UNITED
STATES


SECURITIES
AND EXCHANGE COMMISSION


Washington,
D.C. 20549





FORM
10-K





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





For the
      fiscal year ended March 31, 2009





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





For the
      transition period
      form                                                      
      toCommission File
      number    333-152160





IMPERIAL RESOURCES,
      INC.


(Exact name of
registrant as specified in its charter)





Nevada
            83-0512922(State
      or other jurisdiction of incorporation or organization)
            (IRS Employer Identification
      No.)





Payyappilly House, Thiruthipuram, P.O., Kottapuram
      Via., 680667 – Ernakulam Dt. Kerala, India(Address
      of principal executive offices)





011-91-484-248-6928(Issuer’s
      telephone number)





N/A(Former
      name, former address and former fiscal year, if changed since last
      report)





Indicate
by check mark if the registrant is a well-known seasoned issuer, as defined by
Rule 405 of the Securities
Act   [    ]  Yes   [X]  No





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





Indicate
by check mark whether the registrant (1) has filed all reports required to be
filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the
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





Indicate
by check mark if disclosure of delinquent filers pursuant to Item 405 of
Regulation S-K (§229.405 of this chapter) is not contained herein, and will not
be contained, to the best of registrant’s knowledge, in definitive proxy
information statements incorporated by reference in Part III of this Form 10-K
or any amendments to this Form
10-K   [    ]





Indicate
by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer, or a small reporting company. See
definition of “large accelerated filer”, “accelerated filer” and “small
reporting company” Rule 12b-2 of the Exchange Act.





Large
accelerated
filer   [   ]                                                                                                   Accelerated
filer                              [   ]





Non-accelerated
filer     [   ]  (Do not check
if a small reporting
company)                                                     Small
reporting company   [X]





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





State the
aggregate market value of the voting and non-voting common equity held by
non-affiliates computed by reference to the price at which the common equity was
last sold, or the average bid and asked price of such common equity, as of the
last business day of the registrant’s most recent completed second fiscal
quarter.








-1-








APPLICABLE
ONLY TO ISSUERS INVOLVED IN BANKRUPTCY


PROCEEDINGS
DURING THE PROCEDING FIVE YEARS





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





(APPLICABLE
ONLY TO CORPORATE REGISTRANTS)





Indicate
the number of shares outstanding of each of the registrant’s classes of common
stock, as of the latest practicable date:





June 22,
2009: 3,752,500 common shares







-2-





TABLE
OF CONTENTS





PART 1
            
            PageITEM
      1.
            Business.
            4ITEM
      1A.
            Risk
      Factors.
            6ITEM
      1B.
            Unresolved
      Staff Comments.
            11ITEM
      2.
            Properties.
            11ITEM
      3.
            Legal
      Proceedings.
            15ITEM
      4.
            Submission
      of Matters to Vote of Securities Holders
            16PART IIITEM
      5.
            Market
      for Registrant’s Common Equity, Related Stockholder Matters and Issuer
      Purchase of Equity Securities.
            16ITEM
      6
            Selected
      Financial Information.
            16ITEM
      7.
            Management’s
      Discussion and Analysis of Financial Conditions and Results of
      Operations.
            17ITEM
      7A.
            Quantitative
      and Qualitative Disclosure about Market Risk.
            20ITEM
      8.
            Financial
      Statement and Supplementary Data.
            21ITEM
      9.
            Changes
      in and Disagreements with Accountants on Accounting and Financial
      Disclosure.
            21ITEM
      9A
            Controls
      and Procedures.
            21ITEM
      9A(T)
            Controls
      and Procedures
            23ITEM
      9B
            Other
      information
            23PART IIIITEM
      10.
            Directors,
      Executive Officers and Corporate Governance.
            23ITEM
      11.
            Executive
      Compensation.
            26ITEM
      12.
            Security
      Ownership of Certain Beneficial Owners and Management and Related
      Stockholder Matters.
            28ITEM
      13.
            Certain
      Relationships and Related Transactions, and Director
      Independence.
            30ITEM
      14
            Principal
      Accounting Fees and Services.
            31PART IVITEM
      13.
            Exhibits,
      Financial Statement Schedules
            32SIGNATURES
            33








-3-





PART
1







ITEM
1.  BUSINESS







History
and Organization





We were
incorporated under the laws of the State of Nevada on August 2, 2007 (date of
inception) under the name of Imperial Resources, Inc.  Our fiscal year end
is March 31. From inception, our operations have been primarily limited to
organizing our company and acquiring our mineral claim.  Our principal
office is located at Payyappilly House, Thiruthipuram P.O., Kottapuram Via,
680667 – Ernakulam Dt., Kerala, India.  Our telephone is
011-91-484-248-6928.   We do not have any subsidiaries,
affiliated companies or joint venture partners.





Our
mineral property, the Bhadrachalam Gold Claim (hereinafter the “Imperial
Claim”), is a gold exploration project located 35 km Northeast of Pollavarara,
(closest city),  41 km South of the city of Cheria and 45 km Northeast
of the city of Khammam, in the District of Andhra Pradesh, India.  We
are the registered and beneficial owner of a 100% interest in the Imperial Claim
located in Andhra Pradesh, India.  Imperial acquired the Imperial
Claim for the sum of $5,000 by purchase from an unrelated vendor, Pune Minerals,
LLC. Our business plan is to explore the Imperial Claim for commercially
exploitable reserves of valuable minerals.  The Imperial Claim has no
proven or probable mineral reserves, and there is no assurance that it contains
commercially exploitable reserves of valuable minerals.





We have
not commenced our Phase I exploration work on the Imperial Claim.We do not have funds
sufficient to complete Phase 1 of a two-phase exploration program, recommended
by our professional geologist, for the Imperial Claim.  We anticipate
completing Phase I during late spring of 2010.





Exploration
for minerals is a speculative venture necessarily involving substantial
risk.  The expenditures to be made by us on our exploration program
may not result in the discovery of commercially exploitable reserves of valuable
minerals.  The probability of a mineral claim ever having commercially
exploitable reserves is extremely remote, and in all probability our mineral
claims do not contain any reserves.  Any funds spent on the
exploration of these claims will probably be lost.  If we are unable
to find reserves of valuable minerals or we cannot remove the minerals because
we either do not have the capital to do so, or because it is not economically
feasible to do so, then we will cease operations and our shareholders will lose
their investment.





We
anticipate that any additional funding that we require will be in the form of
equity financing from the sale of our common stock.  There is no
assurance, however, that we will be able to raise sufficient funding from the
sale of our common stock.  The risky nature of this enterprise and
lack of tangible assets places debt financing beyond the credit-worthiness
required by most banks or typical investors of corporate debt until such time as
an economically viable mine can be demonstrated.  We do not have any
arrangements in place for any future equity financing.  If we are
unable to secure additional funding, we will cease or suspend
operations.  We have no plans, arrangements or contingencies in place
in the event that we cease operations.





If, on
the advice of our independent consulting geologist, Nitesh Varma, we discontinue
our exploration of the Imperial Claim, we may seek to acquire other natural
resource exploration properties.  Any such acquisition(s) will involve
due diligence costs in addition to the acquisition cost.  We will also
have an ongoing obligation to maintain our periodic filings with the appropriate
regulatory authorities, which will involve legal and accounting
costs.  In the event that our available capital is insufficient to
acquire an alternative resource property and sustain minimum operations, we will
need to secure additional funding or else we will be compelled to discontinue
our business.






-4-







We have
earned no revenue since inception.  From August 2, 2007 (inception)
through March 31, 2009, we incurred a net loss of $101,479.  Further
losses are anticipated in the development of our business.  We have
limited financial resources and require additional financing to fund our
operations.  These factors raise substantial doubt about our ability
to continue as a going concern.  Our ability to achieve and maintain
profitability and positive cash flow is dependent upon our ability to locate
commercially exploitable reserves of valuable minerals.





Our
officers and directors have only recently become interested in natural resource
exploration.  None of them has any professional training nor technical
credentials in the exploration, development, or operation of
mines.  We therefore intend to retain qualified persons on a contract
basis to perform the exploration of the property as needed.  We do not
have any verbal or written agreement regarding the retention of any qualified
engineer or geologist for our exploration program.  Nitesh Varma, the
professional geologist we hired to outline a work program on the Imperial Claim,
has indicated that, subject to availability, he would be prepared to oversee the
exploration program, but we have not discussed any terms of such an
arrangement.





We
currently have no employees other than our three officers/directors, each of
whom will only be devoting approximately less than eight hours per week, to our
operations.  We do not intend to hire any employees for the next
twelve months and unless and until we have proven mineral reserves.





James
Payyappilly, Josey Sajan and Tessy Francis, our sole officers and directors,
control us.  If they are able to sell all of their offered shares,
they will still own, collectively, approximately 72% of our voting
stock.





Planned
Business





The
following discussion should be read in conjunction with the information
contained in the financial statements of the Company and the notes, which form
an integral part of the financial statements, which are attached
hereto.





The
financial statements mentioned above have been prepared in conformity with
accounting principles generally accepted in the United States of America and are
stated in United States dollars.




Cautionary
Statement Regarding Forward-Looking Statements




Some
discussions in this Form 10-K may contain forward-looking statements that
involve risks and uncertainties. These statements relate to future events or
future financial performance. A number of important factors could cause our
actual results to differ materially from those expressed in any forward-looking
statements made by us in this Form 10-K.  Forward-looking statements
are often identified by words like: “believe”, “expect”, “estimate”,
“anticipate”, “intend”, “project” and similar expressions or words which, by
their nature, refer to future events.




In some
cases, you can also identify forward-looking statements by terminology such as
"may", "will", "should", "plans", "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" below 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. In addition, you are directed to factors discussed
in the "Management's Discussion and Analysis of Financial Condition and Results
of Operations" section and as well as those discussed elsewhere in this Form
10-K.




Although
we believe that the expectations reflected in the forward-looking statements are
reasonable, we cannot guarantee future results, levels of activity 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.






-5-









ITEM
1A.                                     RISK
FACTORS




ANY
INVESTMENT IN OUR COMMON STOCK INVOLVES A HIGH DEGREE OF RISK. PROSPECTIVE
INVESTORS SHOULD CAREFULLY CONSIDER THE RISKS DESCRIBED BELOW AND THE OTHER
INFORMATION IN THIS FORM 10-K BEFORE INVESTING IN OUR COMMON STOCK. IF ANY OF
THE FOLLOWING RISKS OCCUR, OUR BUSINESS, OPERATING RESULTS AND FINANCIAL
CONDITION COULD BE SERIOUSLY HARMED.  INVESTORS MAY LOSE ALL OR PART
OF THEIR INVESTMENT IN OUR SHARES.




1.
            Because our auditors have
      issued a going concern opinion and we may not be able to achieve our
      objectives and may have to suspend or cease exploration
      activity.




Our
auditors' report on our March 31, 2009 financial statements, as included in the
prospectus, expressed an opinion that our Company’s capital resources as of
March 31, 2009 are not sufficient to sustain operations or complete our planned
activities for the upcoming year unless we raise additional
funds.   These conditions raise substantial doubt about our
ability to continue as a going concern.   If we do not obtain
additional funds there is the distinct possibility that we will no longer be a
going concern and will cease to operation which means any persons purchasing
shares will loss their entire investment in our Company.




2.
            Since
      mineral exploration is a highly speculative venture, anyone purchasing our
      stock will likely lose their entire
investment.




Potential
investors should be aware of the difficulties normally encountered by new
mineral exploration companies and the high rate of failure of such
enterprises.  Exploration for minerals is a speculative venture
necessarily involving substantial risk.  The expenditures to be made
by us on our exploration program may not result in the discovery of commercially
exploitable reserves of valuable minerals.  The likelihood of success
must be considered in light of the problems, expenses, difficulties,
complications and delays encountered in connection with the exploration of our
mineral claim we plan to undertake. The probability of a mineral claim ever
having commercially exploitable reserves is extremely remote, and in all
probability our mineral claim does not contain any reserves.  Any
funds spent on the exploration of this claim will probably be
lost.  Problems such as unusual or unexpected formations and other
conditions are involved in mineral exploration and often result in unsuccessful
exploration efforts. We may also become subject to significant liability for
pollution, cave-ins or hazards, which we cannot insure or which we may elect not
to insure.  In such a case, we would be unable to complete our
business plan and our shareholders may lose their entire
investment.




3.
            If
      we don't obtain additional financing our business may
  fail.




We will
need to obtain additional financing in order to complete our business
plan.  As of March 31, 2009, we had cash on hand of $57 against
$37,511 in current liabilities.  Our business plan calls for
significant expenses in connection with the exploration of our mineral property.
Phase I of the proposed exploration program on our claims as recommended by our
consulting geologist is estimated to cost $13,600, $5,000 of which had been
advanced as of March 31, 2009.  We will require additional financing
in order to complete Phases I and II, which is estimated to cost
$32,600.  Furthermore, if our exploration program is successful in
discovering commercially exploitable reserves of valuable minerals, we will
require additional funds in order to place our mineral claim into commercial
production.  While we do not presently have sufficient information
about the claims to estimate the amount required to place the mineral claims
into commercial production, there is a risk that we may not be able to obtain
whatever financing is required.  Obtaining additional financing will
depend on a number of factors, including market prices for minerals, investor
acceptance of our properties, and investor sentiment.  These factors
may make the timing, amount, terms or conditions of additional financing
unavailable to us. If we are unsuccessful in obtaining additional financing when
we need it, our business may fail before we ever become profitable and our
shareholders may lose their entire investment.






-6-






4.
            It
      is impossible to evaluate the investment merits of our company because we
      have no operating history.




We are an
exploration stage company with no operating history upon which an evaluation of
our future success or failure can be made.  We were incorporated on
August 2, 2007, and have accumulated a net loss of $101,479 against no
revenue.  Thus far, our activities have been primarily limited to
organizational matters, acquiring our mineral claim, obtaining a geology report
and the preparation and filing of a registration statement with the
SEC.




5.
            Market
      factors in the mining business are out of our control and so we may not be
      able to profitably sell any minerals that we
  find.




We have
no known ore reserves but even if we are successful in locating commercially
exploitable reserves of valuable minerals, we can provide no assurance that we
will be able to sell such reserves.  Numerous factors beyond our
control may affect the marketability of any minerals discovered. These factors
include fluctuations in the market price of such minerals due to changes in
supply or demand, the proximity and capacity of processing facilities for the
discovered minerals, government regulations, including regulations relating to
prices, taxes, royalties, land tenure, land use, importing and exporting of
minerals and environmental protection. The precise effect of these factors
cannot be accurately predicted, but the combination of these factors may result
in us not receiving an adequate return on invested capital so that our
shareholders may lose their entire investment.




6.
            If
      we cannot compete successfully with other exploration companies, our
      exploration program may suffer and our shareholders may lose their
      investment.




Many of
the resource exploration stage companies with whom we compete have greater
financial and technical resources than we do. Accordingly,
these competitors may be able to spend greater amounts on acquisitions of
properties of merit and on exploration of their properties. In addition,
they may be able to afford greater geological expertise in the targeting
and exploration of


resource
properties.  As a result, our competitors will likely have
resource properties of greater quality and interest to prospective
investors who may finance additional exploration and to senior exploration
stage companies that may purchase resource properties or enter into joint
venture agreements with junior exploration stage companies.  This
competition could adversely impact our ability to finance the exploration
of our mineral property.




7.
            Since
      our executive officers do not have technical training or experience in
      starting, and operating a mineral exploration company there is a higher
      risk our business will fail.




Our
executive officers have no experience in mineral exploration and do not
have formal training in geology or in the technical aspects of management
of a mineral exploration company.  This inexperience presents a
higher risk that we will be unable to complete our business plan for the
exploration of our mineral claims. In addition, we will have to rely on the
technical services of others with expertise in geological exploration in
order for us to carry our planned exploration program. If we are unable to
contract for the services of such individuals, it will make it difficult
and may be impossible to pursue our business plan. There is thus a higher
risk that our operations, earnings and ultimate financial success could
suffer irreparable harm and that our shareholders


will lose
all of their investment.




8.
            We
      may not have access to all of the supplies and materials we need to begin
      exploration which could cause us to delay or suspend exploration
      activity.




Provided
we have sufficient funds to carry out exploration activity, competition and
unforeseen limited sources of supplies in the industry could result in
occasional spot shortages of supplies, such as dynamite, and certain equipment
such as bulldozers and excavators that we might need to conduct exploration. We
have not attempted to locate or negotiate with any suppliers of products,
equipment or materials. We will attempt to locate products, equipment and
materials as and when we are able to raise the requisite capital.  If
we cannot find the products and equipment we need, we will have to suspend our
exploration plans until we do find the products and equipment we
need.






-7-






9.
            Since our
      officers and directors have other business interests, they will be
      devoting approximately less than eight hours per month to our operations,
      which may result in periodic interruptions or suspensions of
      exploration.




Our
officers have other outside business activities and will only be devoting
approximately less than eight hours per month, to our operations.  As
a result, our operations may be sporadic and occur at times that are
convenient to our officers.  Consequently, our business
activities may be periodically interrupted or suspended.




10.
      Because mineral exploration and development activities are inherently
      risky, we may be exposed to environmental liabilities. If such an event
      were to occur it may result in a loss of your
  investment.




The business of mineral exploration and
extraction involves a high degree of risk. Few properties that are explored are
ultimately developed into production. At present, the Imperial Claim, our sole
property, does not have a known body of commercial ore. Unusual or unexpected
formations, formation pressures, fires, power outages, labor disruptions,
flooding, explosions, cave-ins, landslides and the inability to obtain suitable
or adequate machinery, equipment or labor are other risks involved in extraction
operations and the conduct of exploration programs. We do not carry liability
insurance with respect to our mineral exploration operations and we may become
subject to liability for damage to life and property, environmental damage,
cave-ins or hazards. There are also physical risks to the exploration personnel
working in the rugged terrain of Andhra Pradesh, often in poor climatic
conditions. Previous mining exploration activities may have caused environmental
damage to the Imperial Claim. It may be difficult or impossible to assess the
extent to which such damage was caused by us or by the activities of previous
operators, in which case, any indemnities and exemptions from liability may be
ineffective. If the Imperial Claim is found to have commercial quantities of
ore, we would be subject to additional risks respecting any development and
production activities. Most exploration projects do not result in the
discovery of commercially mineable deposits of ore.




11.   Since
      substantially all of our assets, directors and officers are outside the
      United States it may be difficult for investors to enforce within the
      United States any judgments obtained against us or any of our officers and
      directors.




Substantially
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. We were incorporated in the State of Nevada and have an agent for
service in Carson City, Nevada.  Our agent for service will
accept on our behalf the service of any legal process and any demand or
notice authorized by law to be served upon a corporation.  Our
agent for service will not, however, accept service on behalf of any of our
officers or directors.  All of our directors and officers are
residents of India and neither of them have an agent for service in the
United States.  Therefore, 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.





12.
      Purchasers of our
      stockmay not be able to resell any
      shares they purchase throughour effective
      prospectusbecause we do not intend to register our shares in any state and there is
      no public market for our
shares.





It may
difficult or impossible for investors to sell our common stock or for them to
sell our common stock for more than the offering price, being initially $0.05
per share, even if our operating results are positive.  We do not
intend to register our common stock with any State.  Therefore,
investors will not be able to resell their shares in any State unless the resale
is exempt under the Blue Sky laws of the State in which the shares are to be
sold.  Our common stock is also not currently listed or quoted upon
any established trading system.  Most of our common stock is currently
held by a small number of investors that will further reduce the liquidity of
our common stock.  Market fluctuations and volatility, as well as
general economic, market and political conditions, could reduce our market
price, when and if our shares are eventually quoted.






-8-






13.
      If we are unable to hire and retain key personnel, we may not be able to
      implement our business plan and our business will
  fail.




We will
compete with other mining companies in the recruitment and retention
of qualified managerial and technical employees.  Our success
will be largely dependent upon our ability to hire highly qualified
personnel.  This is particularly true in highly technical
businesses such as mineral exploration. These individuals may be in high
demand and we may not be able to attract the staff we need.  In
addition, we may not be able to afford the high salaries and fees demanded
by qualified personnel, or may lose such employees after they
are hired.  Currently, we have not hired any key personnel and we
do not intend to do so for the next 12 months and until we have proved
mineral reserves.  If we are unable to hire key personnel when
needed, our exploration program may be slowed down or
suspended.





14.
      Our directors and officers own a controlling percentage of voting stock,
      which will allow them to make decisions and effect transactions without
      further shareholder approval.





Our
directors and officers own, collectively, approximately 72% of our outstanding
shares.  Accordingly, these stockholders, as a group, will be able to
control, among other things, the outcome of stockholder votes, including the
election of directors, adoption of amendments to our Bylaws and Articles of
Incorporation and approval of significant corporate transaction such as
mergers.





15.  Without a
      public market there is no liquidity for our shares and our shareholders
      may never be able to sell their shares which would result in a total loss
      of their investment.





Our
common shares are not listed on any exchange or quotation
system   Therefore, our shareholders will not be able to sell
their shares in an organized market place unless they sell their shares
privately.  If this happens, our shareholders might not receive a
price per share which they might have received had there been a public market
for our shares.  It is our intention to apply for a quotation on the
‘Over-the-Counter Bulletin Board’ (“OTCBB”) whereby:





●
            We
      will have to be sponsored by a participating market maker who will file a
      Form 211 on our behalf since we will not have direct access to the FINRA
      personnel; and●
            We
      will not be quoted on the OTCBB unless we are current in our periodic
      reports; being at a minimum Forms 10K and 10Q; filed with the SEC or other
      regulatory authorities.





Presently,
we estimate the time it will take us to be approved for a quotation on the OTCBB
would be twelve to eighteen weeks.  However, we cannot be sure we will
be approved for a quotation on the OTCBB.   If this is the case,
there will be no liquidity for the shares of our shareholders.





16.
            Even if a market develops for our shares our
      shares may be thinly traded, with wide share price fluctuations, low share
      prices and minimal
liquidity.





If a
market for our shares develops, the share price may be volatile with wide
fluctuations in response to several factors, including:





●
            Potential
      investors’ anticipated feeling regarding our results of
      operations;●
            Increased
      competition and/or variations in mineral prices;●
            Our
      ability or inability to generate future revenues; and●
            Market
      perception of the future of the mineral exploration
    industry.








-9-





In
addition, if our shares are traded on the OTCBB, our share price may be impacted
by factors that are unrelated or disproportionate to our operating
performance.  Our share price might be affected by general economic,
political and market conditions, such as recessions, interest rates or
international currency fluctuations.  In addition, even if our stock
is approved for quotation by a market maker through the OTCBB, stocks traded
over this quotation system are usually thinly traded, highly volatile and not
followed by analysts.  These factors, which are not under our control,
may have a material effect on our share price.




17.  Applicable SEC
      rules governing trading of ‘penny stocks’ limit the liquidity of our
      common stock which could make it more difficult for our shareholders to
      sell their shares




As the
shares of our common stock are ‘penny stock’, many brokers are unwilling
to effect transactions in such common stock which can make it difficult for
our shareholders to sell their shares of our common stock if a market
develops for that common stock.





Our
common stock is defined as a ‘penny stock’ pursuant to Rule 3a51-1 pursuant
to the Securities Exchange Act of 1934. Penny stock is subject to Rules
15g-1 through 15g-10 of the Securities Exchange Act of
1934.  Those rules require broker-dealers, before effecting
transactions in any ‘penny stock’, to:





-  Deliver
to the customer, and obtain a written receipt for, a
disclosure document;


-  Disclose
certain price information about the penny stock;


-  Disclose
the amount of compensation received by the broker-dealer or any


associated
person of the broker-dealer;


-  Send
monthly statements to customers with market and price information


about
      the penny stock; and


-  in
      some circumstances, approve the purchasers account pursuant to certain
      standards and deliver written statements to the customer with information
      specified in those rules.





Rather
than comply with those rules, many broker-dealers refuse to enter
into penny stock transactions which may make it more difficult for
investors to sell their shares of our common stock and thereby liquidate
their investments.





18.
      We anticipate the need to sell additional shares of our common stock in
      the future meaning that there will be a dilution to our existing
      shareholders resulting in their percentage ownership in our Company being
      reduced accordingly.





We expect
that the only way we will be able to acquire additional funds is through the
sale of our common stock.  This will result in a dilution effect to
our shareholders whereby their percentage ownership interest in our Company is
reduced.  The magnitude of this dilution effect will be determined by
the number of shares we will have to issue in the future to obtain the funds
required.




Foreign Currency and Exchange
Rates




Our
mineral property is located in Andhra Pradesh, India and costs expressed in the
geological report on the claims are expressed in Indian Rupees. For purposes of
consistency and to express United States Dollars throughout this Form 10-K,
Indian Rupees have been converted into United States currency at the rate of US
$1.00 being approximately equal to Ind. R. 51.88668 or Ind. R. one (1) being
approximately equal US $0.01927 which is the approximate average exchange rate
during recent months and which is consistent with the incorporated financial
statements.






-10-









ITEM
1B.   UNRESOLVED STAFF COMMENTS







There are
no unresolved staff comments at the date of this Form 10-K.







ITEM
2.  PROPERTIES






We are
presently in the exploration stage. We intend to undertake exploration work on
the Imperial Claim, located in the sub-district of Khammam, District of Andhra
Pradesh, India.




We do not
have any ore body and there is no assurance that mineralized material with any
commercial value exits on our property.   We have not generated
any revenues from our operations.




Mineral
exploration is typically conducted in phases.  Each subsequent phase
of exploration work is recommended by a geologist based upon the results of the
most recently completed phase of exploration.




To date,
we have not conducted any significant exploration work on the Imperial
Claim.  We hope to have funds sufficient to complete Phase 1 of a
two-phase exploration program recommended for the Imperial Claim.  Our
Phase I work is exploratory in nature.  There can be no assurance that
a commercially viable mineral deposit, an ore reserve, exists on the Imperial
Claim or can be shown to exist unless and until sufficient and appropriate
exploration work is carried out and a comprehensive evaluation of such work
concludes economic and legal feasibility.   Such work could take
many years of exploration and would require expenditure of very substantial
amounts of capital, capital we do not presently have and may never be able to
raise.




Imperial
Claim





Imperial
is the registered and beneficial owner of a 100% interest in the Imperial Claim,
located in Andhra Pradesh, India.





Beneficial
ownership of the Imperial Claim confers the rights to the minerals on the
Imperial Claim.





The
Imperial Claim covers an area of approximately 957.6 hectares (approximately
2,366 acres).





The
Imperial Claim was selected for acquisition due to previously recorded
exploration work and substantial past gold production in the immediate area of
the Imperial Claim.




There are
no permanent facilities, plants, buildings or equipment currently located on the
Imperial Claim.




Location,
Access, Topographic and Physical Environment




The
Imperial Claim is located in sub-district of Khammam, Andhra Pradesh,
India.  The Imperial Claim is accessible by all-weather government
maintained roads and via railway as well.  Approximately 45 kilometers
(28 miles) south-west of the claim is the town of Khammam which provides all
necessary amenities and supplies including, fuel, helicopter services, hardware,
prospecting services and drilling companies.  Electrical power is not
required at this stage of exploration.  Gas-powered portable
generators could supply any electrical power that might be required in the
foreseeable future.




The
topography and relief of the Imperial Claim is fairly rugged. Tropical mountain
forests grow at lower elevations in the northeast corner of the claim and good
rock exposure is found along the peaks and ridges in the western portion of the
claim. The area has a tropical and humid climate, with an oppressive summer and
plentiful seasonal rainfall. The summer season, from March to May, is followed
by the south west monsoon from June to September. The north east monsoon lasts
from October to November. The Imperial Claim’s exploration season is year-round
although oppressive heat and heavy rains through the summer and fall favor late
fall and early winter as the preferred exploration seasons






-11-





Regional,
Local & Property Geology





To the
east of the Imperial Claim are intrusives consisting of rocks such as tonalite,
monzonite, and gabbro while the property itself is underlain by sediments and
volcanics. The intrusive also consist of a large mass of granodiorite
near  the western most point of the property.





Huge
deposits of Semi Precious Garnet deposits occur in Ramapuram, Rudrampur, Sujatha
Nagar, Enkur mandals of Khammam district. These deposits are mostly confined to
Forest areas. Huge deposits of Semi Precious Garnet deposits occur in Ramapuram,
Rudrampur, Sujatha Nagar, Enkur mandals of Khammam district. These deposits are
mostly confined to Forest areas. Off color Barytes occur as lenses, stringers
and veins confined to Pakhal sediments in Khammam district. These deposits occur
in Khanapur, Velugumatla and Ballepalli of Khammam Urban mandal and Pocharam of
Garla mandal in Khammam district. The hilly terrains and the middle level plain
contain crystalline hard rocks such as charnockites, granite gneiss,
khondalites, leptynites, metamorphic gneisses with detached occurrences of
crystalline limestone, iron ore, quartzo-feldspathic veins and basic intrusive
such as dolerites and anorthosites.  Coastal zones contain sedimentary
limestones, clay, laterites, heavy mineral sands and silica sands. The hill
ranges are sporadically capped with laterites and bauxites of residual
nature.  Gypsum and phosphatic nodules occur as sedimentary veins in
rocks of the cretaceous age.  Gypsum of secondary replacement occurs in
some of the areas adjoining the foothills of the Western Ghats.  Lignite
occurs as sedimentary beds of tertiary age.  The Black Granite and other
hard rocks are amenable for high polish. These granites occur in most of the
districts except the coastal area.





The
principal bedded rocks for the area of Imperial Claim (and for most of India for
that matter) are Precambrian rocks which are exposed along a wide axial zone of
a broad complex.





Gold at
the Bayyaram Gold Mine (which, as stated above, is in close proximity to the
Imperial Claim) is generally concentrated within extrusive Precambrian rocks in
the walls of large volcanic caldera. In general the volcanoes culminate with
effluents of hydrothermal solutions that carry precious metals in the form of
naked elements, oxides or sulphides.




These
hydrothermal solutions intrude into the older rocks as quartz veins. These rocks
may be broken due to mechanical and chemical weathering into sand size particles
and carried by streams and channels. Gold occurs also in these sands as
placers.




The Varma
Report indicates that recent exploration by others, in search for gold
occurrence in Andhra Pradesh District, have yielded encouraging results. The
Varma Report states that gold belt in sheared gneissic rocks has been found in
three sub parallel auriferous load zones in Andhra Pradesh District,, where some
blocks having 250 to 500 meter length and 1.5 to 2 meters in width, and that
these load zones have the potential to have commercial value.




Recommended
Exploration Work




Mr.
Nitesh Varma, P. Eng., authored the "Summary of Exploration on the Bhadrachalam
Property, Andhra Pradesh, India” dated September 7, 2007 (the “Varma Report”),
in which he recommended a phased exploration program to properly evaluate the
potential of our property. We must conduct exploration to determine what
minerals exist on our property and whether they can be economically extracted
and profitably processed. Subject to having funds sufficient to do so we plan to
complete Phase I exploration work on the Imperial Claim, in the manner
recommended in the Varma Report, to determine the potential for discovering
commercially exploitable deposits of gold and/or uranium.




As noted
in the Varma Report, records indicate the Imperial Claim has seen very limited
historical exploration.   However, the locale of our property is
well known for numerous productive, commercial gold mineral
occurrences.  We do not have any ores or reserves whatsoever at this
time on the Imperial Claim. Our planned Phase I work is exploratory in
nature.








-12-




The Varma
Report concludes that the Imperial Claim is:





-           underlain
by the units of the Precambrian rocks that are found at those mineral occurrence
sites.  These rocks consisting of cherts and argillites (sediments)
and andesitic to basaltic volcanic have been intruded by granodiorite.
Structures and mineralization probably related to this intrusion are found
throughout the region and occur on the claim. They are associated with all the
major mineral occurrences and deposits in the area.





-           mineralization
found on the claim is consistent with that found associated with zones of
extensive mineralization. Past work however has been limited and sporadic and
has not tested the potential of the property.





-           potential
for significant amounts of mineralization to be found exists on the property and
it merits intensive exploration.




The Varma
Report recommends a two-phase exploration program to properly evaluate the
potential of the claims.   We anticipate, based on the budgets
set forth in the Varma Report, that Phase I work will cost approximately
$13,600.




Assuming
Phase I work identifies suitable targets, thus indicating further exploration of
the Imperial Claim is warranted, we intend, provided we are able to raise funds
to do so, undertake a Phase II geochemical surveying and sampling program at a
cost of a further $24,600.    Assuming the results of a
Phase II program identify suitable drill targets a Phase III drilling program
could be undertaken.  Once again, our ability to conduct Phase III
work is subject to our ability to raise funds to do so.  Provided we
have the funds available to do so, we intend to complete Phase I work at some
point during the late fall of 2009.   Precise timing of the Phase
I work will depend upon availability of funds as well as weather conditions on
the claim. Given the oppressive heat and heavy rains in the area of the Imperial
Claim lasting until late fall 2009, Phase I work will not be undertaken until
late in the fall, or early in the winter, of 2009.




Phase I
work will include establishing a grid and the creation of maps showing the
location of all roads in and near the perimeter of the Imperial
Claim.  The laying out of a grid and line cutting involves the
physical cutting of the underbrush and overlay to establish an actual grid on
the ground whereby items can be related one to another more easily and with
greater accuracy. When we map, we essentially generate a drawing of the physical
features of the land we are interested in as well as a depiction of what may
have been found in relation to the boundaries of the property. So we will
actually draw a scale map of the area and make notes on it as to the location
where anything was found that was of interest or not.  In the process
we will also identify any showings which appear to warrant sampling, i.e. any
rock formations that appear to warrant our taking soil and rock samples from the
claims to a laboratory where a determination of the elemental make up of the
sample and the exact concentrations of gold and/or uranium and other indicator
minerals can be made.  Based on the Varma Report we expect the costs
of Phase I work to total approximately $13,600.




Should
Phase I results warrant further work and should we be able to raise additional
funds (through the issuance of additional shares, debt securities or loan
advances from our directors) to undertake additional work on the Imperial Claim,
in Phase II (at an estimated cost of a further $24,600) we expect to undertake a
geochemical surveying and sampling program.  This work would be
designed to compare the relative concentrations of  gold and other
indicator minerals in samples so the results from different samples can be
compared in a more precise manner and plotted on a map to evaluate their
significance.  If an apparent mineralized zone(s) is identified and
narrowed down to a specific area by the Phase I & II work, we expect (again
subject to our ability to raise additional funds to do so, through the issuance
of additional treasury shares, debt securities or loan advances from our
directors) to diamond drill selected targets to test the apparent mineralized
zones.  The cost of a drilling program, if deemed warranted, cannot be
accurately estimated until we have the results of Phase I and II
programs.








-13-




The work
is phased in such a manner as to allow decision points to ensure that future
work has a value and will provide better or additional information as to the
viability of the claim. By utilizing a multi-phase work program, at the end of
each phase a decision can be made as to whether the phase has provided the
necessary information to increase the viability of the project. If the
information obtained as a result of any phase indicates that there is no
increased probability of finding an economically viable deposit at the end of
the project, a determination would be made that the work should cease at that
point.




Phase II
work cannot be undertaken unless and until Imperial is able to raise additional
capital as our existing working capital is largely committed to administrative
expenses of the Company.  Consequently, if we are unable to raise
additional capital we may not be able to undertake any work on the Imperial
Claim beyond Phase I. In addition, provided the results of Phase I exploration
work prove encouraging, there is no assurance we will be able to raise the
capital necessary to conduct the further exploration work contemplated by Phases
II.  The earliest we expect to carry out Phase II work, should we be
able to raise the capital to finance Phase II, is in 2009. Should the Phase I
work prove unsuccessful in identifying such drill targets, the Company will
likely abandon the Imperial Claim and we may have to go out of
business.  We have a limited operating history, no reserves and no
revenue.  Accordingly, our ability to raise additional funds might be
limited.  If we are unable to raise the necessary funds, we would be
required to suspend Imperial’s operations and liquidate our
company.




Geology
Report




Mr.
Nitesh Varma, P. Eng. is, and has for more that twenty (20) years been, a
registered Professional Geologist in good standing in the Geological Society of
India. He is a graduate of the University of Punjab, with degrees in geology (B.
Sc.1979; M. Sc. 1983).  He has acted as a geological consultant for a
number of Indian mining companies on mineral exploration projects in India and
around the world.




Management
Experience





Our
management has no professional training or technical credentials in the
exploration, development, and operation of mines.  Consequently, we
may not be able to recognize or take advantage of potential acquisition and
exploration opportunities in the sector without the aid of qualified geological
consultants.  Moreover, with no direct training or experience, our
management may not be fully aware of the specific requirements related to
working in this industry.  They may make mistakes in their decisions
and choices that could cause our operations and ultimate financial success
to suffer irreparable harm.





Competitive
Factors





The
mining industry is highly fragmented and we will be competing with many other
exploration companies looking for minerals. We are one of the smallest
exploration companies and are an infinitely small participant in the mineral
exploration business. While we will generally compete with other exploration
companies, there is no competition for the exploration of minerals from our
claim.





We are a
mineral exploration company. We compete with other mineral exploration
companies for financing from a limited number of investors that are prepared to
make investments in junior mineral exploration companies.





The
presence of competing mineral exploration companies may impact on our ability to
raise additional capital in order to fund our exploration programs if investors
are of the view that investments in competitors are more attractive based on the
merit of the mineral properties under investigation and the price of the
investment offered to investors.





We will
also be competing with other junior and senior mineral companies for available
resources, including, but not limited to, professional geologists, camp staff,
mineral exploration supplies and drill rigs.






-14-




Location
Challenges





We do not
expect any major challenges in accessing the Imperial Claim during the initial
exploration stages.





Regulations




Exploration
activities are subject to various national, state, foreign and local laws and
regulations in the Republic of India, which govern prospecting, development,
mining, production, exports, taxes, labor standards, occupational health, waste
disposal, protection of the environment, mine safety, hazardous substances and
other matters. We believe that we are in compliance in all material respects
with applicable mining, health, safety and environmental statutes and the
regulations passed thereunder in India.




Our
exploration activities are subject to various federal, state and local laws and
regulations governing protection of the environment. These laws are continually
changing and, as a general matter, are becoming more restrictive. Our policy is
to conduct business in a way that safeguards public health and the environment.
We believe that our exploration activities are conducted in material compliance
with applicable laws and regulations. Changes to current local, state or federal
laws and regulations in the jurisdictions where we operate could require
additional capital expenditures and increased operating and/or reclamation
costs. Although we are unable to predict what additional legislation, if any,
might be proposed or enacted, additional regulatory requirements could render
certain exploration activities uneconomic.




Employees





We
currently have no employees other than our three officers and directors, who
have not been paid for their services and will not receive compensation from the
proceeds of this offering.  We do not have any employment agreements
with our directors and officers.  We do not presently have pension,
health, annuity, insurance, stock options, profit sharing or similar benefit
plans; however, we may adopt plans in the future. There are presently no
personal benefits available to our officers and directors.





We do not
intend to hire additional employees at this time. Unaffiliated independent
contractors that we will hire will conduct all of the work on the property. The
independent contractors will be responsible for surveying, geology, engineering,
exploration, and excavation. The geologists will evaluate the information
derived from the exploration and excavation and the engineers will advise us on
the economic feasibility of removing the mineralized material.










ITEM
3. LEGAL PROCEEDINGS







There are
no legal proceedings to which the Company is a party or to which the Imperial
Claim is subject, nor to the best of management’s knowledge are any material
legal proceedings contemplated.







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







There has
been no Annual General Meeting of Stockholders since the Company’s date of
inception.  Management hopes to hold an Annual General Meeting of
Stockholders during 2009.






-15-






PART
l l







ITEM
5.  MARKET REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND
ISSUER PURCHASE OF EQUITY SHARES







Since
inception, there has been no trading in the Company’s shares due to having not
applied to any stock exchange of quotation system.   The Company
is hoping to be quoted on the OTCBB but there is no guarantee it will ever be
quoted thereon.  The Company has not paid any dividends on its common
stock, and it does not anticipate that it will pay dividends in the foreseeable
future.  As at March 31, 2009, the Company had 38 shareholders; three
of these shareholders are an officers and director of the Company.





There are
no warrants or rights outstanding as of the date of this Form 10-K and none have
been declared since the date of inception.





No stock
options have been granted since the Company’s inception.





There are
no outstanding conversion privileges for our Company’s shares.








ITEM
      6.  SELECTED FINANCIAL
INFORMATION





The
following summary financial data was derived from our financial
statements.   This information is only a summary and does not
provide all the information contained in our financial statements and related
notes thereto.  You should read the “Management’s Discussion and
Analysis or Plan of Operations” and our financial statements and related noted
included elsewhere in this Form 10-K.







March 31, 2009
            August
      2, 2007(date
      of incorporation) to
              March 31, 2008Revenue
            $              -
            $     
                 -Exploration
      Expenses
            -
            11,217General
      and Administration
            55,930
            34,332Net
      Loss
            55,930
            45,549Weighted
      Average Shares Outstanding (Basic)
            3,752,500
            2,167,262Weighted
      Average SharesOutstanding
      (Diluted)
            3,752,500
            2,167,262Net
      Loss Per Share (Basic)
            $      (0.01)
            $     (0.02)Net
      Loss Per Share (Diluted)
            $      (0.01)
            $     (0.02)





Balance
Sheet Data





Cash
      Held In Trust
            $        57
            $    
        18,463Total
      Assets
            57
            18,463Total
      Liabilities
            37,511
            15,587Total
      Shareholders’ (Deficit) Equity
            (37,454)
            2,876





Our
historical results do not necessary indicate results expected for any future
periods.






-16-






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





We
presently have minimal day-to-day operations; mainly comprising filing on an
annual basis the Annual Report of Directors and Officers with the Secretary of
State of Nevada and preparing the various reports required to be filed with the
United States Securities and Exchange Commission (the “SEC”); being Forms 10-K
and 10-Qs.




We are a
start-up, exploration stage company, have a limited operating history and have
not yet undertaken any exploration activity or generated or realized any
revenues from our sole property, the Imperial Claim.   As our
property is in the early stage of exploration and there is no reasonable
likelihood that revenue can be derived from the property in the foreseeable
future.  There can be no assurance that a commercially viable mineral
deposit, an ore reserve, exists on the Imperial Claim or can be shown to exist
unless and until sufficient and appropriate exploration work is carried out and
a comprehensive evaluation of such work concludes economic and legal
feasibility.   Such work could take many years of exploration and
would require expenditure of very substantial amounts of capital, capital we do
not presently have and may never be able to raise.  We do not have funds
sufficient to complete Phase 1 of a three-phase exploration program recommended
for the Imperial Claim.




Our auditors have issued a going
concern opinion. This means that our auditors believe there is substantial doubt
that we can continue as an on-going business for the next twelve months unless
we obtain additional capital to pay our bills. This is because we have not
generated any revenues and no revenues are anticipated until we begin removing
and selling minerals. Accordingly, we must raise cash from sources other than
the sale of minerals found on the Imperial Claim.  As an exploration
stage company we have experienced losses and we expect to continue to experience
losses for the foreseeable future.   Our only potential source
for cash at this time is investment by others in our Company or loan advances to
us by our officers or directors.  We must raise cash to continue our
Phase I exploration program and stay in business.




To meet
our need for cash we must raise additional capital.  We will attempt
to raise additional money through a private placement, public offering or
through loans from our directors and officers.  We have discussed this
matter with our officers and directors. However, our officers and directors are
unwilling to make any commitments as to the amount of money they are prepared to
advance in the future.  At the present time, we have not made any
arrangements to raise additional cash.  We require additional cash to
continue operations.  Such operations could take many years of
exploration and would require expenditure of very substantial amounts of cash,
cash we do not presently have and may never be able to
raise.   If we cannot raise this additional cash we will have to
abandon our exploration activities and go out of business.




We
estimate we will require approximately $47,246 in cash over the next twelve
months, including the cost of completing Phase I exploration work for the
Imperial Claim during that period.  Our cash on hand will not enable
us to continue in business for approximately 12 months.  We will need
additional funds either through the sale of additional shares of our common
stock or from advances made by our officers or directors.




Alternatively
we may attempt to interest other companies to undertake exploration work on the
Imperial Claim through joint venture arrangement or even the sale of part of the
Imperial Claim.  Neither of these avenues has been pursued as of the
date of this Form 10-K.




Since we
do not presently have the requisite funds, we are unable to complete Phase I of
the recommended exploration program until we raise more money or find a joint
venture partner to complete the exploration work.  If we cannot find a
joint venture partner and do not raise more money, we will be unable to complete
any work recommended by our independent professional engineer.  If we
are unable to finance exploration activities, we may have no alternative but to
go out of business.








-17-




We do not
intend to hire any employees at this time. Any work undertaken on the property
will be conducted by unaffiliated independent contractors that we will hire. The
independent contractors will be responsible for surveying, geology, engineering,
exploration, and excavation. The geologists will evaluate the information
derived from the exploration and excavation and the engineers will advise us on
the economic feasibility of removing the mineralized material.




Limited Operating History; Need for
Additional Capital




There is
no historical financial information about us upon which to base an evaluation of
our performance as an exploration corporation. We are an exploration stage
company and have not generated any revenues from our exploration activities.
Further, we have not generated any revenues since our formation on August 2,
2007.  We cannot guarantee we will be successful in our exploration
activities. Our business is subject to risks inherent in the establishment of a
new business enterprise, including limited capital resources, possible delays in
the exploration of our properties, and possible cost overruns due to price and
cost increases in services.




To become
profitable and competitive, we must invest into the exploration of our property
before we start production of any minerals we may find. We must obtain equity or
debt financing to provide the capital required to fully implement our phased
exploration program.We have no
assurance that financing will be available to us on acceptable terms. If
financing is not available on satisfactory terms, we will be unable to commence,
continue, develop or expand our exploration activities. Even if available,
equity financing could result in additional dilution to existing
shareholders.




Trends




We are in
the explorations stage, have not generated any revenue and have no prospects of
generating any revenue in the foreseeable future.  We are unaware of
any known trends, events or uncertainties that have had, or are reasonably
likely to have, a material impact on our business or income, either in the long
term of short term.




Critical
Accounting Policies




Our
discussion and analysis of its financial condition and results of operations,
including the discussion on liquidity and capital resources, are based upon our
financial statements, which have been prepared in accordance with accounting
principles generally accepted in the United States of America. The preparation
of these financial statements requires us to make estimates and judgments that
affect the reported amounts of assets, liabilities, revenues and expenses, and
related disclosure of contingent assets and liabilities. On an ongoing basis,
management re-evaluates its estimates and judgments.




The going
concern basis of presentation assumes we will continue in operation throughout
the next fiscal year and into the foreseeable future and will be able to realize
our assets and discharge our liabilities and commitments in the normal course of
business. Certain conditions, discussed below, currently exists which raise
substantial doubt upon the validity of this assumption. The financial statements
do not include any adjustments that might result from the outcome of the
uncertainty.




Our intended exploration activities are
dependent upon our ability to obtain third party financing in the form of debt
and equity and ultimately to generate future profitable exploration activity or
income from its investments. As of March 31, 2009, we have not generated
revenues, and have experienced negative cash flow from minimal exploration
activities. We may look to secure additional funds through future debt or equity
financings. Such financings may not be available or may not be available on
reasonable terms.






-18-









Overview




Our
financial statements contained herein have been prepared on a going concern
basis, which assumes that we will be able to realize our assets and discharge
our obligations in the normal course of business. We incurred net losses from
operations for the period from inception on August 2, 2007 to March 31, 2009 of
$101,479. We did not earn any revenues during the aforementioned
period.




Our
financial statements included in this Form 10-K have been prepared without any
adjustments that would be necessary if we become unable to continue as a going
concern and are therefore required to realize upon our assets and discharge our
liabilities in other than the normal course of operations.




Liquidity
and Capital Resources




Including
the cost of completing Phase I exploration program on the Imperial Claim, our
non-elective expenses over the next twelve months, are expected to be as
follows:





ExpensesAccounting
      and audit
            $     18,225Edgar
      filing costs
            1,160Exploration
      costs – Balance of Phase I
            8,600Filing
      fees – Nevada; Sec of State
            250Office
      and general expenses
            1,000Transfer
      agent fees
            1,500Estimated
      expenses for the next twelve months
            30,735Add:
      Account payable – unrelated parties at March 31, 2009
            16,568Subtotal:
            47,303Less:
      Cash on hand
            57Estimated
      funds required over the next twelve months
            $    47,246




Our
future operations are dependent upon our ability to obtain third party financing
in the form of debt and equity and ultimately to generate future profitable
operations. As of March 31, 2009, we have not generated revenues, and have
experienced negative cash flow from operations. We may look to secure additional
funds through future debt, equity financings or advances from our officers and
directors. These sources of financing may not be available or may not be
available on reasonable terms.




Year
ended March 31, 2009




We
incurred expenses of $55,930 for the year ended March 31, 2009:




Expenses
            For
      the yearended
              March 31, 2008Accounting
      and Audit Fees
            $     18,397Consulting
      Fees
            12,500Legal
      Fees
            4,238Management
      fees (1)
            12,000Rent
      (1)
            2,400Telephone
      (1)
            1,200Other
      General & Administrative Expenses
            5,195Total
            $    
      55,930





(1) The
Company does not pay its directors or officers for the service they render to
the Company, including the provision of office space and telephone. However,
since October 1, 2007 the company has accrued as expenses (i) $1,000/month on
account of management fees; (ii) $200/month for rent and, (iii) $100/month for
telephone.  These amounts will never be paid to the directors and
officers in either cash or shares; however they are included for accounting
purposes as expenses and as additions to ‘paid in capital’ in the Statement of
Stockholder Deficit.






-19-




Balance
Sheet





Total
cash as at March 31, 2009, was $57.  Our working capital deficiency as
of March 31, 2009 was $37,454.  If amounts owed to related parties are
excluded there is still a working capital deficit of $16,511.





Total
shareholders’ deficit as of March 31, 2009 was $37,454.  Total shares
outstanding as of March 31, 2009, were 3,752,500.





Our
working capital is attributable to the completion of an initial capital
contribution on October 31, 2007, which raised $3,000, and a private placement
on December 31, 2007, which raised a further $37,625.    No
revenue was generated during since inception.





CERTAIN
TRANSACTIONS




There
have been no transactions, or proposed transactions, which have materially
affected or will materially affect us in which any director, executive officer,
or beneficial holder of more than 10% of the outstanding common stock, or any of
their respective relatives, spouses, associates or affiliates has had or will
have any direct or material indirect interest, except as follows:




On
October 31, 2007 we completed a private placement consisting of 3,000,000 common
shares at a price of $0.001 per shares to our directors and officers for a total
consideration of $3,000.   Our president and chief executive
officer, James Payyappilly, subscribed for 1,500,000 common shares whereas our
chief financial officer and secretary treasurer, Josey Sajan, subscribed for
1,000,000 common shares and our third director, Tessy Francis, subscribed for
500,000 common shares of the above noted private placement.






ITEM
7A.    QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET
RISK




Market
Information





There are
no common shares subject to outstanding options, warrants or securities
convertible into common equity of our Company.





The
number of shares subject to Rule 144 is 2,700,000





There are
no shares being offered to the public other than indicated in our effective
registration statement and no shares have been offered pursuant to an employee
benefit plan or dividend reinvestment plan.





While our
shares are not traded on the OTCBB although we are planning to file a Form 211
though a market maker with will allow, if approved, to be quoted on the
OTCBB   Although the OTCBB does not have any listing requirements
per se, to be eligible for quotation on the OTCBB, we must remain current in our
filings with the SEC; being as a minimum Forms 10-Q and
10-K.     Securities already quoted on the OTCBB that
become delinquent in their required filings will be removed following a 30 or 60
day grace period if they do not make their filing during that time.





In the
future our common stock trading price, if it is ever approved for quotation on
the OTCBB, might be volatile with wide fluctuations.  Things that
could cause wide fluctuations in our trading price of our stock could be due to
one of the following or a combination of several of them:








-20-





●
            our
      variations in our operations results, either quarterly or
      annually;●
            trading
      patterns and share prices in other exploration companies which our
      shareholders consider similar to ours;●
            the
      exploration results on the Imperial Claim, and●
            other
      events which we have no control
over.





In
addition, the stock market in general, and the market prices for thinly traded
companies in particular, have experienced extreme volatility that often has been
unrelated to the operating performance of such companies.  These wide
fluctuations may adversely affect the trading price of our shares regardless of
our future performance.  In the past, following periods of volatility
in the market price of a security, securities class action litigation has often
been instituted against such company.  Such litigation, if instituted,
whether successful or not, could result in substantial costs and a diversion of
management’s attention and resources, which would have a material adverse effect
on our business, results of operations and financial conditions.




ITEM
8.    FINANCIAL STATEMENTS AND SUPPLEMENTARY
DATA




The
financial statements attached to this Form 10-K for the year ended March 31,
2009 have been audited by our independent registered accountants, J.
Crane CPA, P.C. and attached hereto.








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




During
the year ended March 31, 2009, to the best of our knowledge, there have been no
disagreements with J. Crane CPA, P.C. on any matters of accounting
principles or practices, financial statement disclosure, or audit scope
procedures, which disagreement if not resolved to the satisfaction of J.
Crane CPA, P.C. would have caused them to make a reference in connection
with its report on the financial statements for the year.





ITEM
9A – CONTROLS AND PROCEDURES




Our
management, on behalf of the Company, has considered certain internal control
procedures as required by the Sarbanes-Oxley (“SOX”) Section 404 A which
accomplishes the following:




Internal
controls are mechanisms to ensure objectives are achieved and are under the
supervision of the Company’s Chief Executive Officer, being James Payyappilly,
and Chief Financial Officer, being Josey Sajan. Good controls encourage
efficiency, compliance with laws and regulations, sound information, and seek to
eliminate fraud and abuse.




These
control procedures provide reasonable assurance regarding the reliability of
financial reporting and the preparation of the Company’s financial statements
for external purposes in accordance with U.S. generally accepted accounting
principles.




Internal
control is "everything that helps one achieve one's goals - or better still, to
deal with the risks that stop one from achieving one's goals."






-21-






Internal
controls are mechanisms that are there to help the Company manage risks to
success.




Internal
controls is about getting things done (performance) but also about ensuring that
they are done properly (integrity) and that this can be demonstrated and
reviewed (transparency and accountability).




In other
words, control activities are the policies and procedures that help ensure the
Company’s management directives are carried out. They help ensure that necessary
actions are taken to address risks to achievement of the Company’s objectives.
Control activities occur throughout the Company, at all levels and in all
functions. They include a range of activities as diverse as approvals,
authorizations, verifications, reconciliations, reviews of operating
performance, security of assets and segregation of duties.





As of
March 31, 2009, the management of the Company assessed the effectiveness of the
Company’s internal control over financial reporting based on the criteria for
effective internal control over financial reporting established in Internal
Control—Integrated Framework issued by the Committee of Sponsoring Organizations
of the Treadway Commission (“COSO”) and SEC guidance on conducting such
assessments.  Management concluded, during the year ended March 31,
2009, internal controls and procedures were not effective to detect the
inappropriate application of US GAAP rules.  Management realized there
are deficiencies in the design or operation of the Company’s internal control
that adversely affected the Company’s internal controls which management
considers to be material weaknesses.





In the
light of management’s review of internal control procedures as they relate to
COSO and the SEC the following were identified:





●              The
Company’s Audit Committee does not function as an Audit Committee should since
there is a lack of independent directors on the Committee and the Board of
Directors has not identified an “expert”, one who is knowledgeable about
reporting and financial statements requirements, to serve on the Audit
Committee.





●              The
Company has limited segregation of duties which is not consistent with good
internal control procedures.





●              The
Company does not have a written internal control procedurals manual which
outlines the duties and reporting requirements of the Directors and any staff to
be hired in the future.  This lack of a written internal control
procedurals manual does not meet the requirements of the SEC or good internal
control.





●              There
are no effective controls instituted over financial disclosure and the reporting
processes.





Management
feels the weaknesses identified above, being the latter three, have not had any
affect on the financial results of the Company. Management will have to address
the lack of independent members on the Audit Committee and identify an “expert”
for the Committee to advise other members as to correct accounting and reporting
procedures.





The
Company and its management will endeavor to correct the above noted weaknesses
in internal control once it has adequate funds to do so.   By
appointing independent members to the Audit Committee and using the services of
an expert on the Committee will greatly improve the overall performance of the
Audit Committee.   With the addition of other Board Members and
staff the segregation of duties issue will be address and will no longer be a
concern to management.  By having a written policy manual outlining
the duties of each of the officers and staff of the Company will facilitate
better internal control procedures.





Management
will continue to monitor and evaluate the effectiveness of the Company’s
internal controls and procedures and its internal controls over financial
reporting on an ongoing basis and are committed to taking further action and
implementing additional enhancements or improvements, as necessary and as funds
allow.








-22-





ITEM
9A (T) – CONTROLS AND PROCEDURES




There
were no changes in the Company’s internal controls or in other factors that
could affect its disclosure controls and procedures subsequent to the Evaluation
Date, nor any deficiencies or material weaknesses in such disclosure controls
and procedures requiring corrective actions.




ITEM
9 B – OTHER INFORMATION




There are
no matters required to be reported upon under this Item.




PART
111




ITEM
10.  DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE
GOVERNANCE





Each of
our directors serves until his or her successor is elected and
qualified.   Each of our officers is elected by the Board of
Directors to a term of one (1) year and serves until his or her successor is
duly elected and qualified, or until he or she is removed from
office.   The Board of Director has no nominating or compensation
committees.




The name,
address, age and position of our present officers and directors are set forth
below:




Name
      and Address
            Position(s)
            AgeJames
      Payyappilly
              Payyappilly
      House,
              Thiruthipuram
      P.O.,Ernakulam,
      Dt.Kerala,
      India
            Chief
      ExecutiveOfficer,
      President
              And
      Director (1)
            47Josey
      Sajan
              Theruvappuzha
      House,Kalparambu,P.O.
      Kerala, India
            Chief
      Financial Officer,Chief
      Accounting
              Officer,
      Secretary-Treasurer  and Director (2)
            31Tessy
      Francis
              Attokaran
      House,Elenjipra,
      P.O.680721,
      Kerala, India
            Vice
      President and Director (3)
            35





(1)
            James
      Payyappilly was appointed a director on August 2, 2007, and President and
      Chief Executive Officer on August 7, 2007.(2)
            Josey
      Sajan became a director, Secretary Treasurer and Chief Financial Officer
      on August 7, 2007.(3)
            Tessy
      Francis became a director and Vice President on August 7,
      2007.






-23-







The
percentage of common shares beneficially owned, directly or indirectly, or over
which control or direction are exercised by the directors and officers of our
Company, collectively, is approximately 72% of the total issued and outstanding
shares.  Our Directors and Officers are not directors of another
company registered under the Securities and Exchange Act of 1934.




Background of
officers and directors




None of
our directors or officers has professional or technical accreditation in the
mining business.  None of our officers and directors work full time
for our company.  Each spends no more than 8 hours a month on
Imperial’s business and administrative matters.





JAMES
PAYYAPPILLY has been a director since inception and our President and CEO since
August 7, 2007.  Following graduation from Andhra Pradesh University
with a bachelor’s degree in economics, Mr Payyappilly went to work for his
families business, Trava Fertilizers, a company offering a wide range of
products (farm equipment, fertilizers, pesticides, herbicides, seeds etc.) to
commercial farmers.  While he remains a director of Trava Farms, in
1999 Mr. Payyappilly started his own business ‘Maria Estates’ which operates
livestock breeding (Jersey Cows and Jamnapuri Goats) and tropical plant nursey
businesses from a 7 acre farm in Andhra Pradesh. Since 2001 Mr.
Payyappilly  has worked exclusively as owner/manager of ‘Maria
Estates’, a growing business with over 20 fulltime employees.





JOSEY
SAJAN has been a director and our Secretary Treasurer and Chief Financial
Officer since August 2007. Mrs. Sajan hold a B. Arts (Econ.) from Calicut
University.    In 2000 Mrs. Sajan opened her own business,
‘Eves Spa’, which offers hair care, manicure/pedicures and related services for
woman and later expanded its services to provide a womans’ fitness centre and
yoga studio.  In 2004 Mrs. Sajan also opened a publishing business,
‘Deepam Books’ to assist up and coming writers to showcase their
work.  Mrs. Sajan continues to operate these business ventures from
Andhra Pradesh, India.





TESSY
FRANCIS has been a director and Vice President since August 2007. Ms. Francis
graduated from Andhra Pradesh University with a B.Comm (1993) and a M. Comm
(1995).  Following her graduation in 1995 Mrs. Francis to a position a
Lecturer  to Commerce students at Jyothis College, a private college
affiliated with Calicut University, Andhra Pradesh.  In 2001 Mrs.
Francis established her own accounting firm while she continued as a full time
Lecturer at Jyothius College.  By 2004 her accounting business had
grown to the point that she   resigned as a fulltime lecture to
devote more time to her accounting business.  Since 2004 Mrs. Francis
has devoted her efforts to her growing accounting business, which now employs 12
accountants on a fulltime basis. Mrs. Francis retains the position of ‘Visiting
Professor’ at Jyothis College.





Board
of Directors





Since
inception our Board has held no meetings and our Audit Committee held no
meetings.




Below is
a description of the Audit Committee of the Board of Directors.





The
Charter of the Audit Committee of the Board of Directors sets forth the
responsibilities of the Audit Committee. The primary function of the Audit
Committee is to oversee and monitor the Company’s accounting and reporting
processes and the audits of the Company’s financial
statements.





Our audit
committee is comprised of James Payyappilly , our President, and Tessy Francis
our Vice Prersident.  Neither Mr. Payyappilly nor Mrs. Francis can be
considered an “audit committee financial expert” as defined in Item 401 of
Regulation S-B although Mrs Francis has performed accounting services for a
number of years.






-24-




Apart
from the Audit Committee, the Company has no other Board
committees.





Audit
Committee Financial Expert





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, nor do we have a board member that qualifies as "independent" as the
term is used in Item7(d)(3)(iv)(B) of Schedule 14A under the Securities Exchange
Act of 1934, as amended, and as defined by Rule 4200(a)(14) of the NASD
Rules.





We
believe that our current audit committee is capable of analyzing and evaluating
our financial statements and understanding internal controls and procedures for
financial reporting. 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 stage of our
development and the fact that we have not generated any positive cash flows from
operations to date.





As and
when we generate revenue in the future, we intend to identify and appoint a
financial expert to serve on our audit committee.





Conflicts
of Interest





While
none of our officers and directors is a director or officer of any other company
involved in the mining industry there can be no assurance such involvement will
not occur in the future.  Such involvement could create a conflict of
interest.





Significant
Employees





We have
no paid employees as such. Our Officers and Directors fulfill many of the
functions that would otherwise require Imperial to hire employees or outside
consultants.





We will
have to engage the services of certain consultants to assist in the exploration
of the Imperial Claim.  In particular we have engaged a professional
geologist on a consulting basis, and he is, and will, conduct Phase I
exploration work on the Imperial Claim.  While an integral part of our
operations, he is not be considered an employee because our exploration program
will be conducted intermittently and will last, in total, no more than a few
weeks.  Once completed his services will no longer be
required.





Family
Relationships





Our
President and CEO, our Vice President and our Secretary Treasurer and CFO are
unrelated.





Involvement
in Certain Legal Proceedings





To the
knowledge of the Company, during the past five years, none of our directors or
executive officers:





(1)
            has
      filed a petition under the federal bankruptcy laws or any state insolvency
      law, nor had a receiver, fiscal agent or similar officer appointed by the
      court for the business or property of such person, or any partnership in
      which he was a general partner at or within two years before the time of
      such filings;





(2)
            was
      convicted in a criminal proceeding or named subject of a pending criminal
      proceeding (excluding traffic violations and other minor
      offenses);





(3)
            was
      the subject of any order, judgment or decree, not subsequently reversed,
      suspended or vacated, of any court of competent jurisdiction, permanently
      or temporarily enjoining him from or otherwise limiting, the following
      activities:








-25-





(i)
acting as a futures commission merchant, introducing broker, commodity trading
advisor, commodity pool operator, floor broker, leverage transaction merchant,
associated person of any of the foregoing, or as an investment advisor,
underwriter, broker or dealer in securities, or as an affiliate person, director
or employee of any investment company, or engaging in or continuing any conduct
or practice in connection with such activity;


(ii)  engaging in any type of
business practice; or


(iii)
engaging in any activities in connection with the purchase or sale of any
security or commodity or in connection with any violation of federal or state
securities laws or federal commodities laws;





(4)
            was
      the subject of any order, judgment, or decree, not subsequently reversed,
      suspended, or vacated, of any federal or state authority barring,
      suspending or otherwise limiting for more than 60 days the right of such
      person to engage in any activity described above under this Item, or to be
      associated with persons engaged in any such
  activities;





(5)
            was
      found by a court of competent jurisdiction in a civil action or by the SEC
      to have violated any federal or state securities law, and the judgment in
      such civil action or finding by the SEC has not been subsequently
      reversed, suspended, or vacated.





(6)
            was
      found by a court of competent jurisdiction in a civil action or by the
      Commodity Futures Trading Commission to have violated any federal
      commodities law, and the judgment in such civil action or finding by the
      Commodity Futures Trading Commission has not been subsequently reversed,
      suspended or vacated.











ITEM
11.      EXECUTIVE COMPENSATION


To date
we have no employees other than our officers.  No compensation has
been awarded, earned or paid to our officers.  We have no employment
agreements with any of our


officers.  We
do not contemplate entering into any employment agreements until such time as we
have proven mineral reserves.


Summary
Compensation Table





Long Term CompensationAnnual
      Compensation
            Award
            Payouts





(a)
            (b)
            (c)
            (e)
            (f)
            (g)
            (h)
            (i)Name
      andPrincipal position
            Year
            Salary
            Other
              annualComp.($)
            Restricted
              stockawards($)
            Options/SAR(#)
            LTIP
              Pay-outs($)
            All
      other
              Compensation($)James
      Payyappilly
              Principal
      Executive
              Officer,
      Presidentand
      Director
            2007
              2008
              2009
            -0-
              -0-
              -0-
            -0-
              -0-
              -0-
            -0-
              -0-
              -0-
            -0-
              -0-
              -0-
            -0-
              -0-
              -0-
            -0-
              -0-
              -0-







-26-




Josey
      Sajan
              Principal
      Financial Officer,
              Principal
      Accounting Officer, Secretary Treasurerand
      Director
            2007
              2008
              2009
            -0-
              -0-
              -0-
            -0-
              -0-
              -0-
            -0-
              -0-
              -0-
            -0-
              -0-
              -0-
            -0-
              -0-
              -0-
            -0-
              -0-
              -0-Tessy
      Francis
              Director
            2007
              2008
              2009
            -0-
              -0-
              -0-
            -0-
              -0-
              -0-
            -0-
              -0-
              -0-
            -0-
              -0-
              -0-
            -0-
              -0-
              -0-




Compensation
of Directors




We have
no standard arrangement to compensate directors for their services in their
capacity as directors.  Directors are not paid for meetings
attended.   All travel and lodging expenses associated with
corporate matters are reimbursed by us, if and when incurred.





Employment
Agreements with Executive Officers and Directors





There are
no employment agreements with any officers or directors of our
Company.





Stock
Option Plan





We have
never established any form of stock option plan for the benefit of our
directors, officers or future employees.  We do not have a long-term
incentive plan nor do we have a defined benefit, pension plan, profit sharing or
other retirement plan.





Bonuses
and Deferred Compensation





None





Compensation
Pursuant to Plans





None





Pension
Table





None





Termination
of Employment





There are
no compensatory plans or arrangements, including payments to be received from
the Company, with respect to any person named in Summary Compensation Table set
out above which would in any way result in payments to any such person because
of his resignation, retirement, or other termination of such person’s employment
with the Company, or any change in control of the Company, or a change in the
person’s responsibilities following a change in control of the
Company.





Activities
since Inception





Our
President, James Payyappilly, arranged for incorporation of our company,
subscribed for shares to provide initial working capital, and identified the
Imperial Claim, arranged for its acquisition, commissioned a geological report
on the Imperial Claim obtaining the assistance of professionals as
needed.  Mr. Payyappilly has coordinated preparation of our effective
registration statement and has principal responsibility for preparation of our
periodic reports and all other matters normally performed by an executive
officer.  He was instrumental in identifying investors to participate
in the private placement closed on December 31, 2007






-27-







Our Chief
Financial Officer, Chief Accounting Officer and Secretary Treasurer, Josey
Sajan, assisted in identifying investors to participate in the private placement
closed on December 31, 2007 and also assisted in preparation of our effective
registration statement.











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




The
following table sets forth, as at June 22, 2009, the total number of shares
owned beneficially by each of our directors, officers and key employees,
individually and as a group, and the present owners of 5% or more of our total
outstanding shares. The shareholder listed below has direct ownership of his/her
shares and possesses sole voting and dispositive power with respect to the
shares.




Title
      orClass
            Name
      and Address of
              Beneficial Owner (1)
            Amount
      of
              Beneficial
              Ownership (2)
            Percent
      of
              ClassCommonStock
            James
      Payyappilly
            1,500,000
            39.97%CommonStock
            Josey
      Sajan
            1,000,000
            26.65%Common
      Stock
            Tessy
      Francis
            500,000
            13.32%CommonStock
            Directors
      and Officers as aGroup
            3,000,000
            79.94%





(1)
            Unless
      otherwise noted, the security ownership disclosed in this table is of
      record and beneficial.





(2)
            Under
      Rule 13-d of the Exchange Act, shares not outstanding but subject to
      options, warrants, rights, conversion privileges pursuant to which such
      shares may be acquired in the next 60 days are deemed to be outstanding
      for the purpose of computing the percentage of outstanding shares owned by
      the person having such rights, but are not deemed outstanding for the
      purpose of computing the percentage for such other
      persons.  None of our officers or directors has options,
      warrants, rights or conversion privileges
  outstanding.




Future
Sales by Existing Shareholders




As of
March 31, 2009 there are a total of 3,752,500 shares of our common stock are
issued and outstanding. Of these all 2,700,000, being 100%, are ‘restricted
shares’ as defined in Rule 144 of the Securities Act of 1933. Under our
effective registration statement, we registered 1,052,500 shares, being 28.05%
of our issued shares leaving 2,700,000 shares, being 71.95% of our shares, as
restricted shares.




Name
      of Director
            Shares
      RestrictedJames
      Payyappilly
            1,350,000
      sharesJosey
      Sajan
            900,000
      sharesTessy
      Francis
            450,000 sharesTotal
      restricted shares
            2,700,000
shares







-28-






DESCRIPTION
OF SECURITIES





Our
authorized capital consists of 500,000,000 shares of common stock, par value
$0.001 per share, of which 3,752,500 shares are issued and
outstanding.





The
holders of our common stock are entitled to receive dividends as may be declared
by our Board of Directors; are entitled to share ratably in all of our assets
available for distribution upon winding up of the affairs our Company; and are
entitled to one non-cumulative vote per share on all matters on which
shareholders may vote at all meetings of the shareholders.





The
shareholders are not entitled to preference as to dividends or interest;
preemptive rights to purchase in new issues of shares; preference upon
liquidation; or any other special rights or preferences.





In
addition, the shares of common stock are not convertible into any other
securities.   There are no restrictions on dividends under any
loan or other financing arrangements.





Dividend
Policy





As of the
date of this Form 10-K, we have not paid any cash dividends to
stockholders.  The declaration of any future cash dividends, if any,
will be at the discretion of the Board of Directors and will depend on our
earnings, if any, capital requirements and financial position, general economic
conditions and other pertinent conditions.  It is our present
intention not to pay any cash dividends in the near future.





Change
in Control of Our Company





We do not
know of any arrangements which might result in a change in control.





Transfer
Agent





We have
engaged the services of Action Stock Transfer Corp., 7069 S. Highland Drive,
Suite 300, Salt Lake City, Utah, 84121, to act as transfer and
registrar.





Debt
Securities and Other Securities





There are
no debts or other securities outstanding.




Non-cumulative
Voting




Holders
of shares of our common stock do not have cumulative voting rights, which means
that the holders of more than 50% of the outstanding shares, voting for the
election of directors, can elect all of the directors to be elected, if they so
choose, and, in that event the holders of the remaining shares will not be able
to elect any of our directors. Presently, our directors and officers hold a
total of 79.94% of the issued and outstanding shares of our
Company.




Anti-Takeover
Provisions




There are
no Nevada anti-takeover provisions that may have the affect of delaying or
preventing a change in control. Sections 78.378 through 78.3793 of the Nevada
Revised Statutes relates to control share acquisitions
that may delay to make more difficult acquisitions or changes in our control,
however, they only apply when we have 200 or more stockholders of record, at
least 100 of whom have addresses in the State of Nevada appearing on our stock
ledger and we do business in the State directly or through an affiliated
corporation. Neither of the foregoing events seems likely to occur. Currently,
we have no Nevada shareholders. Further, we do not do business in Nevada
directly or through an affiliate corporation and we do not intend to do business
in the State of Nevada in the future. Accordingly there are no anti-takeover
provisions that have the affect of delaying or preventing a change in our
control.






-29-




Available
Information





We are
subject to the informational requirements of the Securities Exchange Act of 1934
and, in accordance therewith, will be responsible to file reports, proxy
statements and other information with the SEC.  Our reports, proxy
statements and other information filed pursuant to the Securities Exchange Act
of 1934 may be inspected and copied at the public reference facilities
maintained by the SEC at 100 F Street N.W., Washington, DC, 20549, at prescribed
rates.   The public may obtain information on the operations of
the Public Reference Room by calling SEC at 1-800-SEC-0330.   In
addition, the SEC maintains a Web site that contains reports, proxy and
information statements and other information regarding registrants that file
electronically with the SEC.   The address of the SEC’s Web sit
is http://www.sec.gov.





Compliance with Section 16
(a) of the Exchange Act





The
Company knows of no director, officer, beneficial owner of more than ten percent
of any class of equity securities of the Company’s registered pursuant to
Section 12 (“Reporting Person”) that failed to file any reports required to be
furnished pursuant to Section 16(a).  All the directors and officers
have filed a Form 3 with the SEC subsequent to the period under
review.




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




Transactions
with Management and Others





Except as
indicated below, there were no material transactions, or series of similar
transactions, since inception of the Company, or any currently proposed
transactions, or series of similar transactions, to which the Company was or is
to be a party, in which the amount involved exceeds $120,000, and in which any
director or executive officer, or any security holder who is known by the
Company to own of record or beneficially more than 5% of any class of the
Company’s common stock, or any member of the immediate family of any of the
foregoing persons, has an interest.





Indebtedness
of Management





There
were no material transactions, or series of similar transactions, since
inception of the Company, or any currently proposed transactions, or series of
similar transactions, to which the Company was or is to be a part, in which the
amount involved exceeded $120,000 and in which any director or executive
officer, or any security holder who is known to the Company to own of record or
beneficially more than 5% of the common shares of the Company’s capital stock,
or any member of the immediate family of any of the foregoing persons, has an
interest.





Transactions
with Promoters





The
Company does not have promoters and has no transactions with any
promoters.





Conflicts
of Interest





None of
our officers and directors is a director or officer of any other company
involved in the mining industry.  However, there can be no assurance
such involvement in other companies in the mining industry will not occur in the
future.  Such potential future involvement could create a conflict of
interest.






-30-







To ensure
that potential conflicts of interest are avoided or declared, the Board of
Directors adopted, on August 7, 2007, a Code of Business Ethics and Control for
the Board of Directors (the “Code”). Imperial’s Code embodies our commitment to
such ethical principles and sets forth the responsibilities of Imperial and its
officers and directors to its shareholders, employees, customers, lenders and
other organizations. Our Code addresses general business ethical principles and
other relevant issues.








ITEM
14.  PRINCIPAL ACCOUNTANT FEES AND SERVICES




(1)           Audit
Fees





The
aggregate fees billed by the independent registered accountants for the year
ended March 31, 2009 for professional services for the review of the quarterly
financial statements as at June 30, September 30 and December 31, 2008, annual
financial statements of of March 31, 2009 and services that are normally
provided by the accountants in connection with statutory and regulatory filings
or engagements for those period years were as follows:  $2,000 for
each of the quarters ended June 30, September 30 and December 31, 2008 and
$7,500 for the audit of the March 31, 2009 financial statements.





(2)           Audit-Related
Fees





The
aggregate fees billed in each of the two periods mentioned above for assurance
and related services by the principal accountants that are reasonably related to
the performance of the audit or review of Imperial’s financial statements and
are not reported under Item 9 (e)(1) of Schedule 14A was $0.00.





(3)           Tax Fees





The
aggregate fees billed in March 31, 2009 for professional services rendered by
the principal accountants for tax compliance, tax advice, and tax planning was
$0.00





(4)           All Other
Fees





During
the period from inception to March 31, 2009 there were no other fees charged by
the principal accountant other than those disclosed in (1) and (3)
above.





(5)           Audit Committee’s
Pre-approval Policies





At the
present time, there are not sufficient directors, officers and employees
involved with Imperial nor to make any pre-approval policies
meaningful.  Once Imperial has elected more directors and appointed
directors and non-directors to the Audit Committee it will have meetings and
function in a meaningful manner.





(6)           Audit Hours
Incurred





The
principal accountants did not spend greater than 50 percent of the hours spent
on the accounting by Imperial’s internal accountant.











-31-








PART
IV




ITEM
13. EXHIBITS , FINANCIAL STATEMENTS SCHEDULES




(a)  (1)                         Financial
Statements.The following financial statements are included in
this report:





Title of Document
            PageReport
      of J. Crane CPA, P.C.
            34Balance
      Sheet as at March 31, 2009 and 2008
            35Statement
      of Operations for the years ended March 31, 2009 and 2008 and for the
      period from August 2, 2007 (date of inception) to March 31,
      2009
            36Statement
      of Changes in Stockholders’ Equity for period from August 2, 2007 (date of
      inception) to March 31, 2009
            37





Statement
      of Cash Flows for the years ended March 31, 2009 and 2008 and for the
      period from August 2, 2007 (date of inception) to March 31,
      2009
            38Notes
      to the Financial Statements
            39





(a)  (2)   Financial Statement
Schedules





The
following financial statement schedules are included as part of this
report:





None.





(a)  (3)   Exhibits





The
following exhibits are included as part of this report by
reference:





3.1
            
            Certificate
      of Incorporation (incorporated by reference from Imperial’s Registration
      Statement on Form S-1 filed on July 7, 2008, Registration No.
      333-152160)3.2
            
            Articles
      of Incorporation (incorporated by reference from Imperial’sRegistration
      Statement on Form S-1 filed on July 7, 2008, Registration No.
      333-152160)3.3
            
            By-laws
      (incorporated by reference from Imperial’s Registration Statement on Form
      S-1 filed on July 7, 2008, Registration No. 333-152160)5
            
            Stock
      Specimen (incorporated by reference from Imperial’s Registration Statement
      on Form S-1 filed on July 7, 2008, Registration No.
      333-152160)10.1
            
            Transfer
      Agent and Registrar Agreement (incorporated by reference from Imperial’s
      Registration Statement on Form S-1 filed on July 7, 2008 Registration No.
      333-152160)











-32-














SIGNATURES




Pursuant
to the requirements of Section 13 and 15(d) of the Securities Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereto duly authorized





IMPERIAL
RESOURCES, INC.


(Registrant)












By:


James
Payyappilly


Chief Executive
Officer,


President and
Director





By:


Josey
      Sajan


Chief
      Accounting Officer,


Chief
      Financial Officer and Director











-33-
















REPORT
OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM





To the
Board of Directors of Imperial Resources, Inc.





We have
audited the accompanying balance sheets of Imperial Resources, Inc. (an
exploration stage company) (the “Company”) as of March 31, 2009 and 2008, and
the related statements of operations, changes in shareholders’ equity and cash
flows for the year ended March 31, 2009 and for the period August 2, 2007
(inception) through March 31, 2008, respectively. These financial statements are
the responsibility of the Company’s management. Our responsibility is to express
an opinion on these financial statements based upon our audits.





We
conducted our audits in accordance with the standards of the Public Accounting
Oversight Board (United States). Those standards require that we plan and
perform the audits to obtain reasonable assurance about whether the financial
statements are free of material misstatement. The Company is not required to
have, nor were we engaged to perform, an audit of its internal control over
financial reporting. Our audits included consideration of internal control over
financial reporting as a basis for designing audit procedures that are
appropriate in the circumstances, but not for the purpose of expressing an
opinion on the effectiveness of the Company’s internal control over financial
reporting. Accordingly, we express no such opinion. An audit also includes
examining, on a test basis, evidence supporting the amounts and disclosures in
the financial statements, assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.





In our
opinion, the financial statements referred to above present fairly, in all
material respects, the financial position of Imperial Resources, Inc., (an
exploration stage company), as of March 31, 2009 and March 31, 2008, and the
results of its operations and its cash flows for the year ended March 31,
2009 and for the period August 2, 2007 (inception) through March 31,
2008 in conformity with accounting principles generally accepted in the United
States of America.





The
accompanying financial statements have been prepared assuming the Company will
continue as a going concern. As discussed in Note 3 to the financial statements,
the Company has no present revenue. The success of the Company’s business
plan is also dependent upon the completion of a proposed initial public offering
and in particular the amount of additional funds it is able to raise in the near
future. The Company’s capital resources as of March 31, 2009 are not sufficient
to sustain operations or complete its planned activities for the upcoming year
unless it completes its proposed initial public offering and raises additional
funds. These conditions raise substantial doubt about the Company’s ability to
continue as a going concern. Management’s plans regarding these matters are
described in Note 3 to the financial statements. The financial statements do not
include any adjustments that might result from the outcome of the
uncertainty.





/s/ J.
Crane CPA, P.C.


Cambridge,
Massachusetts, U.S.A.


June 23,
2009














-34-











IMPERIAL RESOURCES, INC.


(AN
EXPLORATION STAGE COMPANY)





BALANCE
SHEETS


AS OF
MARCH 31, 2009 and 2008





ASSETS


2009
            2008Current
      AssetsCash
      Held in Trust (Note 5)
            $                 57
            $           18,463Total
      Current Assets
            57
            18,463Total
      Assets
            57
            18,463




LIABILITIES
AND SHAREHOLDERS’ (DEFICIT) EQUITY


Current
      LiabilitiesAccounts
      Payable and Accrued Expenses
            $
            16,568
            $
            12,904Related
      Party Note Payable (Note 6)
            
            20,943
            
            2,683Total
      Current Liabilities
            
            37,511
            
            15,587Total
      Liabilities
            
            37,511
            
            15,587Commitments,
      Contingencies and Other Matters (Note 11)Shareholders'
      (Deficit) Equity (Note 9)Common
      stock - $0.001 Par Value; 500,000,000 Shares Authorized;
              3,752,500
      Issued and Outstanding at March 31, 2009 and March 31, 2008,
      respectively
            
            3,752
            
            3,752Additional
      Paid in Capital
            
            60,273
            
            44,673Deficit
      Accumulated During the Exploration Stage
            
            (101,479)
            
            (45,549)
            )Total
      Shareholders' (Deficit) Equity
            
            (37,454)
            
            2,876Total
      Liabilities and Shareholders' (Deficit) Equity
            $
            57
            $
            18,463








The
accompanying notes are an integral part of these financial
statements.







-35-





IMPERIAL
RESOURCES, INC.


(AN
EXPLORATION STAGE COMPANY)





STATEMENTS
OF OPERATIONS







For
      the yearended
              March
      31, 2009
            From
      August2,
      2007
              (inception
      ofexploration
      stage) through
              March
      31, 2008
            CumulativePeriod
      from
              August
      2, 2007 (inception of exploration stage) through March 31,
      2009Net
      Sales
            $               -
            $               -
            $                 -Cost
      of Sales
            -
            -
            -Gross
      Profit (Loss)
            -
            -
            -Operating
      ExpensesAccounting
      and Audit Fees
            18,397
            11,313
            29,710Consulting
      Fees
            12,500
            7,500
            20,000Exploration
      Expenses
            -
            11,217
            11,217Legal
      Fees
            4,238
            4,675
            8,913Management
      Fees
            12,000
            6,000
            18,000Rent
            2,400
            1,200
            3,600Telephone
            1,200
            600
            1,800Travel
      and Entertainment
            
            1,474
            1,474Other
      General andAdministrative
      Expenses
            5,195
            1,570
            6,765Total
      Operating Expenses
            55,930
            45,549
            101,479Loss
      From Operations
            (55,930)
            (45,549)
            (101,479)Net
      Loss Before Income Taxes
            (55,930)
            (45,549)
            (101,479)Provision
      for Income Taxes
            -
            -
            -Net
      Loss
            $     (55,930)
            $    (45,549)
            $      (101,479)Loss
      Per Common ShareBasic
            $         (0.01)
            $        (0.02)Diluted
            $         (0.01)
            $        (0.02)Weighted-Average
      SharesUsed
      to Compute:Basic
      Loss per CommonShare
            3,752,500
            2,167,262Diluted Loss per Common Share
            3,752,500
            2,167,262











The
accompanying notes are an integral part of these financial
statements.








-36-










MPERIAL RESOURCES, INC.


(AN
EXPLORATION STAGE COMPANY)





STATEMENT
OF SHAREHOLDERS' DEFICIT


AS OF
MARCH 31, 2009




Common
            
            
            Stock
            
            
            Additional
              Paid
            
            Deficit
              Accumulated
              During
      the
              ExplorationShares
            
            
            Par
      $.001
            
            
            In
      Capital
            
            Stage
            
            
            TotalBalance,
      August 2, 2007
            -
            
            $
            -
            
            $
            -
            $
            -
            
            $
            -Issuance
      of common stock for cash at $0.001 per share - October 31,
      2007
            3,000,000
            
            
            3,000
            
            
            -
            
            -
            
            
            3,000Issuance
      of common stock for cash at
              $0.05
      per share - December 31, 2007
            752,500
            
            
            752
            
            
            36,873
            
            -
            
            
            37,625Contributed
      services, facilities etc.(Note
      12)
            -
            
            
            -
            
            
            7,800
            
            -
            
            
            7,800Net
      loss
            -
            
            
            -
            
            
            
            
            (45,549
            )
            
            (45,549
            )Balance,
      March 31, 2008
            3,752,500
            
            
            3,752
            
            $
            44,673
            $
            (45,549
            )
            $
            2,876Contributed
      services, facilities etc(Note
      12)
            -
            
            
            -
            
            
            15,600
            
            -
            
            
            15,600Net
      loss
            -
            
            
            -
            
            
            -
            
            (55,930)
            
            
            (55,930)Balance, March
      31, 2009
            3,752,500
            
            $
            3,752
            
            $
            60,273
            $
            (101,479)
            
            $
            (37,454)












The
accompanying notes are an integral part of these financial
statements.










-37-







IMPERIAL RESOURCES, INC.


(AN
EXPLORATION STAGE COMPANY)





STATEMENTS
OF CASH FLOWS





For
      the year ended
              March
      31, 2009
            From
      August 2, 2007
              (inception
      of the
              exploration
      stage)through
              March
      31, 2008
            Cumulative
      Period
              from
      August 2, 2007
              (inception
      of the exploration stage)through
              March
      31, 2009CASH
      FLOWS FROM OPERATING ACTIVITIESNet
      loss
            $          (55,930)
            $          (45,549)
            $         (101,479)Adjustments
      to reconcile net loss to net cash usedin
      operating activities:Contributed services, facilities
      etc
            15,600
            7,800
            23,400Changes in assets and accounts
      payable
            3,664
            12,904
            16,568NET CASH USED IN OPERATING
      ACTIVITIES
            (36,666)
            (24,845)
            (61,511)CASH
      FLOWS FROM FINANCIING ACTIVITIESProceeds from the sale of common
      stock
            -
            40,625
            40,625Proceeds from related party
      payable
            18,260
            2,683
            20,943NET
      CASH PROVIDED BY FINANCING ACTIVITIES
            18,260
            43,308
            61,568(DECREASE)
      INCREASE IN CASH
            $         (18,406)
            $            18,463
            $                  57CASH
      – BEGINNING OF PERIOD
            18,463
            -
            -CASH
      – END OF PERIOD
            $                   57
            $            18,463
            $                  57Supplemental
      disclosure:Cash
      paid for interest
            -
            -
            -Cash
      paid for taxes
            -
            -
            -NONCASH
      INVESTING AND FINANCING ACTIVITIESNone











The
accompanying notes are an integral part of these financial
statements.










-38-









IMPERIAL
RESOURCES, INC.


(AN
EXPLORATION STAGE COMPANY)




NOTES TO
FINANCIAL STATEMENTS





FOR THE
PERIOD YEAR ENDED


MARCH 31,
2009




NOTE
1 – NATURE OF OPERATION





Imperial
Resources, Inc. (the "Company") was incorporated under the laws of the State of
Nevada on August 2, 2007.  The Company's current articles of
incorporation provide for authorized capital stock of 500,000,000 common shares,
$0.001 per value.  The Company's fiscal yearend is March
31.





The
Company is classified herein as an exploration stage company. The Company has
acquired mineral rights for the Bhadrachalam Gold Claim and has not yet
determined whether this property contains mineral reserves that are economically
recoverable. The recoverability of costs incurred will be dependent upon the
discovery of economically recoverable reserves, confirmation of the Company’s
interest in the underlying property, the ability of the Company to obtain
necessary financing to explore, the completion of development of the property
and upon future profitable production or proceeds from the sale
thereof.





CONTROL
BY PRINCIPAL STOCKHOLDERS





The
directors, executive officers and their affiliates or related parties, own
beneficially and in the aggregate, the majority of the voting power of the
outstanding shares of the common stock of the Company. Accordingly, the
directors, executive officers and their affiliates, if they voted their shares
uniformly, would have the ability to control the approval of most corporate
actions, including increasing the authorized capital stock of the Company and
the dissolution, merger or sale of the Company's assets or
business.





NOTE
2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES




The
financial statements of the Company have been prepared in accordance with
generally accepted accounting principles in the United States of America (“US
GAAP”). The financial statements have, in management’s opinion, been properly
prepared within reasonable limits of materiality and within the framework of the
significant accounting policies summarized below:




Imperial
Resources, Inc. is an exploration stage company as characterized in the United
States Securities and Exchange Commission's Industry Guide 7: Description of
Property by Issuers Engaged or to be Engaged in Significant Mining Operations
("Guide 7"), which applies to accounting for all public companies with mining
interests or operations.  The Company has reviewed Guide 7 and has
determined it is best classified as an "exploration stage company" at this time
as the Company is engaged in the search for a mineral deposit (reserves) and is
not in either the development or production stage as defined by Guide
7.  The Company also complies with the Financial Accounting Standards
Board ('FASB") Statements on Financial Accounting Standards Board No. 7 (“SFAS
7”) as is required by Guide 7.





The
Company has determined August 2, 2007 to be the inception date of the
exploration stage.





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, as well as the reported amounts of revenues and
expenses during the reporting period. Actual results could differ from those
estimates. Estimates and assumptions are periodically reviewed and the effects
of revisions are reflected in the consolidated financial statements in the
period they are determined to be necessary.






-39-






Cash
and Cash Equivalents




For
purposes of the cash flow statements, the Company considers all highly liquid
investments with original maturities of three months or less at time of purchase
to be cash equivalents. All cash is held in trust.




Stock-Based
Compensation





In
December 2004, the Financial Accounting Standards Board ("FASB") issued
Statement of Accounting Standards No. 123(R), Share-Based Payment, which
establishes accounting standards for transactions in which an entity receives
employee services in exchange for (a) equity instruments of the entity or
(b) liabilities that are based on the fair value of the entity's equity
instruments or that may be settled by the issuance of equity instruments. The
Company has adopted SFAS 123(R), which requires the Company to recognize the
grant-date fair value of stock options and equity based compensation issued to
employees in the statement of operations. The statement also requires that such
transactions be accounted for using the fair-value-based method.  The
Company has not awarded any stock based compensation since
inception.





Environmental
Costs





Environmental
expenditures that relate to current operations are expensed or capitalized as
appropriate. Expenditures that relate to an existing condition caused by past
operations, and which do not contribute to current or future revenue generation,
are expensed. Liabilities are recorded when environmental assessments and/or
remedial efforts are probable, and the cost can be reasonably estimated.
Generally, the timing of these accruals coincides with the earlier of completion
of a feasibility study or the Company’s commitments to plan of action based on
the then know facts.





Advertising
and Market Development





The
company expenses advertising and market development costs as
incurred.





Fair
Value of Financial Instruments




Statement
of Financial Accounting Standards No. 107, "Disclosures About Fair Value of
Financial Instruments," requires disclosure of the fair value of certain
financial instruments. The carrying value of cash accounts payable and
short-term borrowings, as reflected in the balance sheets, approximate fair
value because of the short-term maturity of these instruments.




Concentrations
of Credit Risk




Financial
instruments and related items, which potentially subject the Company to
concentrations of credit risk, consist primarily of cash and related party
payables. The Company’s cash is not held directly by a bank and is therefore
possibly not protected under any insurance normally carried by banks in the
United States of America which protect the Company against risk of loss of
funds.




Income
Taxes





The FASB
has issued Statement of Financial Accounting Standards No. 109 (“SFAS 109”),
“Accounting for Income Taxes”, which requires the asset and liability method of
accounting for income taxes. Under the asset and liability method, deferred
income taxes are recognized for the tax consequences of “temporary differences”
by applying enacted statutory tax rates applicable to future years to
differences between the financial statement carrying amounts and the tax basis
of existing assets and liabilities.





In July,
2006, the FASB issued FASB Interpretations No. 48, Accounting for Uncertainty in Income
Taxes - an interpretation of FASB Statement No. 109 (“FIN 48”), which
clarifies the accounting for uncertainty in tax positions taken or expected to
be taken in a return. FIN 48 provides guidance on the measurement, recognition,
classification and disclosure of tax positions, along with accounting for the
related interest and penalties. FIN 48 became effective as of January 1, 2007
and had no impact on the Company’s financial statements.




Revenue
Recognition




The
Company does not currently have a source of current revenues.  In the
event revenues are recognized in the period that services are provided or
minerals or other products are sold, the Company will recognize revenue in
accordance with Staff Accounting Bulletin No. 104, Revenue Recognition
("SAB104"), which supersedes Staff Accounting Bulletin No.








-40-






101,
Revenue Recognition in
Financial Statements ("SAB101"). SAB 101 requires that four basic
criteria must be met before revenue can be recognized: (1) persuasive evidence
of an arrangement exists; (2) delivery has occurred; (3) the selling price is
fixed and determinable; and (4) collectability is reasonably assured.
Determination of criteria (3) and (4) are based on management's judgments
regarding the fixed nature of the selling prices of the products delivered and
the collectability of those amounts. Provisions for discounts and rebates to
customers, estimated returns and allowances, and other adjustments are provided
for in the same period that the related sales are recorded. The Company defers
any revenue for which the product has not been delivered or is subject to refund
until such time that the Company and the customer jointly determine that the
product has been delivered or no refund will be required. Payments received in
advance are deferred until the trusses are built and shipped to
customers.




SAB 104
incorporates Emerging Issues Task Force 00-21 ("EITF 00-21"), Multiple-Deliverable Revenue
Arrangements. EITF 00-21 addresses accounting for arrangements that may
involve the delivery or performance of multiple products, services and/or rights
to use assets. The effect of implementing EITF 00-21 on the Company's
consolidated financial position and results of operations was not
significant.




Related
Party Transactions




Related
party transactions are fully disclosed within the Company’s financial statements
for the period from August 2, 2007 (the inception date) through March 31,
2009.





Net
Loss per Common Share





The
Company utilizes SFAS No. 128, “Earnings per Share” to calculate earnings/loss
per share. Basic earnings/loss per share is computed by dividing the
earnings/loss available to common stockholders (as the numerator) by the
weighted-average number of common shares outstanding (as the denominator).
Diluted earnings/loss per share is computed similar to basic earnings/loss per
share except that the denominator is increased to include the number of
additional common shares that would have been outstanding if all potential
common stock (including common stock equivalents) had all been issued, and if
such additional common shares were dilutive. Under SFAS No. 128, if the
additional common shares are dilutive, they are not added to the denominator in
the calculation. Where there is a loss, the inclusion of additional common
shares is anti-dilutive (since the increased number of shares reduces the per
share loss available to common stock holders).





Foreign
currency translation




The
reporting currency of the Company is the US dollar. The Company’s principal
operations, once established in India, will use the local currency, the Indian
Rupee (INR), as the functional currency. Results of operations and cash flows
are translated at average exchange rates during the period, and assets and
liabilities are translated at the interbank rate at the end of the reporting
period.  Translation adjustments resulting from this process are
included in accumulated other comprehensive income stockholders’ deficit in the
balance sheet. Transaction gains and losses that arise from exchange rate
fluctuations on transactions denominated in a currency other than the functional
currency are included in the results of operations as incurred.




Translation
adjustments resulting from this process are included in accumulated other
comprehensive income in the statement of shareholders’ deficit and amounted to
$0 and $0 as of March 31, 2009.





Mineral
Property





Mineral
property acquisition costs are capitalized in accordance with Emerging Issues
Task Force ("EITF") 04-2 when management has determined that probable future
benefits consisting of a contribution to future cash inflows have been
identified and adequate financial resources are available or are expected to be
available as required to meet the terms of property acquisition and budgeted
exploration and development expenditures. Mineral property acquisition costs are
expensed as incurred if the criteria for capitalization are not
met.  Through the date of these financial statements, the Company has
not yet had any costs it believes have met the criteria for capitalizing under
EITF 04-2.





Mineral
property exploration costs are expensed as incurred. If and when it has been
determined that a mineral property can be economically developed as a result of
establishing proven and probable reserves, the costs incurred to develop such
property are capitalized.






-41-







NOTE
3 - GOING CONCERN




The
Company’s financial statements have been prepared on a going concern basis,
which contemplates continuity of operations, realization of assets and
liquidation of liabilities in the normal course of business. The Company had
cumulative losses of $101,479 as of March 31, 2009 and negative cash flows used
in operations during the year ended March 31, 2009 of $37,454. The ability of
the Company to operate as a going concern depends upon its ability to obtain
outside sources of working capital. Management is aware of these requirements
and is undertaking specific measures to address these liquidity concerns.
Notwithstanding the foregoing, there can be no assurance that the Company will
be successful in obtaining financing, that it will have sufficient funds to
execute its business plan or that it will generate positive operating results.
The financial statements do not include any adjustments relating to the
recoverability and classification of asset carrying amounts or the amount and
classification of liabilities that might result should the Company be unable to
continue as a going concern.





NOTE 4
– ACQUISITION OF MINERAL RIGHTS





On August
10, 2007, the Company acquired a 100% interest in the Bhadrachalam Gold Claim
from Pune Minerals LLC, an unrelated company, for consideration of $5,000. The
mining rights acquired by the Company consist of approximately 248,017 square
miles in The Bhadrachalam Gold Claim and is located approximately 22 miles
northeast of Pollavarara, India. The latitude is 17 degrees 42'00" North and the
longitute is 80 degrees 59'00" East. The Company has not realized any revenues
from operations. The Company is primarily engaged in the acquisition,
exploration and development of mineral properties. A great deal of work is
required at the Bhadrachalam Gold Claim before a final determination as to the
economic and legal feasibility of a mining venture can be made.  There
is no assurance that a commercially viable deposit will be proven through
exploration efforts performed on behalf of the Company. Under the Mining law of
India, the claim remains in good standing as long as the Company has an interest
in it. There are no annual maintenance fees or minimum exploration work required
on the Claim.





NOTE
5 - CASH HELD IN TRUST





The table
below details transactions with Milan Uzelac Law Offices during the year ended
March 31, 2009. Milan Uzelac Law Offices is a Canadian Personal Law Corporation
and has agreed to hold cash in trust on behalf of the Company in order to pay
the Company’s bills received from third parties such as attorneys, accountants
and other vendors associated with the Company’s operations and also in relation
to its exploration expenses. The Company has not maintained its own operating
bank account since inception.


Beginning
      balance as at March 31, 2008
            
            $
            18,463Payments
      to vendors on behalf of Imperial Resources, Inc.
            
            
            (18,406
            )Ending
      balance as at March 31, 2009
            
            $
            57





NOTE 6
– RELATED PARTY PAYABLE





The table
below details transactions related to the related party payable to the Company's
director during the year ended March 31, 2009:


Beginning
      balance payable as at March 31, 2008
            
            $
            2,683Advances
      from director during the fiscal year 2009
            
            
            18,260Ending
      balance payable as at March 31, 2009
            
            $
            20,943





All
advances from the director are non-interest bearing and are expected to be
repaid within a short timeframe, usually no more than a few months due to
constraints on the international transfer of funds.





NOTE 7
- INCOME TAXES





United
States of America





Since the
Company has no operations within the United States of America, there is no
provision for United States of America taxes and there are no deferred tax
amounts related to the United States of America as of March 31,
2009.








-42-








Nevada





The
Company is incorporated in the State of Nevada in the United States of America
but does not conduct business in Nevada.  Nevada does not have
corporate income taxes, franchise taxes or other significant taxes or fees for
doing business as a Nevada corporation. As a result, there is no provision for
Nevada income taxes and there are no deferred tax amounts related to Nevada as
of March 31, 2009.





Republic
of India





The
Company's significant future prospects rely on the exploration and potential
development of mineral rights in the Republic of India.  The Company
has not yet sought out a tax advisor with specific expertise with regard to tax
regulations of India and the Company's potential tax liabilities should the
Company's mineral rights produce mineral reserves which could be profitable.
However, the Company does believe it could be classified as a "foreign company"
by the Republic of India and would possibly be liable for income taxes on all
profits derived from operations in India at a corporate income tax rate of
approximately 41%.  As a result of the lack of identifiable profitable
mineral reserves at this point, the Company has not recorded a provision for
income taxes for India and there are no deferred tax amounts related to India as
of March 31, 2009.





NOTE 8
- RELATED PARTY TRANSACTIONS





The
Company’s director advanced $20,943 to the Company during the period from August
2, 2007 (Inception Date) through March 31, 2009 for working capital
needs.





NOTE 9
- STOCKHOLDERS' DEFICIT





Imperial
Resources, Inc. (the "Company") was incorporated under the laws of the State of
Nevada on August 2, 2007.  The Company's current articles of
incorporation provide for authorized capital stock of 500,000,000 common shares,
$0.001 per value.  There are no shares of preferred stock authorized
and there are no outstanding stock options, stock awards or warrants to purchase
common stock as of March 31, 2009. The Company does not have a stock option
plan, stock award plan, registration rights agreement or any form of
shareholders' agreements in place as of March 31, 2009.





On
October 31, 2007, pursuant to three stock purchase agreements, the Company
issued 3,000,000 shares of its common stock, at $0.001 per share, for a total of
$3,000.





On
December 31, 2007, pursuant to thirty five stock purchase agreements, the
Company issued 752,500 shares of its common stock, at $0.05 per share, for a
total of $37,625.





NOTE 10 - LOSS PER SHARE




The
Company utilizes SFAS No. 128, "Earnings per Share" to calculate gain/loss per
share. Basic earnings/loss per share is computed by dividing the earnings/loss
available to common stockholders (as the numerator) by the weighted-average
number of common shares outstanding (as the denominator). Diluted earnings/loss
per share is computed similar to basic earning/loss per share except that the
denominator is increased to include the number of additional common shares that
would have been outstanding if all potential common stock (including common
stock equivalents) had all been issued, and if such additional common shares
were dilutive.




Basic Loss Per Common Share
      Computation
            
            2009Net
      loss available to common stockholders
            
            $
            (55,930)Basic
      earnings per share
            
            
            (0.01)Weighted-average
      shares used to computer basic loss per share
            
            
            3,752,500






-43-







Diluted Loss Per Common
      Share Computation
            
            2008Net
      loss
            
            $
            (45,549)(Loss)
      available to common stockholders
            
            $
            (45,549)Diluted
      loss per common share
            
            $
            (0.01)Weighted-average
      shares used to computer diluted loss per share
            
            
            2,167,262




Under SFAS No. 128, where there is a loss, the
inclusion of additional common shares is anti-dilutive (since the increased
number of shares reduces the per share loss available to common stock holders),
and if the additional common shares are anti-dilutive, they are not added to the
denominator in the calculation. There were no common stock equivalents that
would impact from the calculation of diluted loss per share as of March 31,
2009.




NOTE 11 - COMMITMENTS, CONTINGENCIES AND
OTHER MATTERS




As of the
date of this report, the Company was not aware of any threatened or pending
legal proceedings against it.





NOTE
12 – CONTRIBUTED SERVICES AND FACILITIES








The
Company's directors provided general business services and incurred expenses on
behalf of the Company and have agreed not to seek reimbursement of funds
expensed on behalf of the Company or for expenses incurred by the directors
which could be considered to be the Company's liabilities.  Below is a
table of expenses incurred during the year ended March 31, 2009 and for the
period from August 2, 2007 (Inception Date) and through March 31,
2008.





Year
      endedMarch 31, 2009
            From
      August 2, 2007(Inception
      Date) to
              March 31, 2008Management
            $       12,000
            $    6,000Rent
            2,400
            1,200Telephone
            1,200
            600Total
            $       15,600
            $  7,800




Contributed
services and facilities identified above are recorded as an increase to
shareholders’ deficit and expensed in the statements of operations as
appropriate.







-44-