 the
      costs of reclamation of
      previously mined properties; and


-
 industry
      competition.





Due
      to these factors, it is possible
      that in some quarters our operating results may be below our shareholders'
      expectations and those of public market analysts.  If this occurs, the
      price of our common stock would likely be adversely
      affected.





Our
      stock price may decrease, which
      could adversely affect our business and cause our shareholders to suffer
      significant losses.





The
      following factors could cause the
      market price of our common stock to decrease, perhaps
      substantially:





-
 the
      failure  of  our
 quarterly  operating  results  to  meet expectations
      of investors or securities analysts;


-
 adverse
      developments in the
      financial  markets,  the coal and energy industries and the worldwide
      or regional economies;


-
 changes
      in prevailing interest
      rates;


-
 changes
      in accounting
      principles;


-
 sales
      of common stock by
      existing security holders;


-
 short
      selling in the market for
      our shares of common stock;


-
 announcements
      of key
      developments by our competitors; and


-
 the
      reaction of markets and
      securities analysts to announcements and developments involving our
      Company.





10


Our
      need to sell or issue additional
      shares of common stock or assume additional debt to finance future growth could
      cause our shareholders’ ownership to be diluted or could adversely impact our
      earnings.





Our
      business strategy likely will
      include expansion through acquiring additional coal reserves adjacent to our
      current leased reserves and acquiring other reserves not adjacent to our current
      leased reserved.  In order to do so, or to fund our other activities, we
      may issue additional equity securities that could dilute our shareholders'
      stock
      percentage ownership.  We also may incur additional debt to support
      operations or acquisitions which could negatively impact our results of
      operations.





Officers
      and directors own a significant
      portion of our common stock, which could limit our shareholders’ ability to
      influence the outcome of key transactions.





As
      ofMarch 31, 2008,
      our officers and directors owneda majority ofour
      outstanding voting shares.  As
      a result, our officers and directors are able to exert considerable influence
      over the outcome of any matters submitted to a vote of the holders of our common
      stock, including the election of our Board of Directors.  The voting power
      of these shareholders could also discourage others from seeking to acquire
      control of us through the purchase of our common stock which might depress
      the
      price of our common stock.





Implementation
      of
      required public company corporate governance and financial reporting practices
      and policies will increase our costs, and we may be unable to provide the
      required financial information in a timely and reliable
      manner.





We
      will incur incremental costs
      not reflected in Hidden Splendor’s historical financial statements as a result
      of increased regulatory compliance and reporting requirements we will assume
      as
      a result of the transaction betweenusand
      Hidden Splendor.  Such costs
      will include significant new and increased auditing and legal fees.  The
      increased regulatory compliance and reporting requirements may place a strain
      on
      our people, systems and resources. The Exchange Act requires that we file
      annual, quarterly and current reports with respect to our business and financial
      condition. The Sarbanes-Oxley Act requires that we maintain effective disclosure
      controls and procedures and internal controls over financial reporting.  In
      order to maintain and improve the effectiveness of our disclosure controls
      and
      procedures and internal controls over financial reporting, significant resources
      and management oversight will be required.  This may divert management’s
      attention from other business concerns.





ITEM
      2.  DESCRIPTION OF PROPERTY





(a)           
      Location of Principal Plants





The
      Company’s only coal mining operation is the Horizon Coal Mine.  The Company
      also leases office space at 3266 South 125 West, Price, Utah from a company
      known as Mid-State Service, Inc.  Such office space in Price, Utah is used
      by the Company for general administrative purposes.  In the past, the
      Company also has leased office space located at 57 West 200 South, Salt Lake
      City, Utah for general administrative purposes.  Such office space is
      subleased from Alexander H. Walker III, LLC, an entity which is owned by the
      Company’s president and CEO, Alexander H. Walker III.





(1)           
      The location and means of access to the property.





The
      Horizon Mine is located approximately 11 miles West of Helper, Carbon County,
      Utah.  The mine property abuts a county road known as Consumers Road which
      allows vehicular access to the mine and allows transportation of coal from
      the
      mine.





(2)           
      The Company’s right to operate the property.





11


Hidden
      Splendor operates the Horizon Mine pursuant to an operating permit issued by
      the
      Utah Department of Natural Resources, Division of Oil, Gas and Mining.
 Hidden Splendor’s permit number in this regard is C/007/0020.  The
      permit allows Hidden Splendor to mine within the entire area subject to a
      federal coal lease Hidden Splendor owns.  That federal coal lease, lease
      no. U-74804, covers coal in an area of approximately 1,640 acres located in
      Township 13 South, Range 8 East, Salt Lake Base Meridian.  Hidden Splendor
      owns fee title to approximately 80 acres of that acreage and the coal beneath
      the land Hidden Splendor owns is fee coal which Hidden Splendor owns and upon
      which Hidden Splendor pays no royalties.  Thus, Hidden Splendor mines the
      coal within the area of its operating permit either by right of outright
      ownership of that coal or by right of the federal coal lease which Hidden
      Splendor owns.





In
      order
      to maintain its federal lease the Company must meet certain diligence
      requirements.  In this regard, the Company must mine approximately 60,000
      tons of coal each year over a 10 year period and the Company has the entire
      10
      year period to meet that total amount.  Accordingly, our operations to date
      have been more than sufficient to meet this obligation.





(3)           
      A brief history of previous operations.





According
      to the Operator History for the Horizon Mine compiled by the Mine Safety and
      Health Administration of the United States Department of Labor, the Horizon
      mine
      had four operators prior to Hidden Splendor.  From April 1, 1992 to April
      19, 1995, the mine was operated by an entity known as Blue Blaze Coal Company.
       From April 20, 1995 to August 28, 1997, it was operated by Horizon Coal
      Corp.  From August 29, 1997 to July 14, 1999, it was operated by Horizon
      Mining, LLC.  And from July 15, 1999 to March 23, 2003 it was operated by
      Lodestar Energy, Inc.  Hidden Splendor purchased the operations of the
      Horizon Mine out of the bankruptcy of Lodestar in March of 2003 and has been
      operating the Horizon Mine since that time.





According
      to the Mine Overview data compiled by the Mine Safety and Health Administration
      of the United States Department of Labor in connection with Horizon Mine, the
      following number of tons have been mined from the Horizon Mine in the following
      years:




Year
              
              Tons
                  Produced1995
              
              
              01996
              
              
              01997
              
              
              8.8601998
              
              
              97,2191999
              
              
              41,3322000
              
              
              02001
              
              
              23,1972002
              
              
              110,2022003
              
              
              80,7772004
              
              
              286,4932005
              
              
              284,4812006
              
              
              256,0252007
              
              
              233,105


(4)           
      (i) Description of the Horizon Mine.





A
      glossary of mining terms is contained in subparagraph 6 below to aid the reader
      in connection with the information in this Item 4 and elsewhere in this
      report.





Present
      Condition of the Property





12


The
      federal coal lease the Company has obtained covers coal which lies under
      approximately 1,640 acres of land in Carbon County, Utah.  The surface
      rights to most all of the land in which leased coal lies is owned by private
      landowners.  The Horizon Mine is an underground, slope mine.  At
      present, adequate surface facilities are in place at the mine site to support
      underground mining operations which take place at the mine.  The surface
      facilities of the Horizon Mine operation are located on property owned by the
      Company.





Those
      surface facilities include a mine office and bathhouse facility, a storage
      trailer, the portals which lead to the underground operations of the mine,
      conveyer belt structure which moves coal from the underground operations to
      the
      surface, a crushing unit which sizes the coal mined and a stacking tube around
      which the coal mined is stacked on the surface.  All structures on the
      surface are in good operating condition.  The surface operations cover
      approximately 8.9 acres of land.





Underground
      operations currently extend a total of approximately two miles underground
      when
      measured traveling from the surface entrance of the mine to the farthest working
      area in the mine.  Underground operations at the Horizon Mine are “Room and
      Pillar” operations.  The Company’s operations at the Horizon Mine are in
      the Production Stage, as that term is defined by Industry Guide No. 7
      promulgated by the Securities and Exchange Commission in connection with Item
      102 disclosure under Regulation S-B.  That is, the Company is engaged in
      the exploitation of a mineral deposit, or more simply, we actually are mining
      coal.





Work
      completed by the Company on the property





Hidden
      Splendor began its production operations at the Horizon Mine in August of 2003.
       At the time the Company took over the operations at the Horizon Mine, the
      surface facilities were substantially in place and underground mining operations
      had been established.  Hidden Splendor acquired additional equipment to
      commence mining operations and since August of 2003 has acquired substantial
      additional equipment to continue operations.  Since it took control of the
      mining operations at the Horizon Mine in 2003, the Company has removed
      approximately 1.1 million tons of coal from the reserves in the permitted area
      of the mine.





The
      Company’s proposed program for development of the property





The
      Company’s proposed plan for the continued development of the Horizon Mine
      involves continued operation of a room and pillar mining operation.  A
      room-and-pillar operation involves creating a network of interconnected tunnels
      in the coal seam.  These tunnels result from the excavation of a series of
“rooms” into the coal bed, leaving “pillars” or columns of coal to help support
      the mine roof.  The rooms and pillars create what on a map looks like a
      series of city streets and blocks, with the streets being the open rooms and
      the
      blocks being the pillars of coal.





Considerable
      time and materials are utilized in what is known as “development” mining in
      order to assure that the roof in the open areas of the mine is secure and
      supported.  Development mining simply refers to the mining phase in which
      the series of rooms and pillars is created, or developed.  Room-and-pillar
      mining also involves the removal of the pillars of coal from areas of the mine
      which have been fully developed.  We refer to this kind of mining as
“pillaring” or “MRS extraction of pillar coal.”  Pillaring involves the use
      of mechanized roof support equipment known as mobile roof supports, or “MRS’s,”
to support the roof of the mine while some of the pillars of coal are removed.
        MRS’s are large track-driven, hydraulic canopies which are remotely
      operated.  The use of MRS’s in pillaring replaced an older method of
      retreat mining which involved supporting the roof of a mine with wooden posts
      only as pillars were removed.  That method did not afford the same level of
      safety which MRS pillar extraction affords.





Pillaring
      involves backing out of a section of the mine as the pillars in that section
      are
      removed.  Because the pillars are being removed from the section, time and
      materials are not utilized to maintain the roof in that area of the mine to
      the
      same extent they are used in development mining.  The roof is maintained by
      the MRS’s which monitor the stress pushing down from the roof.  The roof of
      the area in which pillaring takes place is not maintained because as pillars
      are
      removed that roof falls in the area after the MRS units are remotely removed
      and
      that area of the mine is sealed off and abandoned.  Once the panel is fully
      created, pillaring takes place and the pillars are removed from the panel.
       Once pillaring in a panel is completed, another panel is
      developed.





13


While
      most coal mines in Utah mine coal using large and expensive longwall mine units,
      we mine coal from the Horizon Mine using continuous miner machines.
 Longwall mining is best suited for large, flat and uninterrupted blocks of
      coal.  Because the coal seam in which we mine contains many faults and
      fractures, a long-wall operation in our mine is not economically feasible,
      and
      coal is best mined with a continuous miner which can more easily follow the
      contours of the coal seam as it rises and falls.





A
      continuous miner cuts the coal from the seam and places it in shuttle cars,
      which take the coal from the continuous miner to the conveyor belts.  The
      conveyer belts then move the coal out of the mine where the coal is crushed
      to
      size and piled for loading into trucks.  Our operations end with loading
      the coal into trucks on the mine site.





Since
      August 2003, we primarily have operated the Horizon Mine as what is known as
      “one section” mine.  That is, we mine in one area of the mine at any one
      time using one continuous miner, two shuttle cars and attendant equipment.
       Thus, all of our production comes from operating one set of mining
      equipment in one area of the mine.  As a one section mine, any problem we
      have encountered has had a significantly adverse effect on production.  For
      example, when we encountered a fault in the coal seam which displaced the seam
      either up or down by several feet, we had to spend time mining through the
      faulted area to reach the seam past the fault.  We spent just as much in
      time and used just as much material mining through the fault, but we mined
      no
      coal.





In
      2007
      we attempted to operate the mine as a “two-section” mine.  That is, we
      mined coal in two areas of the mine at the same time.  Optimally, we would
      like one section to be pillaring a developed panel while in another section
      a
      panel is being developed.  Because development mining involves significant
      roof support efforts and often discovers problem areas in the mine, such as
      faults in the coal seam or inflows of water, development mining is slower and
      more capital intensive than pillaring.  By operating two sections, the
      Company can blend the two types of mining and will have the flexibility to
      deal
      with adverse conditions which may affect mining in any one section. By operating
      two sections, the Company plans to increase production, though there can be
      no
      guarantee that increased production will in fact offset the costs of operating
      a
      two-section mine.  Operations as a two-section mine in 2007 were
      unsuccessful in large part because of the non-performance of equipment we
      obtained.  The manufacture of that equipment has attempted to remedy
      the problems which resulted in the non-performance of that equipment as we
      intend to recommence operations as a two-section mine in late April of
      2008.





The
      current state of development of the property





Currently
      the Company has mined approximately 1.3 million tons of coal from the leased
      and
      permitted area in which our reserves are located.  We have obtained an
      estimate which indicates that at the end of 2007 there were recoverable reserves
      in that leased and permitted area of approximately 4 million tons.  We
      believe this estimate provided by a third-party hire by the company is
      conservative.  We consider such reserves probable as they are based on
      estimates from drill hole data in the area and geological reports on our
      property from third-parties.  Such estimates are revised as actual mining
      reveals more accurate information about the coal seams thickness, quality of
      coal and locations of obstacles to mining such as faults or rock intrusions
      into
      the seam.






(ii)           
      The modernization and physical condition of the plant and
      equipment.





Management
      believes the surface facilities at the mine were installed beginning in early
      1990’s.  Components to such facilities have been upgraded over time.
 For example, we have made additions to the mine office and bathhouse
      facility in both 2005 and again in 2007 in order to accommodate the growing
      number of employees.  Those facilities were originally installed sometime
      in 1995.





Also,
      in
      2003 a crushing unit was added to the beltline by the Company in order to
      properly size the coal mined.  Properly sizing the coal is crucial for coal
      sales as our coal sales agreements have had requirements regarding the size
      of
      the coal sold.  Current management assumes such a unit was in place prior
      to time Hidden Splendor purchased the operations out of the bankruptcy of the
      prior operator; however, at the time of the purchase, no such unit was in place
      and it had to be added by Hidden Splendor in 2003.





14


In
      2004,
      the Company purchased significant additional equipment to continue mining
      operations at the Horizon Mine.  Such equipment included a rebuilt
      continuous miner, two rebuilt shuttle cars, a rebuilt roof bolter, a new battery
      scoop and additional attendant equipment.  All such equipment has improved
      operations and remains in adequate operating condition.  Nonetheless,
      management is of the opinion that at a minimum, additional roof bolting
      equipment is necessary to support the expanded operations at the mine.
 Management has identified other necessary equipment as well, but is
      concerned with the adequacy of the roof bolting equipment on hand to keep up
      with expanded operations.  While the two current roof bolting machines at
      the mine operate properly, they are slow moving and can only keep up with mining
      operations involving one continuous miner.  In 2007, a third roof bolting
      machine did not performed as expected and did not supported mining operations
      behind the Company’s second continuous miner.   The manufacture
      of that equipment has attempted to remedy the problems with that roof bolter
      and
      we intend to use it support operations behind the second continuous
      miner.





(5)           
      Description of the rock formations and mineralization of existing or potential
      economic significance on the property.





Coal
      mined at the Horizon Mine is located in what is known as the Hiawatha Coal
      Seam
      located in Wasatch Plateau Coal Field.  The average height of the seam as
      it runs through the mine is approximately 7 feet.  The coal we extract at
      the Horizon mine generally has a BTU value of between 11,500 and 12,300 BTUs.
       Analysis of the coal produced at the Horizon Mine in August of 2006 has
      shown BTU levels as high as 12,600.  Ash levels in coal substantially
      affect the value of coal.  As it sits in place in the Hiawatha Seam, coal
      at the Horizon Mine contains ash at levels from 8% to 9%.  Mining of the
      coal can increase ash levels if the rock either above or below the coal seam
      is
      mined and mixed with the coal taken from the seam, and our ash levels generally
      test out at between 8% to 12%, though conditions in the mine during 2007 have
      seen higher ash levels.  As stated above, reports provided to us indicate
      that there are at least 4 million recoverable tons remaining in our leased
      and
      permitted operations.  We believe this estimate is
      conservative.  Additional tonnage, though not leased by us at this
      time, is in reserves adjacent to our operation.





(6)           
      Glossary of Terms.





Certain
      terms used in this Report are specific to the coal mining industry and may
      be
      technical in nature. The following is a list of selected mining terms and the
      definitions generally attributed to them when we use them throughout this
      document.   In most cases, but not all, the following definitions
      generally are those used by the Energy Information Administration.  The
      definitions of some terms, especially those associated with “reserves,” are
      taken from Industry Guide No. 7 promulgated by the Securities and Exchange
      Commission in connection with Item 102 disclosure under Regulation
      S-B.





Ash:
      Impurities consisting of
      silica, iron, alumina, and other incombustible matter that are contained in
      coal. Ash increases the weight of coal, adds to the cost of handling, and can
      affect the burning characteristics. Ash content is measured as a percent by
      weight of coal on an "as received" or a "dry" (moisture-free)
      basis.





Bituminous
      Coal: A dense coal, usually black, sometimes dark brown, often with
      well-defined bands of bright and dull material, used primarily as fuel in
      steam-electric power generation, with substantial quantities also used for
      heat
      and power applications in manufacturing and to make coke. Bituminous coal is
      the
      most abundant coal in active U.S. mining regions. Its moisture content usually
      is less than 20 percent. The heat content of bituminous coal ranges from 21
      to
      30 million BTU per ton on a moist, mineral-matter-free basis. The heat content
      of bituminous coal consumed in the United States averages 24 million BTU per
      ton, on the as-received basis (i.e., containing both inherent moisture and
      mineral matter).





BTU
      (British
      thermal unit): The amount of heat needed to raise the temperature of 1
      pound of water by 1 degree Fahrenheit. The BTU is a convenient measure by which
      to compare the energy content of various fuels.





Coal:
      A
      readily combustible black or brownish-black rock whose composition, including
      inherent moisture, consists of more than 50 percent by weight and more than
      70
      percent by volume of carbonaceous material. It is formed from plant remains
      that
      have been compacted, hardened, chemically altered, and metamorphosed by heat
      and
      pressure over geologic time.





Coalbed:
      A
      bed or stratum of coal. Also called a coal seam.





15


Coke:
      A
      solid carbonaceous residue derived from low-ash, low-sulfur bituminous coal
      from
      which the volatile constituents are driven off by baking in an oven at
      temperatures as high as 2,000 degrees Fahrenheit so that the fixed carbon and
      residual ash are fused together. Coke is used as a fuel and as a reducing agent
      in smelting iron ore in a blast furnace. Coke from coal is grey, hard, and
      porous and has a heating value of 24.8 million BTU per short ton.





Coking
      Coal: Bituminous coal suitable for making coke.





Compliance
      Coal: A coal or a blend of coals that meets sulfur dioxide emission
      standards for air quality without the need for flue gas
      desulphurization.





Continuous
      Mining: A form of room-and-pillar mining in which a continuous mining
      machine extracts and removes coal from the working face in one operation; no
      blasting is required.





Conventional
      Mining: The oldest form of room-and-pillar mining which consists of a
      series of operations that involve cutting the coal bed so it breaks easily
      when
      blasted with explosives or high-pressure air, and then loading the broken
      coal.





EIA:
      The Energy Information
      Administration. An independent agency within the U.S. Department of Energy
      that
      develops surveys, collects energy data, and analyzes and models energy issues.
      The Agency must meet the requests of Congress, other elements within the
      Department of Energy, Federal Energy Regulatory Commission, the Executive
      Branch, its own independent needs, and assist the general public, or other
      interest groups, without taking a policy position.





Federal
      Coal
      Lease: A lease granted to a mining company to produce coal from land
      owned and administered by the Federal Government in exchange for royalties
      and
      other revenues.





F.O.B.
      Mine
      Price: The free on board mine price. This is the price paid for coal at
      the mining operation site. It excludes freight or shipping and insurance
      costs.





Loadout:
      A
      central facility used in loading coal for transportation by rail.





Longwall
      Mining: An automated form of underground coal mining characterized by
      high recovery and extraction rates, feasible only in relatively flat-lying,
      thick, and uniform coal beds. A high-powered cutting machine is passed across
      the exposed face of coal, shearing away broken coal, which is continuously
      hauled away by a floor-level conveyor system. Longwall mining extracts all
      machine-mineable coal between the floor and ceiling within a contiguous block
      of
      coal, known as a panel, leaving no support pillars within the panel area. Panel
      dimensions vary over time and with mining conditions but currently average
      about
      900 feet wide (coal face width) and more than 8,000 feet long (the mineable
      extent of the panel, measured in direction of mining). Longwall mining is done
      under movable roof supports that are advanced as the bed is cut. The roof in
      the
      mined-out area is allowed to fall as the mining advances.





Metallurgical
      Coal: Coking coal and pulverized coal consumed in making
      steel.





Mineable:
      Capable of being mined under current mining technology and environmental and
      legal restrictions, rules, and regulations.





Probable
      reserves: Reserves for which quantity and grade and/or quality are
      computed from information similar to that used for proven reserves, but the
      sites for inspection, sampling and measurement are farther apart or are
      otherwise less adequately spaced.





Proven
      reserves:
      Reserves for which (a) quantity is computed from dimensions revealed in
      outcrops, trenches, workings or drill holes; grade and/or quality are computed
      from the results of detailed sampling, and (b) the sites for inspection,
      sampling and measurement are spaced so closely and the geologic character is
      so
      well defined that size, shape, depth and mineral content of reserves are well
      established





16


Recoverable
      Coal: Coal that is, or can be, extracted from a coal bed during
      mining.





Recoverable
      Reserves of Coal: An estimate of the amount of coal that can be recovered
      (mined) from the accessible reserves of the demonstrated reserve
      base.





Reserve:
      That part of a mineral
      deposit which could be economically and legally extracted or produced at the
      time of the reserve determination.





Room-and-Pillar
      Mining: The traditional method of underground mining in which the mine
      roof is supported mainly by coal pillars left at regular intervals. Rooms are
      places where the coal is mined; pillars are areas of coal left between the
      rooms. Room-and-pillar mining is done either by conventional or continuous
      mining.





Seam:
      A
      bed of coal lying between a roof and floor. Equivalent term to bed, commonly
      used by industry.





Short
      Ton:
      A unit of weight equal to 2,000 pounds.





Slope
      Mine: An underground mine in which the entry is driven at an angle to
      reach the coal deposit.





Steam
      Coal: All nonmetallurgical coal.





Underground
      Mine: A mine where coal is produced by tunneling into the earth to the
      coal bed, which is then mined with underground mining equipment such as cutting
      machines and continuous, longwall, and shortwall mining machines. Underground
      mines are classified according to the type of opening used to reach the coal,
      i.e., drift (level tunnel), slope (inclined tunnel), or shaft (vertical
      tunnel).





Underground
      Mining: The extraction of coal or its products from between enclosing
      rock strata by underground mining methods, such as room and pillar, longwall,
      and shortwall, or through in-situ gasification.





(a)           
      Investment Policies.





Hidden
      Splendor’s operations are focused on the production of coal and participation in
      the coal industry.  Accordingly, the Company has no particular policy
      regarding each of the following types of investments:





(1)           
      Investments in real estate or interests in real estate;


(2)           
      Investments in real estate mortgages; or


(3)
                  
Securities of or interests in persons primarily engaged in real estate
      activities.





(b)           
      Description of Real Estate and Operating Data.





Hidden
      Splendor has no real estate the book value of which amounts to 10% or more
      of
      the Company’s total assets.





ITEM
      3.  LEGAL PROCEEDINGS





Except
      as
      noted in the paragraph below, the Company is not involved in any litigation
      involving a claim for damages which would total, exclusive of interest and
      costs, in excess of 10% of the Company’s current assets.





On
      October 15, 2007, Hidden Splendor
      Resources, Inc., a wholly-owned subsidiary of America West Resources, Inc.,
      filed a Chapter 11 Petition in the United States Bankruptcy Court for the
      District of Nevada.  The name of the proceeding is In Re: Hidden Splendor Resources,
      Inc., Debtor in Possession, Case Number BK-N 07-07-51378-gwz, Chapter 11,
      and the Nevada Bankruptcy Court assumed jurisdiction in the matter on October
      15, 2007.  Hidden Splendor’s petition in this regard is a Chapter 11
      petition and Hidden Splendor is a debtor in possession and intends to continue
      to operate its business.





17





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





We
      filed a preliminary Schedule 14(c)
      with the SEC on January 3, 2008 to change our name from Reddi Brake Supply
      Corporation to America West Resources, Inc.  In addition on January
      16, 2008, the board of directors and a majority of our shareholders consented
      to
      increase our authorized stock from 100,000,000 to 200,000,000 shares and
      provided the board of directors the power to implement a reverse stock split
      of
      the Company’s common stock at a ratio of not less than 5-for-1 and not greater
      than 20-for-1.  Amendments to the Company’s articles of incorporation
      reflecting these changes were filed in February 2008.





PART
      II





ITEM
      5.   MARKET FOR COMMON EQUITY AND RELATED SHAREHOLDER
      MATTERS





General
      Market Information





Our
      common stock trades on the OTC Bulletin Board under the symbol “AWSR.” The
      market for our common stock on the OTC Bulletin Board is limited, sporadic
      and
      highly volatile.  The following table sets forth the approximate high
      and low closing sales prices per share as reported on the OTC Bulletin Board
      for
      our common stock for the last two fiscal years.  The quotations
      reflect inter-dealer prices, without retail markups, markdowns, or commissions
      and may not represent actual transactions.





High
            LowYear
                2008Quarter
                ended March 31
            $0.29
            $0.08Year
                2007Quarter
                ended December 31
            $0.35
            $0.08Quarter
                ended September 30
            $0.55
            $0.15Quarter
                ended June 30
            $1.08
            $0.16Quarter
                ended March 31
            $0.38
            $0.16Year
                2006Quarter
                ended December 31
            $0.38
            $0.12Quarter
                ended September 30
            $0.20
            $0.20Quarter
                ended June 30
            $0.20
            $0.16Quarter
                ended March 31
            $0.16
            $0.16





The
      quotations reflect inter-dealer
      prices without retail mark-up, mark-down or commission and may not represent
      actual transactions.  The quotations give effect to a two for one
      forward stock split effective May 17, 2007.





Holders





As
      of
April 14,
      2008, there were approximately 754shareholders
      of recordof the Company's common stock and100,234,928
      shares
      outstanding.





Dividends





We
      have
      not paid dividends since inception nor do we anticipate that any cash dividends
      will be paid in the foreseeable future.





Equity
      Compensation Plan Information




We
      have not adopted a compensation plan
      to date, but we intend to adopt a plan in the future.  We have not
      issued any options or warrants to employees.





18


Recent
      Sales of Unregistered Securities





Set
      forth
      below is certain information concerning issuances of common stock that were
      not
      registered under the Securities Act of 1933 (“Securities Act”) that occurred,
      but were not reported, in the fourth quarter of fiscal 2007 and to
      date:





On
      December 21, 2007, we sold 4,000,000 shares of the company’s common stock to
      George R. Jarkesy, Jr. for a total cash consideration of $100,000.
  The funds used to purchase these shares were received by the company
      on December 24, 2007 and the respective shares were issued on December 26,
      2007.





On
      December 21, 2007, we sold 16,000,000 shares of the company’s common stock to
      the John Thomas Bridge and Opportunity Fund, LP for a total cash consideration
      of $400,000.   The funds used to purchase these shares were received
      by the company on December 24, 2007 and the respective shares were issued on
      December 26, 2007.





On
      December 21, 2007, we agreed to issue 1,500,000 shares of the company’s common
      stock to Marathon Advisors, LLC for consideration of services to be rendered
      to
      the company.  These shares were issued on December 26,
      2007.





On
      December 21, 2007, we agreed to issue 6,000,000 shares of the company’s common
      stock to Newport Capital Consultants, Inc. for consideration of services to
      be
      rendered to the company.   These shares were issued on December 26,
      2007.





On
      December 28, 2007, we agreed to issue 4,000,000 shares of the company’s common
      stock to Dan Baker for consideration of services to be rendered to the
      company.  These shares
      shall were issued on January 2, 2008.




The
        issuances referenced above were
        consummated pursuant to Section 4(2) of the Securities Act and the rules
        and
        regulations promulgated thereunder on the basis that such transactions did
        not
        involve a public offering and the offerees were sophisticated, accredited
        investors with access to the kind of information that registration would
        provide. The recipients of these securities represented their intention to
        acquire the securities for investment only and not with a view to or for
        sale in
        connection with any distribution thereof and appropriate legends were affixed
        to
        the share certificates and other instruments issued in such transactions.
        No
        sales commissions were paid.
 
 During
        March and April of 2008 we issued
        a total of 8,136,668 shares of the company’s common stock for cash consideration
        equal to $0.15 per share.  The issuance of these shares was
        consummated pursuant to Section 4(2) of the Securities Act and the rules
        and
        regulations promulgated thereunder on the basis that such transactions did
        not
        involve a public offering and the offerees were sophisticated, accredited
        investors with access to the kind of information that registration would
        provide. The recipient of these securities represented its intention to acquire
        the securities for investment only and not with a view to or for sale in
        connection with any distribution thereof and appropriate legends were affixed
        to
        the share certificates and other instruments issued in such
        transactions.  A commission of $55,050 was paid to John Thomas
        Financial and a commission of $30,750 was paid to FYJIGIM, Inc. in connection
        with the sales of these shares.




Name
              
              Shares
                  IssuedStuart
                  K Campbell, TTEE
              
              
              333,333Burton
                  Bartlett
              
              
              670,000Luis
                  Garcia
              
              
              2,000,000Joseph
                  T. Jarkesy
              
              
              200,000McCauley
                  & Associates
              
              
              666,667Charles
                  King
              
              
              666,667Richard
                  Christman
              
              
              666,667William
                  Farmer
              
              
              500,000John
                  S. Edison
              
              
              350,000Edison
                  Properties Family
              
              
              350,000Paul
                  Pitman
              
              
              200,000





19


The
      issuances referenced above were consummated pursuant to Section 4(2) of the
      Securities Act and the rules and regulations promulgated thereunder on the
      basis
      that such transactions did not involve a public offering and the offerees were
      sophisticated, accredited investors with access to the kind of information
      that
      registration would provide. The recipients of these securities represented
      their
      intention to acquire the securities for investment only and not with a view
      to
      or for sale in connection with any distribution thereof and appropriate legends
      were affixed to the share certificates and other instruments issued in such
      transactions.  A commission of $55,050 was paid to John Thomas
      Financial and a commission of $30,750 was paid to FYJIGIM, Inc. in connection
      with the sales of these shares.





Purchases
      of Equity Securities by Company





None.





ITEM
                6.
            MANAGEMENT’S
                DISCUSSION AND ANALYSIS AND RESULTS OF OPERATIONS AND FINANCIAL CONDITION






ITEM
      7.       FINANCIAL STATEMENTS






ITEM
                8.
            CHANGES
                IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL
                DISCLOSURE





Hanson,
      Barnett and Maxwell, P.C. (“Hanson”) served as the Company’s independent
      accountants from April 2007 until February 25, 2008, when we terminated our
      relationship with Hanson and engaged Malone & Bailey, P.C. (“Malone”) to
      serve as our independent accountant.  Malone currently serves as our
      new independent accountants.





In
      connection with the reviews of the Company for 2007 and up to and including
      their dismissal in February 2008, there were no disagreements with Hanson on
      any
      matter of accounting principles or practices, financial statement disclosure
      or
      auditing scope or procedure, which disagreements, if not resolved to the
      satisfaction of Hanson, would have caused it to make reference to the subject
      matter of the disagreements in connection with its reports.




ITEM
      8A.   CONTROLS AND PROCEDURES.





We
      maintain disclosure controls and procedures that are designed to ensure that
      information required to be disclosed by us in the reports that we file or submit
      to the Securities and Exchange Commission under the Securities Exchange Act
      of
      1934, as amended (“Exchange Act”), is recorded, processed, summarized, and
      reported within the time periods specified by the Securities and Exchange
      Commission’s rules and forms, and that information is accumulated and
      communicated to our management, including our principal executive and principal
      financial officers, as appropriate to allow timely decisions regarding required
      disclosure.




The
      Company’s management, with the participation of the chief executive
      officer/chief financial officer, carried out an evaluation of the effectiveness
      of the Company's “disclosure, controls and procedures” (as defined in the
      Exchange Act) Rules 13a-15(3) and 15-d-15(3) as of the end of the period covered
      by this annual report (the “Evaluation Date”).  Based upon that evaluation,
      the chief executive officer/chief financial officer concluded that, as of the
      Evaluation Date, the Company’s disclosure, controls and procedures are
      effective, providing them with material information relating to the Company
      as
      required to be disclosed in the reports the Company files or submits under
      the
      Exchange Act on a timely basis.




20




There
      were no changes in the Company’s internal controls over financial reporting,
      known to the chief executive officer/chief financial officer, that occurred
      during the period covered by this report that has materially affected, or is
      reasonably likely to materially affect, the Company's internal control over
      financial reporting.







ITEM
      8B.   OTHER INFORMATION





Not
      applicable.





PART
      III




ITEM
      9.   DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS;
      COMPLIANCE WITH SECTION 16(a) OF THE EXCHANGE ACT.




Executive
      Officers and Directors





The
      following tables sets forth as of
      January 11, 2007, the name, age, and position of each executive officer and
      director and the term of office of each director of the
      Company.




Name
              
              Age
              
              PositionAlexander
                  H. Walker III
              
              47
              
              Director,
                  President, Chief Executive OfficerDan
                  R. Baker
              
              57
              
              Chief
                  Operating Officer, Vice President, Coal OperationsBrian
                  Rodriguez
              
              38
              
              Chief
                  Financial Officer and DirectorGeorge
                  Jarksey
              
              33
              
              DirectorAlexander
                  H. Walker, Jr.
              
              81
              
              Director,
                  SecretaryAmanda
                  Cardinalli
              
              44
              
              Director


All
      Directors hold their positions for
      one year or until successors are duly elected and qualified. All officers hold
      their positions at the will of the Board of Directors.





Set
      forth below is certain biographical
      information regarding each of the Company's executive officers and
      directors:





Alexander
      H. Walker III,has
      served asthe President, Chief
      Executive Officer
      and a Director of the Companysince August 2007.
 Since
      March of 2003, Mr. Walker
      has been actively involved in the management of Hidden Splendor, acting as
      its
      Vice President.Prior
      to March of 2003, Mr. Walker was
      engaged in the practice of lawfocusing primarily in
      the areas of
      general business litigation and securities.  Mr. Walker is a member
      of the
      Utah State Bar Association and the Nevada Bar Association.He is also a member of
      the
      board of directors of the South East Utah Energy Producers Association and
      is
      the co-chair of the board of the Western Energy Training
      Center.





Dan
      R. Baker,has
      served asthe Company’s Chief Operating
      Officersince August
      2007.  Mr. Baker began
      his business career in mining as a laborer in 1969, following an extended tour
      of duty with the U.S. Army in Vietnam. He advanced to longwall foreman, senior
      mining engineer, longwall superintendent, and manager of underground operations,
      working for U.S. Steel Corporation, Kaiser Steel Corporation, Braztah
      Corporation, Utah Power & Light Company, Emery Mining Corporation, and
      Kaiser Coal Corporation.  In 1987, Mr. Baker joined Interwest Mining
      Company as Vice President–Operations, overseeing both underground and surface
      mines in Utah, Wyoming, Washington and Australia for PacifiCorp. He served
      on
      the Interwest board of directors, and was a member of the mining and fuels
      team
      for PacifiCorp’s international activities.  Mr. Baker became President and
      Chief Executive Officer of Interwest and Vice President–Fuels for PacifiCorp in
      January 1998, positions he held until he became an executive vice president
      at
      CONSOL Energy in November of 1999.  At CONSOL Energy, Mr. Baker provided
      overall leadership, strategic direction and management to all mining operations
      to produce quality coal at a low cost and with high safety standards.
 Since 2002, Mr. Baker has been providing consulting services for energy
      companies.  In September of 2006 Mr. Baker joined Hidden
      Splendor.





21


BrianRodriguez,has served
      as
      a Director and Chief Financial Officer of the Company since December
      2007.Mr.
      Rodriquez is thePresident of Marathon Advisors
      LLC,
      a professional services firm providing accounting and business development
      services to micro-cap and
      small-cap publiccompanies.   He also serves as
      president and director for
      G/O Business Solutions, Inc., a publicly-held professional services
      company.  From March 2006 to May 2007, Mr. Rodriguez served aschief financialofficer
      for SH Celera Capital Corporation,
      an internally
      managed fund.  From October 2004 to March 2006, Mr. Rodriguez served as an
      accounting and finance consultant for Jefferson Wells, an international
      professional services firm.  During 2004and 2005, he also served
      as
      adirector and chairman
      of the Audit Committee for Opexa
      Therapeutics (formerly PharmaFrontiers Corporation), a public biotechnology
      company.  From March 2002 to October 2004, Mr. Rodriguez served as
      Controller and then Director of Finance for JP Mobile Inc., a privately-held wireless
      software
      company based in Dallas, Texas. As a consultant, Mr. Rodriguez has provided
      services in the areas of internal controls, process design and reengineering,
      and accounting operations to companies ranging from early stagestartups
      to Fortune 100
      enterprises.  Mr. Rodriguez began his career in 1993 in the Business
      Assurance practice of PricewaterhouseCoopers (formerly Coopers & Lybrand) in
      Dallas, Texas.  Mr. Rodriguez has been a Certified Public Accountant in the
      State ofTexas
      since May, 1995.  He holds a
      B.B.A. from Texas A&M University.





GeorgeJarkesy,has served
      as
      a Director of the Company since December 2007.  Mr. Jarkesy isthemanaging
      member of John Thomas
      Capital Management
      Group, LLC, which is the
      general partnerfor John
      Thomas Bridge and Opportunity Fund, L.P. He previously served
      as thechiefoperating
      officer andpresident
      of SH Celera Capital
      Corporation, an internally managed fund. Mr. Jarkesy started his career in
      the
      financial industry with Josephthal Lyonand Ross, a New York
      Stock Exchange
      member. He's founded and built companies engaged in financial consulting, real
      estate investments, real estate management, employee leasing, light steel
      manufacturing, livestock management, oil field services and biotechnology.
      Individually and through one of
      his companies, Mr. Jarkesy was a successful strategic investor in two public
      biotechnology companies (ANX and OPXA). He was a co-founder of PharmaFrontiers
      Corporation (now Opexa Therapeutics: OPXA), and has had investments
      in VOIP, Internet Security, and
      Gaming. In 1999, he expanded his investments to China as well as other
      international markets. Mr. Jarkesy has consultedfor
      numerous venture capital groups as
      well as investment banking departments at small to mediumsized broker dealers.
      Jarkesy &
Company has been an active participating member of National Investment Bankers
      Association since 1996.
      He
      is the vicepresident
      of theboard
      ofdirectors
      for the Society of St. Vincent
      DePaul in the Galveston-Houston Archdiocese of the Catholic
      Church and is also on the
      board of the Jarkesy
      Foundation, Inc.





Alexander
      H. Walker, Jr.,has served
      asthe Secretary and a
      Director of the Companysince August 2007.
  Mr. Walker
      has spent
      his career as a securities attorney licensed in Pennsylvania and Utah.
      Mr. Walker received his B.A. from Waynesburg College in 1950 and his J.D.
      from the University of Pittsburgh School of Law in 1952.  Since 1956, Mr.
      Walker has been a practicing attorney, which practice has included trial and
      transactional work, with an emphasis on corporate securities matters.
 After serving  as the  Attorney  Advisor  for the
 Division  of  Corporate  Finance in Washington,  D.C.
      from 1954 to 1955, Mr. Walker served as the Attorney in Charge of the Salt
      Lake
      City, Utah Branch of the United States  Securities and Exchange Commission
      from 1955 to 1956.  From 1956 through the present, Mr. Walker has
      maintained a private practice.   He maintains licenses in both Utah
      and Pennsylvania.





Amanda
      Cardinalli,has
      served asa Director of the Companysince
      August 2007.  Ms. Cardinalli is the
      President
      of The Nevada Agency and Trust Company, a company which provides trust, stock
      transfer and resident agent services to its corporate clients.  Ms.
      Cardinalli has been the President of NATCO since 2003 and has managed NATCO
      operations since 1995.  Ms. Cardinalli graduated from Hollins College,
      Roanoke, Virginia in 1985.





22


Family
      Relationships





Alexander
      H. Walker III and Amanda
      Cardinalli are bother and sister and are two of the children of Alexander H.
      Walker, Jr.





Involvement
      in Certain Legal
      Proceedings




To
      our
      knowledge, none of the officers, directors, promoters or control persons of
      the
      Company have been involved in the past five (5) years in any of the
      following:




(1)         
        Any bankruptcy petition filed by or against any business of which such person
        was a general partner or executive officer either at the time of the bankruptcy
        or within two years prior to that time (with the exception of the pending
        Chapter 11 proceeding involving Hidden Splendor Resources, Inc. identified
        in
        Item 3 above);
 
 (2)         
        Any conviction in a criminal proceeding or being subject to a pending criminal
        proceeding (excluding traffic violations and other minor offenses);
 
 (3)         
        Being subject to any order, judgment or decree, not subsequently reversed,
        suspended or vacated, of any Court of competent jurisdiction, permanently
        or
        temporarily enjoining, barring, suspending or otherwise limiting his involvement
        in any type of business, securities or banking activities; or
 
 (4)         
        Being found by a court of competent jurisdiction (in a civil action), the
        Commission or the Commodity Futures Trading Commission to have violated a
        federal or state securities or commodities law, and the judgment has not
        been
        reversed, suspended, or vacated.


Independence
      of Directors & Board Committees





None
      of the company’s directors are
“independent directors” as that term is defined under independence standards
      used by any national securities exchange or an inter-dealer quotation
      system.





Section
      16(a) Beneficial Ownership Reporting Compliance





Section
      16(a) of the Exchange Act requires the Company’s directors and executive
      officers, and persons who own beneficially more than ten percent of the common
      stock of the Company, to file reports of ownership and changes of ownership
      with
      the Securities and Exchange Commission.  Based solely on the reports
      received by the Company and on written representations from certain reporting
      persons, the Company believes that the directors, executive officers, and
      greater than ten percent beneficial owners have complied with all applicable
      filing requirements, except for: John Thomas Bridge Fund, a greater than 10%
      holder of our common stock, failed to file a Form 3 in January 2008; George
      Jarksey, Jr. failed to file a Form 3 in January 2008; Alexander Walker III,
      failed to timely file a Form 3 in August of 2007, Mr. Walker subsequently filed
      the Form 3 in February 2008; Brian Rodriguez filed to timely file a Form 3
      in
      January 2008, Mr. Rodriguez filed his from in February 2008; Amanda Cardinalli
      failed to file a Form 3 in August 2007; Dan Baker failed to file a Form 3 in
      August 2007; and Cecil Ann Walker failed to file a Form 3 in August
      2007.





We
      have
      informed the above individuals of the status of their filings and understand
      that appropriate filings, though late, will be made.





Code
      of Ethics





The
      Company adopted a Code of Ethics
      that applies to all of its directors and officers.  The Code was filed
      with the Securities and Exchange Commission as an exhibit to the Company’s
      annual report for the year ended June 30, 2007.  Copies of the
      Company’s Code of Ethics are available, free of charge, by submitting a written
      request to the Company at 57 West 200 South, Suite 400, Salt Lake City, Utah
      84101.




23


ITEM
      10.   EXECUTIVE COMPENSATION





The
      following tables contain compensation data for our named executive officers
      as
      of December 31, 2007.  All compensation paid of officers and directors
      was paid by our wholly-owned subsidiary, Hidden Splendor Resources,
      Inc.   Though compensation is report for periods before August
      10, 2007, Hidden Splendor did not become a wholly-owned subsidiary of America
      West Resources, Inc. until that date.




Summary
                  Compensation TableName
                  and
                Principal
                  Position
              
              Year
              
              Salary
                And
                Consulting
                Payments
                ($)
              
              Bonus
                ($)
              
              Stock
                Awards
                ($)
              
              All
                Other
                Compensation
                ($)
              
              Total
                ($)Alexander
                  H. Walker III
              
              2007
              
              55,000
              
              0
              
              0
              
              0
              
              55,000President,
                  CEO & director
              
              2006
              
              84,500
              
              0
              
              0
              
              0
              
              84,5002005
              
              64,000
              
              0
              
              0
              
              0
              
              64,000Dan
                  R. Baker
              
              2007
              
              144,750
              
              0
              
              0
              
              0
              
              144,750COO
              
              2006
              
              40,375
              
              0
              
              0
              
              0
              
              40,3752005
              
              N/A
              
              N/A
              
              N/A
              
              N/A
              
              N/ABrian
                  Rodriguez
              
              2007
              
              0
              
              0
              
              0
              
              0
              
              0CFO
                  & director
              
              2006
              
              N/A
              
              N/A
              
              N/A
              
              N/A
              
              N/A2005
              
              N/A
              
              N/A
              
              N/A
              
              N/A
              
              N/AGeorge
                  Jarkesy
              
              2007
              
              0
              
              0
              
              0
              
              0
              
              0Director
              
              2006
              
              N/A
              
              N/A
              
              N/A
              
              N/A
              
              N/A2005
              
              N/A
              
              N/A
              
              N/A
              
              N/A
              
              N/AAlexander
                  H. Walker, Jr.
              
              2007
              
              0
              
              0
              
              0
              
              0
              
              0Director
              
              2006
              
              0
              
              0
              
              0
              
              0
              
              02005
              
              0
              
              0
              
              0
              
              0
              
              0Amanda
                  Cardinalli
              
              2007
              
              0
              
              0
              
              0
              
              0
              
              0Director
              
              2006
              
              0
              
              0
              
              0
              
              0
              
              02005
              
              0
              
              0
              
              0
              
              0
              
              0




______________





Outstanding
      Equity Awards





Except
      as
      noted below, no options or stock awards were issued to our employees, officers
      or directors in 2007.





Employment
      and Consulting Agreements




Marathon
      Advisors,
      LLC.





On
      December 21, 2007, we entered in an agreement with Marathon Advisors LLC under
      the terms of which Marathon agreed to provide the services of Brian Rodriguez
      to
      us.  The parties agreed that under the term of this agreement Mr. Rodriguez
      would serve as the chief financial officer of the Company from December 21,
      2007
      through November 30, 2008.





Under
      the
      terms of this agreement, Marathon shall be paid cash consideration of $10,000
      per month for services rendered.  In addition, Marathon shall be paid a
      $20,000 cash bonus payable within 10 days of our receiving at least $2,000,000
      cumulative gross proceeds from debt or equity financing, and Marathon shall
      be
      paid another $20,000 cash bonus payable within 10 days of the Company receiving
      at least $5,000,000 cumulative gross proceeds from debt or equity financings
      following the date of the agreement.  Under the terms of the agreement
      Marathon was issued 1,500,000 shares of our common stock, with Marathon’s
      interest in such stock vesting on January 1, 2008





24


In
      the
      event that the agreement with Marathon is terminated prior to May 31, 2008
      by
      Marathon, Marathon agrees to return to us 1/6 of such 1,500,000 shares for
      each
      full month from the date of termination to May 31, 2008.





We
      also
      agreed to reimburse Marathon for any reasonable, accountable, out-of-pocket
      expenses incurred by Marathon related to travel to our office site or any other
      expenses incurred related to performing the services provided under the terms
      of
      the agreement.





Dan
      R. Baker





On
      December 28, 2007, we entered into an employment agreement with our chief
      operating officer, Dan Baker.  Under the terms of the agreement Mr. Baker
      agrees to continue to serve as the chief operating officer of the Company for
      a
      three-year term commencing January 1, 2008.   As consideration for Mr.
      Baker’s services, we agreed to pay Mr. Baker an initial base salary of $156,000
      per year and agreed to increase that base salary to $250,000 per year as soon
      as
      our wholly-owned subsidiary, Hidden Splendor., emerges from Chapter 11
      bankruptcy or six months passes from the date of the agreement, which ever
      occurs first.  In addition, we agreed to pay Mr. Baker a $100,000 cash
      bonus payable within 10 days of our receiving at least $2,000,000 cumulative
      gross proceeds from equity financing, and another $100,000 cash bonus payable
      within 10 days of our receiving at least $5,000,000 cumulative gross proceeds
      from equity financings following the date of the agreement.





Under
      the
      terms of the agreement with Mr. Baker, we agreed, subject to any and all
      necessary approvals which may be required in Hidden Splendor’s Chapter 11
      bankruptcy proceeding to convert the debt which Hidden Splendor owes Mr. Baker
      to our common stock at a rate mutually agreeable to the parties.  The
      parties understand that this provision of the agreement is subject to court
      approval in the bankruptcy action and that the debt in question may not be
      so
      converted if approval is not obtained.





Under
      the
      terms of the agreement Mr. Baker was be issued 4,000,000 shares of our common
      stock, in exchange for his services rendered pursuant to the terms of the
      contract.  Mr. Baker’s interest in the shares vested on January 1, 2008.





Alexander
      H. Walker III





On
      December 28, 2007, we entered into an employment agreement with our chief
      executive officer, Alexander H. Walker III.  Under the terms of the
      agreement Mr. Walker agrees to continue to serve as our chief executive officer
      for a three-year term commencing January 1, 2008.   As consideration
      for Mr. Walker’s services, we agreed to pay Mr. Walker an initial base salary of
      $150,000 per year and agreed to increase that base salary to $250,000 per year
      as soon as Hidden Splendor emerges from Chapter 11 bankruptcy or six months
      passes from the date of the agreement, which ever occurs first.  In
      addition, we agreed to pay Mr. Walker a $20,000 cash bonus payable within 10
      days of our receiving at least $2,000,000 cumulative gross proceeds from equity
      financing, and another $20,000 cash bonus payable within 10 days of our
      receiving at least $5,000,000 cumulative gross proceeds from equity financings
      following the date of the agreement.





Under
      the
      terms of the agreement on January 1st
      of the
      year following each year of the term of the agreement, Mr. Walker also shall
      be
      given the option to purchase a number of shares of our common stock which is
      equal to up to 1% of the number of issued and outstanding shares of our common
      stock as of the day immediately before the date of issuance (December 31st
      the
      year of each year of the agreement) for consideration to be mutually agreed
      upon
      by Mr. Walker and the company.





Director
      Compensation





We
      do not
      compensate the members of our board of directors, but we do reimburse our
      directors for travel and lodging expenses in connection with their attendance
      at
      board meetings.





25


ITEM
      11.    SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
      MANAGEMENT





To
      our
      knowledge, except as indicated in the footnotes to this table and pursuant
      to
      applicable community property laws, the persons named in the table below have
      sole voting and investment power with respect to all shares of common stock
      shown as beneficially owned by them as of April 2, 2008.





Name
                  and Address of
                Beneficial
                  Owner
              
              Number
                  of Shares
                of
                  Common Stock
                Beneficially
                  Owned
              
              Percentage
                of
                ClassBeneficial
                  Owners of more than 5%:John
                  Thomas Bridge and Opportunity
                  Fund, LP
                6371
                  Richmond Ave., Suite 275
                Houston,
                  Texas 77057
              
              16,000,000
              
              16.0%TimothaA.Kent
                57
                  West 200 South, Suite
                  400
                Salt
                  Lake City,
                  Utah  84101
              
              8,471,232
              
              8.5%Newport
                  Capital Consultants,
                  Inc.
                19Island
                  Vista
                Newport
                  Beach, CA92657
              
              6,000,000
              
              6.0%Named
                  Executive Officers and Directors:Alexander
                  H. Walker
                  Jr.
                50
                  West Liberty, Suite
                  880
                Reno,
                  Nevada  89501
              
              27,531,504
              
              27.5%George
                  R. Jarkesy, Jr.(1)
                6371
                  Richmond Ave., Suite 275
                Houston,
                  Texas 77057
              
              21,500,000
              
              21.4%Alexander
                  H. Walker
                  III
                57
                  West 200 South, Suite
                  400
                Salt
                  Lake City,
                  Utah  84101
              
              8,471,232
              
              8.5%Amanda
                  Cardinalli(2)
                50
                  West Liberty, Suite
                  880
                Reno,
                  Nevada  89501
              
              8,471,232
              
              8.5%Dan
                  R.
                  Baker
              
              4,000,000
              
              4.0%Brian
                  Rodriquez(3)
              
              1,500,000
              
              1.5%All
                  directors & executive
                  officersas
                  a group (5persons)
              
              71,473,968
              
              71.3%
 ___________________________
 
 (1)
              Of
                  the shares reported as beneficially owned by George R. Jarkesy,
                  Jr.,
                  4,000,000 are registered in Mr. Jarkesy’s name and 16,000,000 are
                  registered in the name of the John Thomas Bridge and Opportunity
                  Fund, LP.
                   The John Thomas Bridge and Opportunity Fund, LP is a limited
                  partnership and the John Thomas Capital Management Group, LLC is
                  the
                  general partner of the John Thomas Bridge and Opportunity Fund,
                  LP.
                   Mr. Jarkesy is the managing member of the John Thomas Capital
                  Management Group, LLC.  Also, 1,500,000 of the shares reported as
                  beneficially owned by Mr. Jarkesy are registered in the name of
                  Marathon
                  Advisors, LLC.  Mr. Jarkesy has a 50% ownership interest in Marathon
                  Advisors, LLC.
  (2)
              The
                  shares reported as beneficially owned by Amanda Cardinalli are
                  registered
                  in the name of Nevada Agency and Trust Company, our transfer agent
                  and
                  registrar.  Ms. Cardinalli is the president of Nevada Agency and
                  Trust Company.
  (3)
              The
                  shares reported as beneficially owned by Brian Rodriguez are registered
                  in
                  the name of Marathon Advisors, LLC.  Mr. Rodriguez is the managing
                  member of Marathon Advisors,
                  LLC.


26


ITEM
      12.   CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS





Consulting
      and Employment Agreements
      with Management




The
      company has entered into various
      consulting agreements and employment agreements in connection with services
      rendered to the company by management.  The terms of such agreement
      are outlined in Item 10 above and that discussion is incorporated herein by
      this
      reference.




Mid-State
      Services,
      Inc.




Mid-State
      Services, Inc., a Nevada corporation (“Mid-State”) is in the business of
      providing repair and rebuilding services for diesel powered mining
      equipment.  Mid-State also acts as vendor of mining
      supplies.  Alexander H. Walker III is the President of Mid-State and
      Alexander H. Walker, Jr. is Mid-State’s Secretary and Amanda Cardinalli is
      Mid-State’s treasurer.




Mid-State
      does business with Hidden Splendor.  Hidden Splendor leases office
      space from Mid-State.   In addition, a degree of common control
      between America West and Mid-State allows both companies to obtain combined
      insurance policies for health, dental, general liability and workers
      compensation insurance.  Management believes that the current
      relationship between Mid-State and the Company is mutually beneficial and serves
      the best interests of the company.




John
      Thomas Financial




In
      2008,
      John Thomas Financial performed services in connection with our efforts to
      sell
      shares of the company’s equity securities.  In this regard, John
      Thomas Financial was paid a total of $55,050.  George Jarkesy, a
      director of the company, is the fund manager of John Thomas
      financial.  Management believes that the relationship between John
      Thomas Financial and the company is mutually beneficial and serves the best
      interest of the company.




Alexander
      H. Walker III, LLC




Alexander
      H. Walker III, the Company’s chief executive officer, is the manager of
      Alexander H. Walker III, LLC, a Utah limited liability company.  Mr.
      Walker, an attorney licensed in the states of Nevada and Utah, provides his
      services to the Company through Alexander H. Walker III, LLC and receives
      compensation from the Company for those services.  In the past, Mr.
      Walker also has subleased office space to the Company in Salt Lake City,
      Utah.




Obligations
      Secured by Management and
      Shareholders





Alexander
      H. Walker, Jr., a director
      and shareholder, has personally guaranteed the repayment of Hidden Splendor’s
      loans from Zion’s First National Bank.





Alexander
      H. Walker III, a director,
      the Company’s President, CEO and a shareholder, has pledged personal assets
      sufficient to obtain a coal lease bond in connection with Hidden Splendor’s
      obligation to post such a bond with the United State Department of the Interior,
      Bureau of Land Management.







27





ITEM
      13.  EXHIBITS





(a)           
      The following exhibits are to be filed as part of this 10-K:




EXHIBIT
                  NO.
              
              IDENTIFICATION
                  OF EXHIBIT3.1
              
              Articles
                  of Incorporation (1)3.2
              
              Articles
                  of Amendment to the Articles of Incorporation (1)3.3
              
              Articles
                  of Amendment to Articles of Incorporation (1)3.4
              
              Articles
                  of Amendment to Articles of Incorporation (1)3.5
              
              Articles
                  of Amendment to Articles of Incorporation (1)3.6
              
              Articles
                  of Amendment to Articles of Incorporation (1)3.7
              
              Bylaws
                  (1)10.1
              
              Exchange
                  Agreement with Hidden Splendor Resources, Inc. dated August 10,
                  2007 (2)10.2
              
              George
                  R. Jarksey, Jr. Subscription Agreement (3)10.3
              
              The
                  John Thomas Bridge and Opportunity Fund, LP Subscription Agreement
(3)10.4
              
              Engagement
                  Agreement with Marathon Advisors, LLC (3)10.5
              
              Consulting
                  Agreement with Newport Capital Consultants, Inc.(3)10.6
              
              Employment
                  Agreement with Dan R. Baker (3)10.7
              
              Employment
                  Agreement Alexander H. Walker III (3)14.1
              
              Code
                  of Ethics (4)21.1
              
              Subsidiaries
                  (5)
 
 ___________________________
  (1)
              Filed
                  as an exhibit on Form 10-KSB for the fiscal year ended June 30,
                  1999 and
                  filed March 20, 2000 and incorporated herein by
                  reference.
  (2)
              Filed
                  as an exhibit on Form 8-K on August 13, 2007 and incorporated herein
                  by
                  reference.
  (3)
              Filed
                  as an exhibit on Form 8-K on December 28, 2007 and incorporated
                  herein by
                  reference.
  (4)
              Filed
                  as an exhibit on Form 10-KSB for the fiscal year ended June 30,
                  2006 and
                  filed October 10, 2006 and incorporated herein by
                  reference.
  (5)
              Filed
                  herewith.


28


ITEM
      14.  PRINCIPAL ACCOUNTANT FEES AND SERVICES





Professional
      services rendered were rendered by Malone & Bailey, P.C. for the fiscal year
      ended December 31, 2007 and by Hansen, Barnett & Maxwell, P.C. for the
      fiscal year ended December 31, 2006.  The aggregate fees for each of
      those years were as follows:






Audit
      feesfor the fiscal
      years ended December 31, 2007 and 2006 represent the aggregate fees billed
      for
      professional services rendered for the audit of our annual financial statements
      and review of financial statements included in our quarterly reports on Form
      10-Q or services that are normally provided in connection with statutory and
      regulatory filings or engagements for those fiscal years.





Audit
      Committee Pre-Approval Policies and Procedures





The
      Board
      of Directors serves as the audit committee of the Company.  The Board
      of Directors on an annual basis reviews audit and non-audit services performed
      by the independent auditor.  All audit and non-audit services are
      pre-approved by the Board of Directors, which considers, among other things,
      the
      possible effect of the performance of such services on the auditors’
independence.  The Board of Directors has considered the role Malone &
Bailey in providing services to us for the fiscal year ended December 31, 2007
      and has concluded that such services are compatible with Malone & Bailey’s
      independence as the Company’s auditors.





29


SIGNATURES





Pursuant
        to the requirements of Section 13 or 15(d) of the Securities Exchange Act
        of
        1934, the Registrant has duly caused this Report to be signed on its behalf
        by
        the undersigned, thereunto duly authorized.
 
 AMERICA
                  WEST RESOURCES,
                  INC.Date:  April
                  15,
                  2008
              By:
              /s/
                  Alexander H. Walker
                  IIIAlexander
                  H. Walker III, Chief
                  Executive OfficerDate:  April
                  15,
                  2008
              By:
              /s/Brian
                  E.
                  RodriguezBrian
                  E. Rodriguez, Chief
                  Financial Officer
  In
          accordance with the Exchange
          Act, this report
          has been signed below by the following persons on behalf of the registrant
          and
          in the capacities and on the dates indicated.
 
 
 Date: 
                  April 15, 2008
                By:
                /s/
                  Alexander H. Walker IIIAlexander
                    H. Walker III,DirectorDate:  April
                    15,
                    2008
                By:
                /s/Brian
                    E.
                    RodriguezBrian
                    E. Rodriguez,
                    Director




30