UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-KSB (Mark One) x
        ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended  February 28, 2007 o
        TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from o to o Commission file number  000-52401 LIONS GATE LIGHTING CORP.(name of small business issuer in its charter)Nevada(State or other jurisdiction of incorporation or organization)
        
        47-0930829(I.R.S. Employer Identification No.)200 - 375 Water StreetVancouver, BC, Canada(Address of principal executive offices)
        
        V6B 5C6(Zip Code) Issuer's telephone number778.316.0000 Securities registered pursuant to Section 12(b) of the Act: Title of each classNil
        
        Name of each exchange on which registeredNil Securities registered pursuant to Section 12(g) of the Act: Common Stock, par value $0.001(Title of class)  Check whether the issuer is not required to file reports pursuant to Section 13 or 15(d) of the Exchange Act.     [  ] Note:Checking the box above will not relieve any registrant required to file reports pursuant to Section 13 or 15(d) of the Exchange act from their obligations under those Sections. Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x
        No [   ] 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. [   ]       - 2 -   Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes x
        No o State Issuer's revenues for its most recent fiscal year:  $9,603 State the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was sold, or the average bid and asked price of such common equity, as of a specified date within the past 60 days: 5,000,000 common shares at $0.01(1)= $50,000 (1) Our shares do not currently trade on any stock exchange.  The price of $0.01 was the last price that shares of our company were issued at. (APPLICABLE ONLY TO CORPORATE REGISTRANTS) State the number of shares outstanding of each of the Issuer's classes of common equity, as of the latest practicable date. 8,000,000 common shares issued and outstanding as of June 5, 2007 DOCUMENTS INCORPORATED BY REFERENCE None. Transitional Small Business Disclosure Format (Check one):  Yes o  No x       - 3 -    PART I Item 1.  Description of Business. This annual report contains forward-looking statements as that term is defined in Section 27A of the United States Securities Act of 1933 and Section 21E of the Securities and Exchange Act of 1934.  These statements relate to future events or our future financial performance.  In some cases, you can identify forward-looking statements by terminology such as "may", "should", "expects", "plans", "anticipates", "believes", "estimates", "predicts", "potential" or "continue" or the negative of these terms or other comparable terminology.  These statements are only predictions and involve known and unknown risks, uncertainties and other factors, including the risks in the section entitled "Risk Factors", that may cause our or our industry's actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or
achievements expressed or implied by these forward-looking statements. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements.  Except as required by applicable law, including the securities laws of the United States, we do not intend to update any of the forward-looking statements to conform these statements to actual results. Our financial statements are stated in United States dollars and are prepared in accordance with United States generally accepted accounting principles. In this annual report, unless otherwise specified, all dollar amounts are expressed in United States dollars.  All references to "CDN$" refer to Canadian dollars and all references to "common shares" refer to the common shares in our capital stock. As used in this annual report, the terms "we", "us", "our", and "Lions Gate" mean Lions Gate Lighting Corp. and our subsidiary, LG Lighting, unless otherwise indicated. General We were incorporated on May 2, 2005, in the State of Nevada.  LG Lighting is our wholly-owned subsidiary which we incorporated as a British Columbia company on May 11, 2005.  The results of operations of LG Lighting have been consolidated with the results of operations of our company.  Following incorporation, we commenced the business of marketing lighting products and accessories throughout our target markets of North America in accordance with the terms of a distribution agreement between our company and Sunway Lighting.  We are a non-exclusive distributor of lighting and signage products manufactured by Sunway Lighting. Current Business Through our subsidiary, LG Lighting, we sell a range of LED (Light-Emitting-Diode), fluorescent, and neon lighting products, lighting accessories and solutions for the signage industry.  Our company currently targets the market of lighting and signage wholesalers, distributors and retailers primarily in British Columbia and the rest of North America through our website.  We started with less than ten products and have grown to offer over 150 different products from five manufacturers, all of which are supplied to our company on a non-exclusive basis from Sunway Lighting, our sole supplier.  We currently sell our products to customers for resale in Canada and the United States and hope to expand into South America in the future. Our company was conceived to supply products that represent the next step in the lighting and signage industries using LED technology.  We have not wavered in this pursuit and have added additional products that utilize other lighting technologies such as neon and fluorescent units that offer additional energy savings to the end user of such products. With limited resources, we primarily focus on the market in British Columbia while maintaining a presence on the internet with our website, and with strategic communications to wholesalers, distributors and retailers across Canada and in the United States.       - 4 -   British Columbia has numerous businesses engaged in our target market, namely, the distribution of lighting and signage products.  We intend to increase market share by using our ties with Sunway Lighting, our sole supplier of lighting and signage products, to underprice our competitors while continuing to offer high-quality lighting and signage products to wholesale companies, distributors and retailers of lighting and signage products.  We also market such products to customers by emphasizing the cost savings available to them through the use of our products.  Through our distribution agreement with Sunway Lighting, we have access to manufacturing capabilities in China where LED and all other lighting and signage technology are less expensive than fluorescent and neon lighting products manufactured in North America.  The website of Wikipedia.com, located at
http://en.wikipedia.org/wiki/LED, states in section 2.1 that LEDs have a long life span: typically ten years, twice as long as the best compact fluorescent bulbs and twenty times longer than the best incandescent bulbs.  (Incandescent bulbs can also be made to last a long time by running at lower than normal voltage, but only at a high cost in efficiency; LEDs have a long life when operated at their rated power).  The information contained in the website of Wikipedia.com does not form part of this annual report.  Sunway Lighting supplies our company with all of our products.  Pursuant to the terms of our distribution agreement with Sunway Lighting, we purchase products on a non-exclusive and as-needed basis with the exception that we are required to purchase 10,000 units of products prior to May 5, 2008, being the three year anniversary date from entering into the distribution agreement. Sunway Lighting Distribution Agreement On May 5, 2005 we entered into a non-exclusive distribution agreement with Sunway Lighting of Guangdong, China to market, sell and distribute the full line of Sunway Lighting products and related products within North America and South America.  Sunway Lighting also supplies our company with lighting products from five additional Chinese manufacturers. The agreement requires our company to purchase 10,000 units of product from Sunway Lighting within three years of the signature date.  Under the agreement, we pay 100% of the products ordered in United States dollars prior to their shipment, except for certain sample products.  Pursuant to the terms of the distribution agreement, we are responsible for: 1.
        using our best efforts to market and sell Sunway Lighting products throughout the territory; 2.
        ordering and maintaining minimum stock levels as determined by Sunway Lighting that are necessary to support distribution efforts; 3.
        ensuring that appropriate personnel participate in distributor training sessions that may be offered by Sunway Lighting; 4.
        furnishing Sunway Lighting with information relating to orders, sales, service, and inventory of products and product sales, budgets and forecasts from time to time as requested by Sunway Lighting; 5.
        furnishing Sunway Lighting with market analysis and reports with respect to the applicable territory; and 6.
        providing reasonable notice (60 days) of the intent to distribute, market and sell identical or similar products within the territory. If requested by our company, Sunway Lighting may provide sales support services, such as systems engineering, programs management, and field service engineers.  In addition, Sunway Lighting will repair or replace any defective product returned within one year of purchase, excluding: 1.
        defects or damage resulting from use of the product other than in its normal manner; 2.
        defects or damage from misuse, accident or neglect; or 3.
        defects or damage from improper testing, operations, maintenance, installation, alteration, modification or adjustment.       - 5 -   Current and Anticipated sources of Revenue There are nine categories of products that are currently offered by our company which consist of: flashlights, neon clocks, LED pool and spa lights, auto accessories, fluorescent lighting, signage products, power supplies and transformers, LED Christmas lights and LED residential and commercial lighting products.   We have identified consumer interest in our signage products category and our auto accessories category.  The bulk of these products are smaller, low-cost products that lend themselves to the retail market.  We have identified potential new products for our company, including items such as LED traffic signs, LED spa lighting packages and new LED RGB (Red-Green-Blue) light bulbs that are remote controlled.  As Sunway Lighting supplies our company with a wide array of products and at reasonable prices, our company does not currently intend to seek other
suppliers to provide our company with lighting products.  In addition, Sunway Lighting supplies products of other manufacturers.  As of June 5, 2007, we purchased Sunway Lighting products and products from five additional manufacturers, all of which were supplied to our company through Sunway Lighting. Future products may also include refined LED E-27 and MR16 Bulbs, which are LED replacements for conventional screw-in and plug-in bulbs.  These products are of interest to wholesalers, distributors and independent building contractors and suppliers. Our website currently has several LED replacement bulbs listed for sale but our company has only recently received our samples for distribution to potential customers. If demand for such products is high, we intend to ship direct from China to our customers on request. Marketing We market locally in person with demonstrations and sample products and market our products to the remainder of the North American market primarily through our website.  For our local British Columbia market, we demonstrate to our potential customers how our LED and signage products are superior to not only regular incandescent lighting products, but also any other widely manufactured forms of lighting.  Outside of our local market in British Columbia, Canada, we primarily use our website for marketing but also have flexible solutions for potential distributors who wish to sample our products.  For example, a potential customer in the United States may purchase a sample of our product and have the cost of shipping the product subtracted from the cost of their next order as a goodwill gesture, saving the company money for pre-purchasing a sample.  If the same company feels the market is slow
for the product, but they still want to test the market, they can simply sign a trial agreement for the product and we will send it to them for review.  In this way we can appeal to the conservative customer and the customer who wishes to expand quickly into the markets we provide access to. Aside from these marketing tools, we have also utilized the internet as a useful marketing tool. Our website, www.lglcorp.com, was initially designed to be utilized as a trial offering site, where any person could purchase samples of any of our products on-line.  Information on our website does not form part of this annual report.  We have since re-formatted the site to simply provide information to our prospective wholesalers, distributors and retailers, removing the option of payment through our website due to pricing conflicts and security concerns with our customers.  Although customers cannot purchase products through our website, customers may purchase our products using PayPal, after we provide the customer with payment instructions.  We have started to add additional information on our website including numerous pictures and we hope to add video displays in the near future.  The
website has yet to be marketed to its potential.  We hope to expand this site to include secured sections that would allow wholesalers and distributors to purchase samples upon request.  We also list a number of products on independent websites to generate interest.  For example we utilize www.alibaba.com, an award-winning website that acquired Yahoo China in October 2005. The website alibaba.com is an English-language website primarily serving small and medium-sized enterprises in the international trade community, with one million registered users from over 200 countries and territories. More than 500,000 people visit the site every day, most of them being buyers and importers looking to find and trade with sellers in China and other major manufacturing countries. Technology All technologies utilized within our products have either been developed or sourced and tested by our sole supplier in China, Sunway Lighting.  Sunway Lighting and its management have twenty-five years experience with architectural and decorative lighting that use a variety of light sources and twenty-five years experience in the sign and advertising industry.  More specifically, Sunway Lighting has over ten years experience in designing, manufacturing and testing LED products, and carries out thorough quality-control testing on all products that they       - 6 -   manufacture and distribute.  Combined with the ability to manufacture plastic products, and the ability to source other products we require for customers from the area of Guangdong, Sunway Lighting is an invaluable resource to our company. Sunway Lighting is our sole supplier who supplied our company with all of the products that our company sold during the year ended February 28, 2007 on a non-exclusive basis.  Sunway Lighting is also the sole manufacturer and primary developer of the technologies in such products.  A significant decline in our suppliers financial condition, a material rise in the cost of its prices or a reduction in the number of products currently available could adversely affect our results of operations.  In addition, if our existing relationship with Sunway Lighting deteriorates or is terminated in the future, and we are not successful in establishing a relationship with an alternative supplier at prices and products currently offered by Sunway Lighting, our results of operations could be adversely affected. We host our website and email on servers co-located at Vancouver, British Columbia which are owned and operated by In-Vancouver Web Services Inc.  On June 1, 2006, we paid approximately $161 to In Vancouver Web Services for web hosting services which includes 0.5 gigabytes of bandwidth and 100 megabytes of storage.  Additionally, we paid In-Vancouver Web Services approximately $27 for domain linking of our website, www.lglcorp.com.  The web hosting services are prepaid for one year and we are not required to pay any additional web hosting fees until June 1, 2007.  There are numerous hosting companies all over North America that could meet our hosting needs, including Bell Canada, Net Nation and GoDaddy in the Vancouver, British Columbia area.  In the event that In-Vancouver Web Services ceases operations or discontinues its business relationship with us, we will be able to resume services
with another hosting company on substantially similar terms as currently exist between our company and In-Vancouver Web Services without significant disruption to our business. Competition Competition for LED products is intense among companies offering high-end and low-end products with a wide range of prices and quality.  The bulk of lighting and signage suppliers often focus on a small list of products with little innovation and/or development of further products.  Our company seeks out only those manufacturers who excel in the development of new lighting and signage technologies and products.  In this way we can adapt to changes in the market, such as the current energy saving trend in North America. Another aspect of our competition relates to the specific product.  For example, our lighting solutions and signage product pricing competes strongly against various manufacturers of similar products, yet the bulk of our accessories compete strongly with wholesale pricing, but do not compete with manufacturer pricing.  We have chosen to focus on marketing our products to wholesalers for our lighting and signage products, and distributors and retailers for our accessories.  As such, we have flexibility in a variety of markets that are not saturated with similar products, such as the energy-saving products market. Growth Strategy We plan on increasing our revenues by increasing our product offerings and our marketing efforts for each product.  We plan to diversify and offer new, innovative and energy efficient products as described above.  We plan to increase our product offerings and marketing efforts by offering LED color changing bulbs and LED traffic lights.  We anticipate that we require approximately $1,000 for samples and $2,000 for marketing in regards to the LED color changing bulbs and approximately $1,000 for samples and $5,000 for marketing in regards to the LED traffic lights.  The higher marketing costs in regards to the LED traffic lights address the fact that we believe it would take a longer time to establish a market. In the future, our company also hopes to expand into the commercial market and provide energy-saving lighting solutions to large-scale projects and developments.  Our success will be largely dependent upon the marketing of our products to a variety of markets, the offering of additional products and/or technologies by our sole supplier and the establishment of relationships with wholesale clients.       - 7 -   Employees Our company is currently operated by Robert Fraser as our President and Chief Executive Officer and William Grossholz as our Secretary and Treasurer.  We periodically hire independent contractors to execute our marketing, sales, and business development functions.  Our company may hire employees when circumstances warrant.  At present, however, our company does not anticipate hiring employees in the near future. Intellectual Property We do not own any intellectual property. RISK FACTORS Much of the information included in this annual report includes or is based upon estimates, projections or other "forward-looking statements".  Such forward-looking statements include any projections or estimates made by us and our management in connection with our business operations.  While these forward-looking statements, and any assumptions upon which they are based, are made in good faith and reflect our current judgment regarding the direction of our business, actual results will almost always vary, sometimes materially, from any estimates, predictions, projections, assumptions, or other future performance suggested herein.  We undertake no obligation to update forward-looking statements to reflect events or circumstances occurring after the date of such statements. Such estimates, projections or other "forward-looking statements" involve various risks and uncertainties as outlined below.  We caution readers of this annual report that important factors in some cases have affected and, in the future, could materially affect actual results and cause actual results to differ materially from the results expressed in any such estimates, projections or other "forward-looking statements".  In evaluating us, our business and any investment in our business, readers should carefully consider the following factors. We have had minimal revenues from operations and if we are not able to obtain further financing we may be forced to scale back or cease operations or our business operations may fail. To date we have not generated significant income from our operations and we have been dependent on sales of our equity securities to meet the majority of our cash requirements.  We generated $9,603 in revenue from the sale of lighting and signage products during the year ended February 28, 2007.  As at February 28, 2007, we had cash of $216 and a working capital deficiency of $33,750.  We expect to generate limited cash flow from operations in the foreseeable future until we are successful at the execution of our business plan.  We estimate that we will require between $59,000 and $105,000 to carry out our business plan for the next twelve month period.  Because we cannot anticipate when we will be able to generate significant revenues from sales, we will need to raise additional funds to continue to develop our website to respond to competitive pressures, to sign distribution agreements
with distributors and wholesalers of lighting and signage products or to respond to unanticipated requirements or expenses.  If we are not able to generate significant revenues from the sale of lighting products, we will not be able to maintain our operations or achieve a profitable level of operations. We have only commenced our business operations in May, 2005 and we have a limited operating history.  If we cannot successfully manage the risks normally faced by start-up companies, we may not achieve profitable operations and ultimately our business may fail. We have a limited operating history.  Our operating activities since our incorporation on May 2, 2005 have consisted primarily of product negotiations and sampling, followed by structuring of our marketing efforts and company systems.  Our prospects are subject to the risks and expenses encountered by start up companies, such as uncertainties regarding our level of future revenues and our inability to budget expenses and manage growth accordingly and our inability to access sources of financing when required and at rates favorable to us.  Our limited operating history and the highly competitive nature of the lighting industry make it difficult or impossible to predict future results of our operations.  We may not establish a clientele that will make us profitable, which may result in the loss of some or all of your investment in our common stock.       - 8 -   The fact that we have only generated limited revenues since our incorporation raises substantial doubt about our ability to continue as a going concern, as indicated in our independent auditors report in connection with our audited consolidated financial statements. We have generated limited revenues since our inception on May 2, 2005.  Since we are still in the early stages of operating our company and because of the lack of operating history at February 28, 2007, our independent auditors report includes an explanatory paragraph about our ability to continue as a going concern.  We will, in all likelihood, continue to incur operating expenses without significant revenues until our products gain significant popularity.  We estimate our average monthly operating expenses, not including one time expenses in marketing and in completing construction of our website (approximately $1,500 a month), to be between $5,000 and $8,750 per month. We will not be able to expand our operations beyond current levels without generating significant revenues from our current operations or obtaining further financing.  Our primary source of funds has been the sale
of our common stock.  We cannot assure that we will be able to generate enough interest in our website and products by consumers of lighting products.  If we cannot attract a significant customer base, we will not be able to generate any significant revenues or income.  In addition, if we are unable to establish and generate material revenues, or obtain adequate future financing, our business will fail and you may lose some or all of your investment in our common stock.  These circumstances raise substantial doubt about our ability to continue as a going concern as described in an explanatory paragraph to our independent auditors report on the financial statements for the period ended February 28, 2007. We will need to raise additional funds in the near future. If we are not able to obtain future financing when required, we might be forced to scale back or cease operations or discontinue our business. We do not currently have any arrangements for financing and we can provide no assurance to investors we will be able to find such financing when such funding is required. Obtaining additional financing would be subject to a number of factors, including investor acceptance of our product selection and our business model.  Furthermore, there is no assurance that we will not incur further debt in the future, that we will have sufficient funds to repay our future indebtedness or that we will not default on our future debts, thereby jeopardizing our business viability. Finally, we may not be able to borrow or raise additional capital in the future to meet our needs or to otherwise provide the capital necessary to maintain our operations, which might result in the loss of some or all of your investment in our common stock. Our company anticipates that our funds will not be sufficient to satisfy our cash requirements for the next twelve month period.  Also, there is no assurance that actual cash requirements will not exceed our estimates.  In particular, additional capital may be required in the event that: 1.
        we incur unexpected costs in expanding our territories through sample orders we must subsidize; 2.
        we incur delays and additional expenses as a result of technology failure; 3.
        we are unable to create a substantial market for our products; or 4.
        we incur any significant unanticipated expenses. The occurrence of any of the aforementioned events could prevent us from pursuing our business plan, expanding our business operations and ultimately achieving a profitable level of such operations. We will depend almost exclusively on outside capital to pay for the continued development and marketing of our products.  Such outside capital may include the sale of additional stock, shareholder advances and/or commercial borrowing.  There can be no assurance that capital will continue to be available if necessary to meet these continuing development costs or, if the capital is available, that it will be on terms acceptable to us.  The issuance of additional equity securities by us will result in a significant dilution in the equity interests of our current stockholders.  Obtaining commercial loans, assuming those loans would be available, will increase our liabilities and future cash commitments. If we are unable to obtain financing in the amounts and on terms deemed acceptable to us, we may not be able to expand or continue our lighting and signage product sales operations and so may be forced to scale back or cease operations or discontinue our business.       - 9 -   Our company relies on a single supplier who supplies our company with all of the products we sell and as a result, we could be adversely affected by changes in the cost of the suppliers products, the financial condition of the supplier or by the deterioration or termination of our relationship with the supplier. Our sole supplier, Sunway Lighting of Guangdong Province, China, supplied our company with all of the products that our company sold during the year ended February 28, 2007.  Sunway Lighting manufactures its products and develops the technologies within such products.  In addition, Sunway Lighting also supplies lighting products from other manufacturers.  As of June 5, 2007, Sunway Lighting supplied our company with products from five additional manufacturers in addition to products manufactured directly by Sunway Lighting.  A significant decline in our suppliers financial condition, a material rise in the cost of its prices or a reduction in the number of products currently available could adversely affect our results of operations.  In addition, if our existing relationship with Sunway Lighting deteriorates or is terminated in the future, and we are not successful in establishing a
relationship with an alternative supplier at prices and products currently offered by Sunway Lighting, our results of operations could be adversely affected. Any changes in the political and economic policies of, or any new regulations implemented by, the Chinese governments, could affect, or even restrict, the operation of our business and our ability to generate revenues. Our company relies on Sunway Lighting, a manufacturer and distributor located in China, as the single supplier of the products which our company imports and distributes.  Accordingly, our business, results of operations and financial conditions are affected to a significant degree by the economic, political and legal developments in China. Since the late 1970s, the Chinese governments have been reforming Chinas economic system.  Although we believe that economic reform and the macroeconomic measures adopted by the Chinese governments have had and will continue to have a positive effect on economic development in China, there can be no assurance that the economic reform strategy will not from time to time be modified or revised.  Some modifications or revisions, including the adoption of governmental regulations affecting the export of products that our company purchases, could have a material adverse effect on our business.  Furthermore, there is no guarantee that the Chinese governments will not impose other economic or regulatory controls that would have a material adverse effect on our business.  Any changes in the political, economic and social conditions in China, changes in policies by the Chinese governments or
changes in the laws and regulations imposed on the business of manufacturing and distributing lighting products and accessories could affect the manner in which we operate our business and restrict or prohibit transactions initiated or conducted by us.  Any such changes or new regulations could affect our ability to purchase, import and distribute such products and therefore affect our ability to generate revenues. Our company has entered into two verbal agreements with consultants who provide our company with various business development, marketing, sales and corporate administrative functions.  Our company may become subject to a dispute over the terms and interpretations of such verbal agreements and we may be unsuccessful or unable to bring a legal claim against such parties and any claim brought against us may be difficult to defend. Currently, we have entered into verbal consulting agreements with Cameron Fraser and Robert McIsaac, who provide our company with various business development, marketing, sales and corporate administrative functions.  Cameron Fraser is a shareholder and son of director Robert Fraser and  Robert McIsaac is a director of our company.  Our company does not consider the services and the amounts paid for such services to be material to our operations for the relevant periods.  As a result, we do not intend to formalize such verbal agreements to writing.  Our company, however, may become subject to a dispute over the terms and interpretations of such verbal agreements.  If our company becomes subject to a dispute in regards to the terms and interpretations of such verbal agreements, it may be difficult for our company to demonstrate that such agreements are based upon our particular
interpretation of such terms.  As a result, it may be difficult for our company to enforce any terms of the verbal agreements in circumstances where the consultant disagrees with our interpretation.  We may therefore be unable or unsuccessful in bringing legal claims against such persons if we determine they have breached the agreements.  Alternatively, any legal claim brought against us may be difficult to defend due to the fact that there is a lack of written material to substantiate a defense.  Any litigation, whether successful or unsuccessful, could result in substantial costs and a diversion of resources.  Any claims, by or against us, could be time consuming and costly to defend or litigate, divert our attention and resources and result in increased costs to our company.       - 10 -   Two of our directors and officers are engaged in other business activities and accordingly may not devote sufficient time to our business affairs, which may affect our ability to conduct operations and generate revenues. Two of our directors and officers are involved in other business activities.  Robert Fraser, our Chief Executive Officer, President and director spends approximately 25 hours, or 50%, of his business time on the management of our company and William Grossholz, our Secretary, Treasurer and director, spends approximately 15 hours, or 30%, of his business time on the management of our company.  As a result of their other business endeavors, Mr. Fraser and Mr. Grossholz may not be able to devote sufficient time to our business affairs, which may negatively affect our ability to conduct our ongoing operations and our ability to generate revenues.  In addition, the management of our company may be periodically interrupted or delayed as a result of Mr. Frasers or Mr. Grossholzs other business interests. All of our assets and all of our directors and officers are outside the United States, with the result that it may be difficult for investors to enforce within the United States any judgments obtained against us or any of our directors or officers. All of our assets are located outside the United States and we do not currently maintain a permanent place of business within the United States.  In addition, all of our directors and officers are nationals and/or residents of countries other than the United States, and all or a substantial portion of such persons assets are located outside the United States.  As a result, it may be difficult for investors to enforce within the United States any judgments obtained against us or our officers or directors, including judgments predicated upon the civil liability provisions of the securities laws of the United States or any state thereof.  Consequently, you may be effectively prevented from pursuing remedies under U.S. federal securities laws against them. If we are unable to protect our internet domain name, our efforts to increase public recognition of our brand may be impaired. We currently hold the internet domain names lglcorp.com and lglcorp.ca.  The acquisition and maintenance of domain names generally is regulated by governmental agencies and their designees.  The regulation of domain names in Canada and in foreign countries is subject to change.  As a result, we may be unable to acquire or maintain relevant domain names in all countries in which we intend to conduct business.  This could impair our efforts to build brand recognition and to increase traffic to our website and sales.  Furthermore, the relationship between regulations governing domain names and laws protecting trademarks and similar proprietary rights is unclear.  Therefore, we may be unable to prevent third parties from acquiring domain names that are similar to our domain names, and infringing upon or otherwise decreasing the value of any future trademarks or other
proprietary rights that we may develop.  We may need to bring legal claims to enforce or protect such intellectual property rights.  Any litigation, whether successful or unsuccessful, could result in substantial costs and diversions of resources.  Any claims, by or against us, could be time consuming and costly to defend or litigate, divert our attention and resources and result in the loss of goodwill associated with our trade names. The establishment and maintenance of wholesale and distributor relations in the lighting and/or signage business will be essential to the success of the business. We offer lighting and signage products to distributors and wholesalers through our marketing efforts, both on and off the internet. As of June 5, 2007, we have not entered into any distribution or wholesale agreements but we have sold products to three customers on a reoccurring basis.  Since we expect that in the future, substantially all of our revenues will be generated from product sales through distributors and/or wholesalers, it is vital that we have a flexible relationship with potential distributors and wholesalers in the industry.  We believe that establishing and maintaining professional working relationships that are flexible for both parties will help increase the awareness of our lighting and signage products.  Promotion of our products will depend largely on our success in managing samples and systems that best support our future distributors and wholesalers.  In order to
attract and retain wholesalers of our products and to promote and maintain our relationships in response to competitive pressures, we may increase our financial commitment to expanding and developing our business systems.  If we are unable to provide high quality, competitively priced lighting products, or otherwise fail to establish and maintain our industry relationships, incur excessive expenses in an attempt to improve, or promote and maintain our systems, we will not achieve profitable operations and you may lose some or all of your investment in our common stock.       - 11 -   If our operations are disrupted by technological or other problems, we may not be able to generate revenues from the sale of our products. Our systems could be overwhelmed or could fail for any number of reasons.  We currently promote our products through the internet, and rely on the use of email to send distributors and wholesalers information regarding our products.  We may not be able to expand our on-line marketing efforts, and may suffer obstacles in marketing on-line should the following circumstances occur: 1.
        a power or telecommunications failure; 2.
        human error; or 3.
        a fire, flood or other natural disaster. Additionally, our computer systems and those of the third parties on which we depend may be vulnerable to damage or interruption due to sabotage, computer viruses or other criminal activities or security breaches. The computer servers which house our incoming email and our website are provided through In Vancouver Web Services, a non-related, Vancouver based company.  If the systems of this company slow down significantly or fail even for a short time, our customers would suffer delays in data access.  These delays could damage our reputation and cause customers to choose other lighting product suppliers.  We currently do not have any property and business interruption insurance to compensate us for any losses we may incur.  If any of these circumstances occur, then our ongoing operations may be harmed to the extent that we will be unable to sell our products through our website, and/or promote via email and, as a result, you may lose some or all of your investment in our common stock. Because our officers, directors and principal shareholders control a large percentage of our common stock, such insiders have the ability to influence matters affecting our shareholders. Our officers and directors, in the aggregate, beneficially own 37.5% of the issued and outstanding shares of our common stock.  As a result, they have the ability to influence matters affecting our shareholders, including the election of our directors, the acquisition or disposition of our assets, and the future issuance of our shares. Because our officers, directors and principal shareholders control such shares, investors may find it difficult to replace our management if they disagree with the way our business is being operated.  Because the influence by these insiders could result in management making decisions that are in the best interest of those insiders and not in the best interest of the investors, you may lose some or all of the value of your investment in our common stock. Because we do not have sufficient insurance to cover our business losses, we might have uninsured losses, increasing the possibility that you would lose your investment. We may incur uninsured liabilities and losses as a result of the conduct of our business.  We do not currently maintain any comprehensive liability or property insurance. Even if we obtain such insurance in the future, we may not carry sufficient insurance coverage to satisfy potential claims.  We do not carry any business interruption insurance.  Should uninsured losses occur, any purchasers of our common stock could lose their entire investment. Because we can issue additional common shares, purchasers of our common stock may incur immediate dilution and may experience further dilution. We are authorized to issue up to 100,000,000 common shares, of which 8,000,000 are issued and outstanding.  Our board of directors has the authority to cause our company to issue additional shares of common stock without the consent of any of our shareholders.  Consequently, our shareholders may experience more dilution in their ownership of our company in the future.       - 12 -   RISKS ASSOCIATED WITH OUR COMMON STOCK Because we do not intend to pay any dividends on our common shares, investors seeking dividend income or liquidity should not purchase shares. We do not currently anticipate declaring and paying dividends to our shareholders in the near future.  It is our current intention to apply net earnings, if any, in the foreseeable future to increasing our working capital. Prospective investors seeking or needing dividend income or liquidity should, therefore, not purchase our common stock. We currently have no revenues and a history of losses, so there can be no assurance that we will ever have sufficient earnings to declare and pay dividends to the holders of our shares, and in any event, a decision to declare and pay dividends is at the sole discretion of our board of directors, who currently do not intend to pay any dividends on our common shares for the foreseeable future. Our stock is a penny stock.  Trading of our stock may be restricted by the Securities and Exchange Commissions penny stock regulations which may limit a stockholders ability to buy and sell our stock. Our stock is a penny stock.  The Securities and Exchange Commission has adopted Rule 15g-9 which generally defines penny stock to be any equity security that has a market price (as defined) less than $5.00 per share or an exercise price of less than $5.00 per share, subject to certain exceptions.  Our securities are covered by the penny stock rules, which impose additional sales practice requirements on broker-dealers who sell to persons other than established customers and accredited investors.  The term accredited investor refers generally to institutions with assets in excess of $5,000,000 or individuals with a net worth in excess of $1,000,000 or annual income exceeding $200,000 or $300,000 jointly with their spouse.  The penny stock rules require a broker-dealer, prior to a transaction in a penny stock not otherwise exempt from the rules, to deliver
a standardized risk disclosure document in a form prepared by the SEC which provides information about penny stocks and the nature and level of risks in the penny stock market.  The broker-dealer also must provide the customer with current bid and offer quotations for the penny stock, the compensation of the broker-dealer and its salesperson in the transaction and monthly account statements showing the market value of each penny stock held in the customers account.  The bid and offer quotations, and the broker-dealer and salesperson compensation information, must be given to the customer orally or in writing prior to effecting the transaction and must be given to the customer in writing before or with the customers confirmation.  In addition, the penny stock rules require that prior to a transaction in a penny stock not otherwise exempt from these rules; the broker-dealer must make a special written determination that the penny stock is a suitable investment for the
purchaser and receive the purchasers written agreement to the transaction.  These disclosure requirements may have the effect of reducing the level of trading activity in the secondary market for the stock that is subject to these penny stock rules.  Consequently, these penny stock rules may affect the ability of broker-dealers to trade our securities.  We believe that the penny stock rules discourage investor interest in and limit the marketability of our common stock. NASD sales practice requirements may also limit a stockholders ability to buy and sell our stock. In addition to the penny stock rules promulgated by the Securities and Exchange Commission the NASD has adopted rules that require that in recommending an investment to a customer, a broker-dealer must have reasonable grounds for believing that the investment is suitable for that customer.  Prior to recommending speculative low priced securities to their non-institutional customers, broker-dealers must make reasonable efforts to obtain information about the customers financial status, tax status, investment objectives and other information.  Under interpretations of these rules, the NASD believes that there is a high probability that speculative low priced securities will not be suitable for at least some customers.  The NASD requirements make it more difficult for broker-dealers to recommend that their customers buy our common stock, which may limit your ability to buy
and sell our stock and have an adverse effect on the market for our shares. Item 2.  Description of Property. Our executive and head office is located at 200-375 Water Street, Vancouver, British Columbia, Canada, V6B 5C6.  The office is provided to us at no cost by William Grossholz, the Secretary, Treasurer and a director of our company.  This operating facility functions as our main operating facility.  We believe our current premises are adequate for our current operations and we do not anticipate that we will require any additional premises in the foreseeable future.  We anticipate that we will continue to rent the premises without costs so long as the space requirements of our company do not require a larger facility.       - 13 -   Item 3.  Legal Proceedings. Other than as stated below, as of June 5, 2007, we know of no material, existing or pending legal proceedings against our company, nor are we involved as a plaintiff in any material proceeding or pending litigation.  There are no proceedings in which any of our directors, officers or affiliates, or any registered or beneficial shareholder, is an adverse party or has a material interest adverse to our interest. On July 31, 2006, we filed a statement of claim in the Small Claims Court of British Columbia, Canada (registry file number 0613135) against Ancient Mariner Industries Ltd. and Ancient Mariner Glass Inc.  As set out in the claim, we allege that the customer has not paid CDN$5,260.78, which we believe the respondents owe us for the purchase of goods from our company.  On August 14, 2006, the respondents filed a counterclaim against our company for CDN$25,000 alleging the goods did not function as warranted.  On August 28, 2006, we filed a reply to the respondents counterclaim stating that the respondents accepted delivery and the goods performed as warranted.  On March 5, 2007, we settled our claim as well as the counterclaim and all parties filed a Notice of Withdrawal in the Provincial Court of British Columbia (Small Claims Court).  The settlement result was that Ancient Mariner
Industries Ltd. will pay our company CND$3,500.00 in CDN$500.00 monthly instalments beginning March 20, 2007.  All other claims and counterclaims are discontinued with each party releasing the other party of any current or future liability on this matter. Item 4.  Submissions of Matters to a Vote of Security Holders. None. PART II Item 5.  Market for Common Equity and Related Stockholder Matters and Small Business Issuer Purchases of Equity Securities. There is currently no trading market for our common stock.  We do not have any common stock subject to outstanding options or warrants and there are no securities outstanding that are convertible into our common stock.   Our common shares are issued in registered form.  We are in the process of appointing a transfer agent of our common stock. On June 5, 2007, the shareholders' list of our common shares showed 33 registered shareholders and 8,000,000 common shares issued and outstanding. We have not declared any dividends since incorporation and do not anticipate that we will do so in the foreseeable future.  Although there are no restrictions that limit the ability to pay dividends on our common shares, our intention is to retain future earnings for use in our operations and the expansion of our business. Recent Sales of Unregistered Securities We did not issue any equity securities during the year ended February 28, 2007 that were not otherwise reported in a quarterly report filed on Form 10-QSB or in a current report filed on Form 8-K. Equity Compensation Plan Information We do not have any equity compensation plans in place. Purchases of Equity Securities by the Issuer and Affiliated Purchasers We did not purchase any of our shares of common stock or other securities during our fiscal year ended February 28, 2007. Item 6.  Management's Discussion and Analysis or Plan of Operation. The following discussion should be read in conjunction with our financial statements and the related notes that appear elsewhere in this annual report.  The following discussion contains forward-looking statements that       - 14 -   reflect our plans, estimates and beliefs.  Our actual results could differ materially from those discussed in the forward looking statements.  Factors that could cause or contribute to such differences include those discussed below and elsewhere in this annual report, particularly in the section entitled "Risk Factors" beginning on page 7 of this annual report. Our consolidated audited financial statements are stated in United States dollars and are prepared in accordance with United States generally accepted accounting principles. Overview Lions Gate Lighting was incorporated on May 2, 2005 in the State of Nevada.  On May 11, 2005, our company incorporated a wholly owned subsidiary, LG Lighting Corp., to carry on our business in Canada.  At this time, our company has no other business activity other than that carried on through LG Lighting. Lions Gate Lighting entered into a non-exclusive distribution agreement with Sunway Lighting on May 5, 2005 to distribute the full product line of Sunway Lighting in North and South America.  Under the terms of this agreement, Lions Gate Lighting is obligated to hold an inventory of samples sufficient to market the Sunway Lighting products in our territory and to purchase a minimum of 10,000 units of product within the first three years of the agreement.  If we do not meet the minimum order, then the distribution agreement may be terminated by Sunway Lighting at their discretion. Our principal supplier, Sunway Lighting, designs and manufactures proprietary LED, or light emitting diode, in addition to other lighting and signage products.  These products are unique, competitively priced and of the highest quality.  The products are typically solution driven based on Sunway Lightings experience in the lighting and signage industries.  The pricing varies from product line to product line but, on average; the mark-up is approximately 50% to non-distributors and retailers, and approximately 25% to distributors or wholesalers.  Sunway Lightings reputation is that its products are innovative, rigorously tested, durable, long lasting and well built. Results of Operations for the year ended February 28, 2007 During the year ended February 28, 2007, we generated $9,603 in revenue, compared to $17,110 for the period from May 2, 2005 (date of inception) to February 28, 2006.  This revenue was generated from sales of our lighting and signage products.  The majority of the sales continue to be sample sales to re-sellers and value added retailers.  The cost of sales on these orders for the year ended February 28, 2007 was $8,055, or approximately 84% of sales revenue.  The cost of sales on orders for the period from May 2, 2005 (date of inception) to February 28, 2006 was $15,121, or approximately 88% of sales revenue.  This margin is expected to improve over time for a number of reasons, including: 1) sample sales are at a deep discount to full value sales, often including testing products at no charge, 2) volume discounts are achievable on larger orders from our supplier, 3) shipping costs will be
reduced on larger orders and also shipping by sea rather than by air, 4) the cost of LED products will drop as the product becomes more accepted by the marketplace. As the price falls, we feel our sales price will marginally fall over the next five years. During the year ended February 28, 2007, our operating expenses totalled $56,145, compared to $37,522 for the period from May 2, 2005 (date of inception) to February 28, 2006.  We reported a loss from operations of $54,597 for the year ended February 28, 2007, compared to a loss from operations of $35,533 for the period from May 2, 2005 (date of inception) to February 28, 2006. Liquidity and Capital Resources Presently, our revenue is not sufficient to meet our operating and capital expenses.  Management projects that we will require additional funding to expand our current operations. There is some doubt about our ability to continue as a going concern as the continuation of our business is dependent upon successful and sufficient market acceptance of our products and maintaining a break even or profitable level of operations. We have incurred operating losses since inception, and this is likely to continue for the next twelve month period.  Management projects that we may require an additional $59,000 to $105,000 to fund our operating       - 15 -   expenditures for the next twelve month period.  Projected working capital requirements for the next twelve month period, are broken down as follows: Estimated Working Capital Expenditures During the Next Twelve  Month PeriodOperating expendituresMarketing and Consultant Costs
        $  34,000   -   $  60,000Office and General Expenses
        $    4,000   -   $  8,000Professional Fees
        $  15,000   -   $  25,000Website development costs
        $    1,000   -   $    2,000Working capital
        $    5,000   -   $  10,000Total
        $  59,000   -   $105,000 Our cash on hand as at February 28, 2007 was $216.  As at February 28, 2007, we had a working capital deficiency of $33,750.  We require funds to enable us to address our minimum current and ongoing expenses, continue with marketing and promotion activity connected with the development and marketing of our products and enable limited expansion of our website.  We anticipate that our cash on hand and the revenue that we anticipate generating going forward from our operations will not be sufficient to satisfy all of our cash requirements for the next twelve month period.  We plan to raise any such additional capital primarily through the private placement of our securities. Due to the uncertainty of our ability to meet our current operating and capital expenses, in their report on our audited annual financial statements for the period ended February 28, 2007, our independent auditors included an explanatory paragraph regarding concerns about our ability to continue as a going concern.  Our financial statements contain additional note disclosures describing the circumstances that led to this disclosure by our independent auditors.  There is substantial doubt about our ability to continue as a going concern as the continuation and expansion of our business is dependent upon obtaining further financing, successful and sufficient market acceptance of our products, and, finally, achieving a profitable level of operations.  The issuance of additional equity securities by us could result in a significant dilution in the equity interests of our current stockholders.
Obtaining commercial loans, assuming those loans would be available, will increase our liabilities and future cash commitments. The financial requirements of our company for the next twelve months are primarily dependent upon the financial support through credit facilities of our directors and additional private placements of our equity securities to our directors and shareholders or new shareholders.  The issuance of additional equity securities by us may result in a significant dilution in the equity interests of our current shareholders.  Even though our company has determined that we may not have sufficient working capital for the next twelve month period, our company has not yet pursued such financing options.  There is no assurance that we will be able to obtain further funds required for our continued operations or that additional financing will be available to us when needed or, if available, that it can be obtained on commercially reasonable terms.  If we are not able to obtain the additional financing on
a timely basis, we will not be able to meet our other obligations as they become due and we will be forced to scale down or perhaps even cease our operations.  We do not currently have any plans to merge with another company, and we have not entered into any agreements or understandings for any such merger. Operating Activities Operating activities used cash of $36,344 for the year ended February 28, 2007, compared to $37,563 for the period from May 2, 2005 (date of inception) to February 28, 2006.  The increase in net loss during the year ended February 28, 2007 was offset by lower operating costs as compared with the year ended February 28, 2006. Investing Activities Investing activities used cash of $Nil for the year ended February 28, 2007, compared to $6,166 for the period from May 2, 2005 (date of inception) to February 28, 2006.  We incurred $6,166 in investing activities as a result of website development costs.       - 16 -   Financing Activities Financing activities provided cash of $15,460 for the year ended February 28, 2007.  Financing activities provided cash of $60,661 for the period from May 2, 2005 (date of inception) to February 28, 2006.  Financing activities were raised solely from related parties during the year ended February 28, 2007 whereas $7,661 was raised from related parties and $53,000 was raised from the issuance of common stock during the year ended February 28, 2006.  On May 2, 2005, we issued 3,000,000 shares to the directors of our company at an offering price of $0.001 per share for gross offering proceeds of $3,000.  Robert Fraser, Robert McIsaac and Bill Grossholz acquired 1,000,000 shares each.  Between May 15, 2005 and June 30, 2005 we issued 5,000,000 common shares to 30 subscribers at an offering price of $0.01 per share for gross offering proceeds of $50,000. Future Operations Our primary objectives for the next twelve month period include the further development and expansion of our marketplace. We believe that there is a strong market for our innovative and cost effective product lines.  We intend on expanding our market-share by: 1.
        Increasing marketing efforts to companies and retailers outside of British Columbia as we move forward.  Thus far we have targeted retailers primarily in our area of Vancouver, British Columbia, but as we gain a stronger reputation locally, as revenues increase and as we are able to increase inventory, we can accommodate demand. 2.
        Offering new innovative lighting and signage products from our sole supplier, and offering access to the latest manufacturing and technological advancements.  This will maintain our competitive place in the marketplace. 3.
        Developing relationships with new distributors will give us a solid base in the coming months as we execute our business plan. 4.
        Diversifying our product catalogue to include varying LED products to target various industries.  One such example is our purchase and current inventory of cutting-edge LED flashlights, that we have recently started marketing to the local area.  This expansion will improve our monthly revenue as we ramp up our lighting and signage product catalogue. Purchase or Sale of Equipment We do not anticipate that we will expend any significant amount on equipment for our present or future operations. We may purchase computer hardware and software for our ongoing operations. Off-Balance Sheet Arrangements Our company has no outstanding derivative financial instruments, off-balance sheet guarantees, interest rate swap transactions or foreign currency contracts.  Our company does not engage in trading activities involving non-exchange traded contracts. APPLICATION OF CRITICAL ACCOUNTING POLICIES Our financial statements and accompanying notes are prepared in accordance with generally accepted accounting principles used in the United States.  Preparing financial statements requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue, and expenses. These estimates and assumptions are affected by managements application of accounting policies.  We believe that understanding the basis and nature of the estimates and assumptions involved with the following aspects of our consolidated financial statements is critical to an understanding of our financials. Going Concern The audited consolidated financial statements for the year ended February 28, 2007 included with this annual report were prepared on the going concern basis which assumes that adequate sources of financing will be       - 17 -   obtained as required and that our assets will be realized and liabilities settled in the ordinary course of business.  Accordingly, the audited financial statements do not include any adjustments related to the recoverability of assets and classification of assets and liabilities that might be necessary should we be unable to continue as a going concern. In order to continue as a going concern, we require additional financing.  There can be no assurance that additional financing will be available to us when needed or, if available, that it can be obtained on commercially reasonable terms.  If we are not able to continue as a going concern, we would likely be unable to realize the carrying value of our assets reflected in the balances set out in our financial statements. Foreign Currency Translation The financial statements of our company are stated in United States dollars although we earn substantially all of our revenues in Canadian currency.  The financial statements of our company are translated to United States dollars under the current rate method in accordance with SFAS No. 52 Foreign Currency Translation.  Under the current rate method, all assets and liabilities are translated at the current rate, while stockholders equity accounts are translated at the appropriate historical rate.  The translation of all currencies into United States dollars is included solely for your convenience.  Such translation should not be construed as a representation that our foreign currencies can be converted into United States dollars at that rate or any other rate.  The revenues and expenses that occur evenly over the period are translated at the weighted-average rate for the period. The
cumulative translation adjustments balance is reported as a component of accumulated other comprehensive income. Revenue Recognition Our company recognizes revenue when delivery has occurred or services have been rendered and collect-ability is reasonably assured. NEW ACCOUNTING POLICIES As of February 28, 2007, there were no new accounting policies that will materially effect our company. Item 7.  Financial Statements. Our financial statements are stated in United States dollars, are prepared in accordance with United States generally accepted accounting principles. It is the opinion of management that the audited financial statements for the fiscal year ended February 28, 2007 include all adjustments necessary in order to ensure that the audited financial statements are not misleading. The following financial statements are filed as part of this annual report: Report of Independent Registered Public Accounting Firm of Madsen & Associates, CPAs Inc. for the audited financial statements for the year ended February 28, 2007, dated May 30, 2007; Consolidated Balance Sheets at February 28, 2007 and 2006; Consolidated Statements of Operations for the year ended February 28, 2007 and for the period May 2, 2005 (Date of Inception) to February 28, 2006; Consolidated Statements of Cash Flows for the year ended February 28, 2007 and for the period May 2, 2005 (Date of Inception) to February 28, 2006; Consolidated Statements of Stockholders Equity for the period May 2, 2005 (Date of Inception) to February 28, 2007; and Notes to the Consolidated Financial Statements.              LIONS GATE LIGHTING INC. AND SUBSIDIARY CONSOLIDATED FINANCIAL STATEMENTS February 28, 2007 and 2006 (Stated in US Dollars)        MADSEN & ASSOCIATES, CPAs INC.
        684 East Vine St. Suite 3Certified Public Accountants and Business Consultants
        Murray, Utah  84107Telephone 801-268-2632Fax 801-262-3978      Board of Directors Lions Gate Lighting, Inc. and Subsidiary Vancouver, BC, Canada  REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM  We have audited the accompanying consolidated balance sheets of Lions Gate Lighting, Inc. and Subsidiary at February 28, 2007 and 2006 and the consolidated statements of operations and cash flows for the year ended February 28, 2007 and for the period May 2, 2005 (date of inception) to February 28, 2006 and stockholders' equity for the period May 2, 2005 (date of inception) to February 28, 2007.  These financial statements are the responsibility of the Company's management.  Our responsibility is to express an opinion on these financial statements based on our audits.  We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States).  Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement.  An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements.  An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation.  We believe that our audit provides a reasonable basis for our opinion.  In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Lions Gate Lighting, Inc. and Subsidiary at February 28, 2007 and 2006 and the results of operations and cash flows for the year ended February 28, 2007 and for the period May 2, 2005 (date of inception) to February 28, 2006 in conformity with accounting principles generally accepted in the United States of America.  The accompanying financial statements have been prepared assuming that the Company will continue as a going concern.  The Company will need additional working capital for its planned activity and to service its debt, which raises substantial doubt about its ability to continue as a going concern. Management's plans in regard to these matters are described in the notes to the financial statements.  These financial statements do not include any adjustments that might result from the outcome of this uncertainty.   Salt Lake City, UtahMay 30, 2007
        /s/  Madsen & Associates, CPAs Inc.          LIONS GATE LIGHTING INC. AND SUBSIDIARY CONSOLIDATED BALANCE SHEETS February 28, 2007 and 2006 (Stated in US Dollars)   ASSETS2007
        2006CurrentCash
        $             216
        $           20,411Accounts receivable
        3,014
        7,451Inventory
        -
        8,484Total current
assets
        3,230
        36,346Website, net of amortization  Note 3
        788
        3,924$          4,018
        $           40,270LIABILITIESCurrentAccounts payable
        $        13,859
        $           11,663Due to related parties  Note 5
        23,121
        7,661Total current liabilities
        36,980
        19,324STOCKHOLDERS EQUITY
(DEFICIENCY)Capital stock  Note 4Authorized100,000,000 common shares, par value $0.001 per shareIssued and outstanding8,000,000 common shares
        8,000
        8,000Additional paid-in capital
        45,000
        45,000Comprehensive income
        4,168
        3,479Deficit
        (90,130)
        (35,533)Total stockholders equity (deficiency)
        (32,962)
        20,946$        4,018
        $          40,270 Nature and Continuance of Operations  Note 1   SEE ACCOMPANYING NOTES        LIONS GATE LIGHTING INC. AND SUBSIDIARY CONSOLIDATED STATEMENT OF OPERATIONS for the year ended February 28, 2007 and for the period May 2, 2005 (Date of Inception) to February 28, 2006 (Stated in US Dollars)   May 2, 2005Year ended
        (Date of Inception)February 28,
        to February 28,2007
        2006Revenue
        $               9,603
        $              17,110Cost of sales
        8,055
        15,121Gross profit
        1,548
        1,989Operating expenses
        56,145
        37,522Loss from operations
        (54,597)
        (35,533)Other:Foreign currency translation adjustment
        689
        3,479Net comprehensive loss for the period
        $           (53,908)
        $          (32,054)Basic and diluted loss per share
        $               (0.01)
        $              (0.00)Weighted average number of shares outstanding
        8,000,000
        8,000,000    SEE ACCOMPANYING NOTES        LIONS GATE LIGHTING INC. AND SUBSIDIARY CONSOLIDATED STATEMENT OF CASH FLOWS for the year ended February 28, 2007 and for the period May 2, 2005 (Date of Inception) to February 28, 2006 (Stated in US Dollars)   May 2, 2005Year ended
        (Date of Inception)February 28,
        to February 28,2007
        2006Operating ActivitiesNet loss for the period
        $             (54,597)
        $             (35,533)Add item not involving cash:Depreciation
        3,136
        2,242Changes in operating working capital items:Accounts receivable
        4,437
        (7,451)Inventory
        8,484
        (8,484)Accounts payable
        2,196
        11,663(36,344)
        (37,563)Investing ActivityWebsite development
        -
        (6,166)Financing ActivitiesDue to related parties
        15,460
        7,661Issuance of common stock for cash
        -
        53,00015,460
        60,661Effect of foreign exchange on cash
        689
        3,479Increase (decrease) in cash during the period
        (20,195)
        20,411Cash, at beginning of the period
        20,411
        -Cash, end of the period
        $                    216
        $               20,411   SEE ACCOMPANYING NOTES        LIONS GATE LIGHTING INC. AND SUBSIDIARY CONSOLIDATED STATEMENT OF STOCKHOLDERS EQUITY for the period May 2, 2005 (Date of Inception) to February 28, 2007 (Stated in US Dollars)   Common StockAdditionalPaid-in
        ComprehensiveShares
        Par Value
        Capital
        Income
        Deficit
        TotalCapital stock issued for cash:May 2, 2005                           - at $0.001
        3,000,000
        $          3,000
        $               -
        $                 -
        $                -
        $         3,000May 15 to July 15, 2005        - at $0.01
        5,000,000
        5,000
        45,000
        -
        -
        50,000Foreign currency translation adjustment
        -
        -
        -
        3,479
        -
        3,479Net loss for the period
        -
        -
        -
        -
        (35,533)
        (35,533)Balance, February 28, 2006
        8,000,000
        8,000
        45,000
        3,479
        (35,533)
        20,946Foreign currency translation adjustment
        -
        -
        -
        689
        -
        689Net loss for the year
        -
        -
        -
        -
        (54,597)
        (54,597)Balance, February 28, 2007
        8,000,000
        $          8,000
        $      45,000
        $         4,168
        $    (90,130)
        $    (32,962)   SEE ACCOMPANYING NOTES        LIONS GATE LIGHTING CORP. AND SUBSIDIARY NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS February 28, 2007 and 2006 (Stated in US Dollars)   Note 1
        Nature and Continuance of Operations  Organization and Nature of Business Lions Gate Lighting Corp. was incorporated on May 2, 2005, in the State of Nevada.  LG Lighting Corp. is a wholly-owned subsidiary of Lions Gate Lighting Corp.  LG Lighting Corp. was incorporated on May 11, 2005, in the Province of British Columbia, Canada.  The results of operations of LG Lighting Corp. have been consolidated with the results of operations of Lions Gate Lighting Corp.  The consolidated entity is referred to as the Company.  The Company markets lighting products throughout North America. The Companys fiscal year end is February 28.  Going Concern  These financial statements have been prepared in accordance with generally accepted accounting principles applicable to a going concern, which assumes that the Company will be able to meet its obligations and continue its operations for its next fiscal year.  Realization values may be substantially different from carrying values as shown and these financial statements do not give effect to adjustments that would be necessary to the carrying values and classification of assets and liabilities should the Company be unable to continue as a going concern.  At February 28, 2007, the Company does not have sufficient working capital to support its planned operations and service its debts for the next fiscal year, had not yet achieved profitable operations, has accumulated losses of $90,130 since its inception and expects to incur further losses in the development of its business, all of which
casts substantial doubt about the Companys ability to continue as a going concern. The Companys ability to continue as a going concern is dependent upon its ability to generate future profitable operations and/or to obtain the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due.  Management has no formal plan in place to address this concern but considers that the Company will be able to obtain additional funds by equity financing and/or related party advances, however there is no assurance of additional funding being available.  Note 2
        Summary of Significant Accounting Policies  Use of Estimates The preparation of financial statements, in conformity with accounting principles generally accepted in the United States of America, requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period.  Actual results could vary from those estimates.         LIONS GATE LIGHTING CORP. AND SUBSIDIARY NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS February 28, 2007 and 2006 (Stated in US Dollars)  Note 2
        Summary of Significant Accounting Policies (contd)  Basis of Consolidation These consolidated financial statements include the assets, liabilities and operating results of the Company and its wholly-owned subsidiary, LG Lighting Corp.  All significant intercompany balances and transactions have been eliminated.  Financial Instruments  The carrying amounts of financial instruments consisting of cash, accounts receivable, accounts payable and due to related parties are considered by management to be their estimated fair values due to their short-term maturities.  The Company is not exposed to significant interest, currency or credit risk arising from its financial instruments.  Accounts Receivable  The Company provides for an allowance on accounts receivable that are outstanding for greater than 90 days.  Inventory Inventory, which consists of merchandise, is valued at the lower of cost and market value using the first in, first out (FIFO) method.  Website Costs The Company recognizes the costs incurred in the development of the Companys website in accordance with EITF 00-2 Accounting for the Costs of Computer Software Developed or Obtained for Internal Use.  Accordingly, direct costs incurred during the application stage of development are capitalized and amortized over the estimated over the estimated useful life of two years.  Fees incurred for website hosting are expensed over the period of the benefit.  Costs of operating the website are expensed as incurred.  Revenue Recognition The Company recognizes revenue upon delivery of the product to the customer and when collection is reasonably assured.  Income Taxes Income taxes are recognized in accordance with SFAS No. 109, Accounting for Income Taxes, whereby deferred income tax liabilities or assets at the end of each period are determined by applying currently enacted tax rates to temporary differences and loss carry forwards.  A valuation allowance is recognized on deferred tax assets when it is more likely than not that some or all of these deferred tax assets will not be realized.          LIONS GATE LIGHTING CORP. AND SUBSIDIARY NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS February 28, 2007 and 2006 (Stated in US Dollars)  Note 2
        Summary of Significant Accounting Policies (contd)  Basic and Diluted Loss Per Share  In accordance with SFAS No. 128 Earnings Per Share, the basic loss per common share is computed by dividing net loss available to common stockholders by the weighted average number of common shares outstanding.  Diluted loss per common share is computed similar to basic loss per common share except that the denominator is increased where the effects of options, warrants or other common stock equivalents are dilutive. At February 28, 2007, basic and diluted loss per share are equal because there are no outstanding common stock equivalents.  Foreign Exchange The Companys functional currency is in Canadian dollars as substantially all of the Companys operations are in Canada.  The Company used the United States dollar as its reporting currency for consistency with registrants of the Securities and Exchange Commission (SEC) in accordance with the FAS No. 52 Foreign Currency Translation. Assets and liabilities denominated in a foreign currency are translated at the exchange rate in effect at the period-end and capital accounts are translated at historical rates.  Income statement accounts are translated at the average rates of exchange prevailing during the period.  Translation adjustments from the use of different exchange rates from period to period are included in the comprehensive income account in Stockholders Equity, if applicable.  Advertising and Market Development The Company expenses advertising and market development costs as incurred.  Note 3
        Website  2007Accumulated
        NetCost
        Amortization
        Book ValueWebsite
        $         6,277
        $         5,489
        $          788  2006Accumulated
        NetCost
        Amortization
        Book ValueWebsite
        $        6,277
        $        2,353
        $        3,924           LIONS GATE LIGHTING CORP. AND SUBSIDIARY NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS February 28, 2007 and 2006 (Stated in US Dollars)  Note 4
        Capital Stock  During the period ended February 28, 2007, the Company did not issue any shares.  Note 5
        Related Party Transactions During the year ended February 28, 2007 the Company incurred management fees of $7,164 (2006: $11,300) with directors of the Company. As at February 28,2007,due to related parties consists of  loans from directors totalling $23,121(2006: $7,661).  These loans are unsecured, do not bear interest and have no fixed terms of repayment. As at February 28, 2007, directors of the Company own 3,000,000 common shares.  Note 6
        Deferred Income Taxes  The following table summarizes the significant components of the Companys deferred tax assets:  2007
        2006Future income tax assets:Non-capital loss carry-forward
        $        22,108
        $      10,651Valuation allowance for future income tax assets
        (22,108)
        (10,651)Future income tax asset, net
        $                 -
        $                -  The amount taking into income as deferred tax assets must reflect that portion of the income tax loss carryforwards that is more likely than not to be realized from future operations.  The Company has chosen to provide an allowance of 100% against all available income tax loss carryforwards, regardless of their time of expiry. At February 28, 2007, the Company has accumulated non-capital losses totalling $90,130 that is available to reduce taxable income in future taxation years.  These losses expire between 2016 and 2027.  The non-capital losses expire as follows:  2016
        $           35,5332027
        54,597$           90,130            LIONS GATE LIGHTING CORP. AND SUBSIDIARY NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS February 28, 2007 and 2006 (Stated in US Dollars)  Note 7
        Commitment  Pursuant to a distributor agreement dated May 5, 2005, the Company acquired the non-exclusive right to market, sell and distribute North America and South America the full product line of Sunway Lighting Technology Co. Ltd. (Sunway). The Company has agreed to purchase 10,000 inventory units within two years of the date of the agreement or it forfeits all rights in the agreement.  The Company has negotiated an extension to the agreement to May 5, 2008.  In addition, the agreement requires the Company to order and maintain stock levels that are necessary to support distribution efforts, as determined by Sunway, after the 10,000 unit minimum purchase requirement has been met.          - 19 -   Item 8.  Changes In and Disagreements With Accountants on Accounting and Financial Disclosure. None. Item 8A.  Controls and Procedures. As required by Rule 13a-15 under the Exchange Act, we have carried out an evaluation of the effectiveness of the design and operation of our company's disclosure controls and procedures as of the end of the period covered by this annual report, being February 28, 2007.  This evaluation was carried out under the supervision and with the participation of our company's management, including our company's President and Chief Executive Officer and our companys Secretary and Treasurer.  Based upon that evaluation, our company's President and Chief Executive Officer and our companys Secretary and Treasurer concluded that our company's disclosure controls and procedures are effective as at the end of the period covered by this report.  There have been no changes in our internal controls over financial reporting that occurred during the period covered by this report that have materially
affected, or are reasonably likely to materially affect our internal controls over financial reporting. Disclosure controls and procedures are controls and other procedures that are designed to ensure that information required to be disclosed in our company's reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the Securities and Exchange Commission's rules and forms.  Disclosure controls and procedures include controls and procedures designed to ensure that information required to be disclosed in our company's reports filed under the Exchange Act is accumulated and communicated to management, including our company's president, chief executive officer, secretary and treasurer as appropriate, to allow timely decisions regarding required disclosure. Item 8B.  Other Information. None. PART III Item 9.  Directors, Executive Officers, Promoters, Control Persons and Corporate Governance; Compliance With Section 16(a) of the Exchange Act. All directors of our company hold office until the next annual meeting of the stockholders or until their successors have been elected and qualified.  The officers of our company are appointed by our board of directors and hold office until their death, resignation or removal from office.  Our directors and executive officers, their ages, positions held, and duration as such, are as follows:  Name
        Position Held with theCompany
        Age
        Date First Electedor AppointedRobert Fraser
        President, Chief Executive Officer and Director
        49
        May 2, 2005William Grossholz
        Secretary, Treasurer and Director
        49
        May 2, 2005Robert McIsaac
        Director
        45
        May 2, 2005 Business Experience The following is a brief account of the education and business experience of each director and executive officer during at least the past five years, indicating each persons business experience, principal occupation during the period, and the name and principal business of the organization by which they were employed.       - 20 -   Robert Fraser Robert Fraser has extensive experience in sales, marketing and consulting in the networking and communication sectors.  Mr. Fraser was Marketing Manager of Galaxy Multimedia Corp. from September 2004 to December 2005 until his promotion to President in December 2005, which position he held until June 2006.  Galaxy Multimedia is a voice over internet protocol wholesale provider in Canada.  Mr. Fraser is currently President of Canadian Financial Processing Inc., a British Columbia company, which position he has held since October 13, 2005.  Mr. Fraser was the Chief Operating Officer for Corinex Communications Corp. from May 2002 to May 2004.  Corinex Communications is a research and development company specializing in networking products and services with world-wide sales.  Mr. Fraser, with Corinex Communications, developed innovative models for marketing and distributing networking and
other peripheral devices, involving manufacturing, sales channels and inventory financing.  Prior to joining Corinex Communications, Mr. Fraser was President and Chief Executive Officer of AlphaStream Wireless Inc. from September 1999 to April 2002, a company marketing telecommunication products.  In addition, Mr. Fraser has also been President of VOIP Technology Inc. and GWP Enterprises Ltd. both companies are in the telecommunication business marketing voice over internet protocol wholesale and retail long distance carrier services and equipment.  Mr. Fraser also held a variety of positions from 1981 to 1996 at Dun & Bradstreet Canada, starting as a business analyst and culminating as Manager-Marketing Services.  Dun & Bradstreet is considered a world leader in business information systems.  Mr. Fraser was a consultant for VOIP Technology Inc., a British Columbia company, from May 2004 to September 2004.  Mr. Fraser currently spends approximately 25 hours per week providing
services to our company, which represents approximately 50% of his weekly working hours.  He spends the remainder of his working hours working on various other business endeavors. William Grossholz William Grossholz is a Chartered Accountant registered with the Institute of Chartered Accountants in British Columbia with a strong financial management, administration, accounting and tax background.  From September 2005 until present, Mr. Grossholz has managed the financial affairs of Hakai Networks Inc., a networking company targeting the cable television industry.  Mr. Grossholz was also the Controller for Galaxy Multimedia Corp. from July 2005 to April 2006.  Galaxy Multimedia is a voice over internet protocol wholesale provider in Canada.  From July 2001 to July 2005, Mr. Grossholz was a founder and the Chief Financial Officer of the Chandler Development Group of companies, responsible for running the financial operations of the organization.  Chandler Development Group is a $250,000,000 real estate development entity with numerous projects in British Columbia and the United States.
 Mr. Grossholz has been an Officer and Controller for the Canadian operations of Corinex Communications Corp. from May 2002 to May 2003.  Corinex Communications is a research and development company specializing in networking products and services with world-wide sales.  Mr. Grossholz has assisted in developing financing models for marketing and distributing networking and other peripheral devices.  Mr. Grossholz was a director and Controller of AlphaStream Wireless Inc., from September 1999 to April 2002, a company marketing telecommunications products.  In addition, Mr. Grossholz has also been a director of VOIP Technology Inc. and GWP Enterprises Ltd., both companies of which are in the telecommunications business, marketing voice over internet protocol wholesale and retail long distance carrier services and equipment.  Mr. Grossholz operated a successful chartered accountancy practice in Vancouver for fourteen years, from May 1985 to June 2000, and spent two years as a Senior
Business Auditor for the Canada Revenue Agency. Mr. Grossholz currently spends approximately 15 hours per week providing services to our company, which represents approximately 30% of his working hours.  He spends the remainder of his working hours working on various other business endeavors. Robert McIsaac Robert McIsaac has been an owner and operator of a trade company for the past 25 years, from 1980 to 2005, contracting in Whistler and Vancouver as Bob McIsaac professional Roofing Services.  Mr. McIsaac managed all operations of the company including sales, collections, marketing and customer service.  Mr. McIsaac brings fundamental technical knowledge relating to the lighting and signage industry as well as a sound understanding of the business aspects associated with the industry.       - 21 -   Family Relationships There are no family relationships among our directors or officers. Involvement in Certain Legal Proceedings Our directors, executive officers and control persons have not been involved in any of the following events during the past five years: 1.
        any bankruptcy petition filed by or against any business of which such person was a general partner or executive officer either at the time of the bankruptcy or within two years prior to that time; 2.
        any conviction in a criminal proceeding or being subject to a pending criminal proceeding (excluding traffic violations and other minor 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 Securities and Exchange 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. Compliance with Section 16(a) of the Securities Exchange Act of 1934 Section 16(a) of the Securities Exchange Act requires our executive officers and directors, and persons who own more than 10% of our common stock, to file reports regarding ownership of, and transactions in, our securities with the Securities and Exchange Commission and to provide us with copies of those filings.  Based solely on our review of the copies of such forms received by us, or written representations from certain reporting persons, we believe that during fiscal year ended February 28, 2007, all filing requirements applicable to its officers, directors and greater than 10% percent beneficial owners were complied with, with the exception of the following: Name
        Number of Late Reports
        Number of Transactions NotReported on a Timely
Basis
        Failure to FileRequested FormsRobert Fraser
        1(1)
        1(1)
        1William Grossholz
        1(1)
        1(1)
        1Robert McIsaac
        1(1)
        1(1)
        1 (1)  The named officer, director or greater than 10% stockholder, as applicable, did not timely file a Form 3  Initial Statement of Beneficial Ownership of Securities.  Mr. Fraser and Mr. Grossholz filed the Form 3 on May 30, 2007 and Mr. McIsaac filed the Form 3 on June 1, 2007. Code of Ethics Our company's board of directors adopted a Code of Business Conduct and Ethics that applies to, among other persons, our company's president (being our principal executive officer) and our company's secretary (being our principal financial and accounting officer and controller), as well as persons performing similar functions.  As adopted, our Code of Business Conduct and Ethics sets forth written standards that are designed to deter wrongdoing and to promote: (1)
        honest and ethical conduct, including the ethical handling of actual or apparent conflicts of interest between personal and professional relationships;       - 22 -   (2)
        full, fair, accurate, timely, and understandable disclosure in reports and documents that we file with, or submit to, the Securities and Exchange Commission and in other public communications made by us; (3)
        compliance with applicable governmental laws, rules and regulations; (4)
        the prompt internal reporting of violations of the Code of Business Conduct and Ethics to an appropriate person or persons identified in the Code of Business Conduct and Ethics; and (5)
        accountability for adherence to the Code of Business Conduct and Ethics. Our Code of Business Conduct and Ethics requires, among other things, that all of our company's personnel shall be accorded full access to our president and secretary with respect to any matter which may arise relating to the Code of Business Conduct and Ethics.  Further, all of our company's personnel are to be accorded full access to our company's board of directors if any such matter involves an alleged breach of the Code of Business Conduct and Ethics by our president or secretary. In addition, our Code of Business Conduct and Ethics emphasizes that all employees, and particularly managers and/or supervisors, have a responsibility for maintaining financial integrity within our company, consistent with generally accepted accounting principles, and federal , provincial and state securities laws. Any employee who becomes aware of any incidents involving financial or accounting manipulation or other irregularities, whether by witnessing the incident or being told of it, must report it to his or her immediate supervisor or to our company's president or secretary.  If the incident involves an alleged breach of the Code of Business Conduct and Ethics by the president or secretary, the incident must be reported to any member of our board of directors.  Any failure to report such inappropriate or irregular conduct of others is to be treated as a severe disciplinary matter.
It is against our company policy to retaliate against any individual who reports in good faith the violation or potential violation of our company's Code of Business Conduct and Ethics by another. Our Code of Business Conduct and Ethics was filed as Exhibit 14.1 to our quarterly report on Form 10-QSB filed with the Securities and Exchange Commission on February 28, 2007.  We will provide a copy of the Code of Business Conduct and Ethics to any person without charge, upon request.  Requests can be sent to:  Lions Gate Lighting Corp., 200 - 375 Water Street, Vancouver, BC, Canada  V6B 5C6. Nomination Process As of June 5, 2007, we did not effect any material changes to the procedures by which our shareholders may recommend nominees to our board of directors.  Our board of directors does not have a policy with regards to the consideration of any director candidates recommended by our shareholders.  Our board of directors has determined that it is in the best position to evaluate our companys requirements as well as the qualifications of each candidate when the board considers a nominee for a position on our board of directors.  If shareholders wish to recommend candidates directly to our board, they may do so by sending communications to the President of our company at the address on the cover of this annual report. Audit Committee and Audit Committee Financial Expert We do not have a standing audit committee at the present time.  Our board of directors has determined that we do not have a board member that qualifies as an "audit committee financial expert" as defined in Item 401(e) of Regulation S-B.  We have determined that Robert McIsaac qualifies as an independent director as the term "independent" is used in Nasdaq Marketplace Rule 4200(a)(15). We believe that our members of our board of directors are capable of analyzing and evaluating our financial statements and understanding internal controls and procedures for financial reporting.  The board of directors of our company does not believe that it is necessary to have an audit committee because we believe that the functions of an audit committee can be adequately performed by the board of directors.  In addition, we believe that retaining an independent director who would qualify as an audit committee financial expert would be overly       - 23 -   costly and burdensome and is not warranted in our circumstances given the early stages of our development and the fact that we have not generated any revenues from operations to date. Item 10.  Executive Compensation. The particulars of compensation paid to the following persons: (a)
        our principal executive officer; (b)
        each of our two most highly compensated executive officers who were serving as executive officers at the year ended February 28, 2007; and (c)
        up to two additional individuals for whom disclosure would have been provided under (b) but for the fact that the individual was not serving as our executive officer at the end of the most recently completed financial year, who we will collectively refer to as the named executive officers, of our company for the years ended February 28, 2007 and 2006, are set out in the following summary compensation tables:  SUMMARY COMPENSATION TABLENameand Principal Position
        Year
        Salary($)
        Bonus($)
        Stock Awards($)
        Option Awards($)
        Non-Equity Incentive Plan Compensa-tion($)
        Change in PensionValue and Nonqualified Deferred Compensation Earnings($)
        AllOther Compensa-tion($)
        Total($)Robert FraserPresident, Chief Executive Officerand Director(1)
        2007
2006
        Nil
Nil
        Nil
Nil
        Nil
Nil
        Nil
Nil
        Nil
Nil
        Nil
Nil
        Nil
Nil
        Nil
NilWilliam GrossholzSecretary, Treasurer and Director(2)
        2007
2006
        Nil
Nil
        Nil
Nil
        Nil
Nil
        Nil
Nil
        Nil
Nil
        Nil
Nil
        Nil
Nil
        Nil
Nil (1)
        Robert Fraser was appointed as our President, Chief Executive Officer and director on May 2, 2005.(2)
        William Grossholz was appointed as our Secretary, Treasurer and director on May 2, 2005. We have not entered into any employment agreement or consulting agreements with our directors and executive officers.  There are no arrangements or plans in which we provide pension, retirement or similar benefits for directors or executive officers.  Our directors and executive officers may receive stock options at the discretion of our board of directors in the future.  We do not have any material bonus or profit sharing plans pursuant to which cash or non-cash compensation is or may be paid to our directors or executive officers, except that stock options may be granted at the discretion of our board of directors. Stock Options and Stock Appreciation Rights From the date of inception (May 2, 2005) and up to February 28, 2007, we did not grant any stock options or stock appreciation rights to any of our directors or officers and there were no stock options or stock appreciation rights outstanding on February 28, 2007.       - 24 -   Director Compensation We reimburse our directors for expenses incurred in connection with attending board meetings.  We did not pay any other directors fees or other cash compensation for services rendered as a director for the year ended February 28, 2007. We have no formal plan for compensating our directors for their service in their capacity as directors, although such directors are expected in the future to receive stock options to purchase common shares as awarded by our board of directors or (as to future stock options) a compensation committee which may be established.  Directors are entitled to reimbursement for reasonable travel and other out-of-pocket expenses incurred in connection with attendance at meetings of our board of directors.  Our board of directors may award special remuneration to any director undertaking any special services on our behalf other than services ordinarily required of a director.  No director received and/or accrued any compensation for their services as a director, including committee participation and/or special assignments. Item 11.  Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters. The following table sets forth, as of June 5, 2007, certain information with respect to the beneficial ownership of our common stock by each stockholder known by us to be the beneficial owner of more than 5% of our common stock and by our directors and executive officers.  Each person has sole voting and investment power with respect to the shares of common stock, except as otherwise indicated.  Beneficial ownership consists of a direct interest in the shares of common stock, except as otherwise indicated.  Except as otherwise noted, the number of shares beneficially owned includes common stock which the named person has the right to acquire, through conversion or option exercise, or otherwise, within 60 days after June 5, 2007.  Beneficial ownership calculations for 5% stockholders are based solely on publicly filed Schedule 13Ds or 13Gs, which 5% stockholders are required to file with
the Securities and Exchange Commission.  Name and Address ofBeneficial Owner
        Amount and  Nature ofBeneficial Ownership
        Percentageof Class(1)Robert Fraser2445 Sunnyside ViewAbbotsford B.C, V2T 4K7Canada
        1,000,000
        12.5%William Grossholz5759 Westport RoadWest Vancouver, B.C.  V7W 2X7Canada
        1,000,000
        12.5%Robert McIsaac3475 Fromme RoadNorth Vancouver, B.C.  V7K 2E4Canada
        1,000,000
        12.5%Directors and Officers(3)  (as a group)
        3,000,000
        37.5% (1)Based on 8,000,000 shares outstanding as of June 5, 2007.  Beneficial ownership is determined in accordance with the rules of the Securities and Exchange Commission and generally includes voting or investment power with respect to securities.  Except as otherwise indicated, we believe that the beneficial owners of the common stock listed above, based on information furnished by such owners, have sole investment and voting power with respect to such shares, subject to community property laws where applicable.       - 25 -   Changes in Control We are unaware of any contract or other arrangement the operation of which may at a subsequent date result in a change in control of our company. Equity Compensation Plan Information As at February 28, 2007, we do not have any equity compensation plans in place. Item 12.  Certain Relationships and Related Transactions and Director Independence. Except as described below, no director, executive officer, principal shareholder holding at least 5% of our common shares, or any family member thereof, had any material interest, direct or indirect, in any transaction, or proposed transaction, during the year ended February 28, 2007, in which the amount involved in the transaction exceeded or exceeds the lesser of $120,000 or one percent of the average of our total assets at the year end for the last three completed fiscal years. During the year ended February 28, 2007, we incurred management fees of $7,164 with directors of our company. As at February 28,2007, our company owed loans to directors of our company which totalled $23,121.  These loans are unsecured, do not bear interest and have no fixed terms of repayment. Corporate Governance We do not have a standing audit committee at the present time.  Our board of directors has determined that we do not have a board member that qualifies as an "audit committee financial expert" as defined in Item 401(e) of Regulation S-B.  We have determined, however, that Robert McIsaac is an independent director as defined in Nasdaq Marketplace Rule 4200(a)(15). We believe that our members of our board of directors are capable of analyzing and evaluating our financial statements and understanding internal controls and procedures for financial reporting.  The board of directors of our company does not believe that it is necessary to have an audit committee because we believe that the functions of an audit committee can be adequately performed by the board of directors.  In addition, we believe that retaining an independent director who would qualify as an audit committee financial expert would be overly costly and burdensome and is not warranted in our circumstances given the early stages of our development and the fact that we have not generated any revenues from operations to date. Transactions with Independent Directors Our independent director did not enter into any transaction, relationship or arrangement during the year ended February 28, 2007 that was considered by our board of directors in determining whether the director maintained his independence in accordance with Nasdaq Marketplace Rule 4200(a)(15). Item 13.  Exhibits. Exhibits Required by Item 601 of Regulation S-B The following Exhibits are filed with this report:  ExhibitNumber
        Description3.1
        Articles of Incorporation (incorporated by reference from our SB-2 filed on July 12, 2006)        - 26 -    3.2
        Bylaws (incorporated by reference from our SB-2 filed on July 12, 2006)10.1
        Form of Subscription Agreement used in the private placements between our company and 30 investors (incorporated by reference from our
SB-2 filed on July 12 2006):10.2
        Distribution Agreement between our company and Sunway Lighting Corp. (incorporated by reference from our SB-2/A filed on September 22, 2006)10.3
        Material terms of verbal consulting agreement entered into between our company and Cam Fraser (incorporated by reference
from our SB-2/A filed on September 22, 2006)10.4
        Material terms of verbal consulting agreement entered into between our company and Robert McIsaac (incorporated by reference from our SB-2/A filed on September 22, 2006)10.5*
        Letter Agreement dated June 6, 2007, between our company and Sunway Lighting Corp.14.1
        Code of Ethics (incorporated by reference from our Quarterly Report on Form 10-QSB filed on February 28, 2007)21.1
        Subsidiaries of Lions Gate Lighting Corp.:
LG Lighting Corp., a British Columbia company31.1*
        Section 302 Certification of Robert Fraser31.2*
        Section 302 Certification of William Grossholz32.1*
        Section 906 Certification of Robert Fraser and William Grossholz  * Filed herewith Item 14.  Principal Accountant Fees and Services. Audit Fees Our board of directors appointed Madsen & Associates, CPAs Inc. as independent auditors to audit our financial statements for the current fiscal year.  The aggregate fees billed by Madsen & Associates, CPAs Inc. for professional services rendered for the audit of our annual financial statements included in this annual report on Form 10-KSB for the fiscal year ended February 28, 2007 were $3,200 and for the fiscal year ended February 28, 2006 were $3,280. Audit Related Fees For the fiscal years ended February 28, 2007 and 2006, the aggregate fees billed for assurance and related services by Madsen & Associates, CPAs Inc. relating to our quarterly financial statements which are not reported under the caption "Audit Fees" above, were $1,690 and $nil. Tax Fees For the fiscal years ended February 28, 2007 and 2006, the aggregate fees billed for tax compliance, by Madsen & Associates, CPAs Inc. were $nil and $nil. All Other Fees For the fiscal years ended February 28, 2007 and 2006, the aggregate fees billed by Madsen & Associates, CPAs Inc. for other non-audit professional services, other than those services listed above, totaled $nil and $nil. Our board of directors, who acts as our audit committee, has adopted a policy governing the pre-approval by the board of directors of all services, audit and non-audit, to be provided to our company by our independent       - 27 -   auditors.  Under the policy, the board or directors has pre-approved the provision by our independent auditors of specific audit, audit related, tax and other non-audit services as being consistent with auditor independence.  Requests or applications to provide services that require the specific pre-approval of the board of directors must be submitted to the board of directors by the independent auditors, and the independent auditors must advise the board of directors as to whether, in the independent auditor's view, the request or application is consistent with the Securities and Exchange Commission's rules on auditor independence. The board of directors has considered the nature and amount of the fees billed by Madsen & Associates, CPAs Inc. and believes that the provision of the services for activities unrelated to the audit is compatible with maintaining the independence of Madsen & Associates, CPAs Inc.       - 28 -   SIGNATURES In accordance with Section 13 or 15(d) of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. LIONS GATE LIGHTING CORP.  /s/ Robert Fraser By: Robert Fraser, President, Chief Executive Officer and Director (Principal Executive Officer) Dated: June 13, 2007 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.  /s/ Robert Fraser By: Robert Fraser, President, Chief Executive Officer and Director (Principal Executive Officer) Dated: June 13, 2007  /s/ William Grossholz By: William Grossholz, Secretary, Treasurer and Director (Principal Financial Officer and Principal Accounting Officer) Dated: June 13, 2007  /s/ Robert McIsaac By: Robert McIsaac, Director Dated: June 13, 2007   CW1219991.3