UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 10-K
                ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF
                      THE SECURUTIES EXCHANGE ACT OF 1934

                     For the fiscal year ended May 31, 2009

                        Commission file number 333-153168


                               Laredo Mining, Inc.
             (Exact Name of Registrant as Specified in Its Charter)

          Delaware                                                26-2435874
(State or Other Jurisdiction of                               (I.R.S. Employer
 Incorporation or Organization)                              Identification No.)

                                 1426 Cole Lane
                                Upland, CA 91784
               (Address of Principal Executive Offices & Zip Code)

                      Phone (909)556-1597 Fax (303)200-8518
                               (Telephone Number)

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

           Securities registered pursuant to section 12(g) of the Act:
                          Common Stock, $.001 par value

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

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

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

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

Indicate by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer, or a smaller reporting company. See
the definitions of "large accelerated filer," "accelerated filer" and "smaller
reporting company" in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer [ ]                        Accelerated filer [ ]
Non-accelerated filer [ ]                          Smaller reporting company [X]
(Do not check if a smaller reporting company)

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

As of August 12, 2009, the registrant had 5,000,000 shares of common stock
issued and outstanding. No market value has been computed based upon the fact
that no active trading market had been established.
<PAGE>
                               LAREDO MINING, INC.
                                TABLE OF CONTENTS

                                                                        Page No.
                                                                        --------

                                     Part I

Item 1.  Business                                                            3
Item 1A. Risk Factors                                                       14
Item 2.  Properties                                                         20
Item 3.  Legal Proceedings                                                  20
Item 4.  Submission of Matters to a Vote of Securities Holders              20

                               Part II

Item 5.  Market for Common Equity and Related Stockholder Matters           20
Item 7.  Management's Discussion and Analysis of Financial Condition
         and Results of Operations                                          21
Item 8.  Financial Statements                                               25
Item 9.  Changes in and Disagreements with Accountants on Accounting
         and Financial Disclosure                                           37
Item 9A. Controls and Procedures                                            37

                              Part III

Item 10. Directors and Executive Officers                                   38
Item 11. Executive Compensation                                             42
Item 12. Security Ownership of Certain Beneficial Owners and Management     44
Item 13. Certain Relationships and Related Transactions                     45
Item 14. Principal Accounting Fees and Services                             45

                               Part IV

Item 15. Exhibits                                                           46

Signatures                                                                  46

                                       2
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                                     PART I

ITEM 1. BUSINESS

SUMMARY

We are an exploration stage company engaged in the acquisition and exploration
of mineral properties. Laredo Mining Inc. was incorporated in the State of
Delaware on March 31, 2008. We are an exploration stage company with no revenues
or operating history. The principal executive offices are located at 1426 Cole
Lane, Upland, CA 91784.

We received our initial funding of $9,000 through the sale of common stock to
our director who purchased 3,000,000 shares of common stock at $.003 per share
on March 31, 2008. From inception until the date of this filing, we have had no
operating activities. Our financial statement from inception through the year
ended May 31, 2009 report no revenues and a net loss of $12,616. Our independent
auditor has issued an audit opinion for the Company which includes a statement
expressing substantial doubt as to our ability to continue as a going concern.

During May 2009, the Company authorized the sale of 2,000,000 shares at $0.015
per share. Shares were not to be issued unless the full $30,000 in capital was
subscribed. The Company issued 2,000,000 shares on June 4, 2009. As of May 31,
2009, 1,575,000 shares were subscribed for $23,625. The $23,625 was restricted
cash as of May 31, 2009.

We currently own a 100% undivided interest in a mineral property, the Tab 1-4
Claims, located in the State of Nevada. The Tab Property consists of an area of
approximately 83 acres located in the Mount Jackson Ridge area of Esmeralda
County. Title to the property is held by Laredo Mining. Our plan of operation is
to conduct mineral exploration activities on the property in order to assess
whether it possesses deposits of gold, silver, barite or other minerals capable
of commercial extraction.

We have not earned any revenues to date. We do not anticipate earning revenues
until such time as we enter into commercial production of our mineral
properties. We are presently in the exploration stage of our business and we can
provide no assurance that we will discover commercially exploitable levels of
mineral resources on our property, or if such deposits are discovered, that we
will enter into further substantial exploration programs.

As of the date of this report, there is no public trading market for our common
stock and no assurance that a trading market for our securities will ever
develop.

                     GLOSSARY OF TECHNICAL GEOLOGICAL TERMS

The following defined technical geological terms may be used in this report:

Anglesite                A native sulphate of lead. It occurs in white or
                         yellowish transparent, prismatic crystals.

Azurite                  Blue carbonate of copper; blue malachite.

Basalt                   A general term for dark-colored mafic igneous rocks,
                         commonly extrusive but locally intrusive (e.g., as in
                         dikes).

Breccia                  A rock in which angular fragments are surrounded by a
                         mass of fine-grained minerals.

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Brecciated               The formation of angular rock fragments.

Calamine                 A white mineral; a common ore of zinc.

Carbonate                A salt or ester of carbonic acid.

Cerussite                A mineral consisting of lead carbonate that is an
                         important source of lead.

Chrysocolla              A hydrous silicate of copper, occurring massive, of a
                         blue or greenish blue color.

Cinnabar                 A heavy reddish mineral consisting of mercuric sulfide;
                         the chief source of mercury.

Clastic                  Fragments of minerals, rocks, or organic structures
                         that have been moved individually from their places of
                         origin.

Cretaceous               Rocks laid down during the last period of the Mesozoic
                         era (between the Jurassic and Tertiary periods, about
                         146 to 65 million years ago), at the end of which
                         dinosaurs and many other organisms died out.

Diamond drill(ing)       A rotary type of rock drill in which the cutting is
                         done by abrasion rather than percussion. The cutting
                         bit is set with diamonds and is attached to the end of
                         long hollow rods through which water or other fluid is
                         pumped to the cutting face as a lubricant. The drill
                         cuts a core of rock that is recovered in long
                         cylindrical sections, two centimeters or more in
                         diameter.

Fault Zones              A network of interconnected fractures representing the
                         surficial expression of a fault.

Fold                     A planar feature, such as a bedding plane, that has
                         been strongly warped, presumably by deformation.

Galena                   The chief ore of lead, commonly found in shallow ore
                         veins in which open cavities are frequent; hence,
                         crystals are common and well developed. Galena is
                         widely distributed and constitutes by far the most
                         important ore for lead. Silver, antimony, arsenic,
                         copper, and zinc minerals often occur in intimate
                         association with galena; consequently, galena ores
                         mined for lead also include other valuable by-products.

Granite                  Plutonic igneous rock having visibly crystalline
                         texture; generally composed of feldspar and mica and
                         quartz.

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Hydrozincite             An abundant element of the magnesium-cadmium group,
                         extracted principally from the minerals zinc blend,
                         smithsonite, calamine, and franklinite, as an easily
                         fusible bluish white metal, which is malleable,
                         especially when heated.

Igneous                  A type of rock which has been formed by the
                         consolidation of magma, a molten substance from the
                         earth's core.

Intrusive                A body of igneous rock formed by the consolidation of
                         magma intruded into other rocks, in contrast to lavas,
                         which are extruded upon the surface.

Jurassic                 Second Period of Mesozoic Era, which covered span of
                         time between 190 - 135 million years before the present
                         time.

Limestone                A bedded, sedimentary deposit consisting chiefly of
                         calcium carbonate.

Limonite                 A widely occurring iron oxide ore; a mixture of
                         goethite and hematite and lepidocrocite.

Lode                     A mineral deposit in solid rock.

Malachite                Green mineral used as an ore of copper and for making
                         ornamental objects.

Mesozoic                 One of the eras of geologic time. It includes the
                         Triassic, Jurassic and Cretaceous periods.

Mineralization           The concentration of metals and their chemical
                         compounds within a body of rock.

Monte Cristo Limestone
Formation                A local name for a geological series of rocks.

Normal Fault             A dip-slip fault in which the block above the fault has
                         moved downward relative to the block below.

Ore                      A mixture of minerals and gangue from which at least
                         one metal can be extracted at a profit.

Oxidization              A chemical reaction caused by exposure to oxygen that
                         results in a change in the chemical composition of a
                         mineral

Paleozoic                Rocks that were laid down during the Paleozoic Era
                         (between 544 and 230 million years before the present
                         time).

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<PAGE>
Porphyritic              Containing relatively large isolated crystals in a mass
                         of fine texture.

Porphyry                 A heterogeneous rock characterized by the presence of
                         crystals in a relatively finer-grained matrix.

Pyrite                   The most common of the sulphide minerals. It is usually
                         found associated with other sulphides or oxides in
                         quartz veins, sedimentary rock and metamorphic rock, as
                         well as in coal beds, and as the replacement mineral in
                         fossils.

Quartz                   A mineral whose composition is silicon dioxide. A
                         crystalline form of silica.

Sedimentary              A type of rock which has been created by the deposition
                         of solids from a liquid.

Smithsonite              Native zinc carbonate. It generally occurs in
                         stalactitic, reniform, or botryoidal shapes, of a white
                         to gray, green, or brown color.

Stratigraphy             Strictly, the description of bedded rock sequences;
                         used loosely, the sequence of bedded rocks in a
                         particular area.

Structural               Pertaining to geologic structure.

Tertiary                 Relating to the first period of the Cenozoic era, about
                         65 to 1.64 million years ago.

Thrust Faults
(Faulting)               A dip-slip fault in which the upper block above the
                         fault plane moves up and over the lower block, so that
                         older strata are placed over younger. Trenching The
                         removal of overburden to expose the underlying bedrock.

Triassic                 The system of strata that was deposited between 210 and
                         250 million years before the present time.

Vein                     An occurrence of ore with an irregular development in
                         length, width and depth usually from an intrusion of
                         igneous rock.

ACQUISITION OF THE TAB 1-4 PROPERTY

The Tab mineral claims consist of 4 mineral claims located in one contiguous,
2x2 group that are listed as follows:

         Name           Area                Good to Date
         ----           ----                ------------
         Tab 1          20.66 ac.           Sept. 1, 2009
         Tab 2          20.66 ac.           Sept. 1, 2009
         Tab 3          20.66 ac.           Sept. 1, 2009
         Tab 4          20.66 ac.           Sept. 1, 2009

                                       6
<PAGE>
The beneficial owner of the above listed mineral claim is Laredo Mining Inc.,
contact person, Nancy Farrell, 1426 Cole Lane, Upland, CA 91784.

We engaged James McLeod, P. Eng., to prepare a geological evaluation report on
the property. Mr. McLeod is a consulting professional geologist of The
Association of Professional Engineers and Geoscientists of British Columbia and
a Fellow of The Geological Association of Canada. He has worked as a geologist
for a total of 37 years.

We received the geological evaluation report on the Tab 1-4 Mineral Claims
entitled "Review and Recommendations, Tab 1-4 Mineral Claims, Mount Jackson
Ridge Area, Esmeralda County Nevada, USA" prepared by Mr. McLeod on May 26,
2008. The geological report summarizes the results of the history of the
exploration of the mineral claims, the regional and local geology of the mineral
claims and the mineralization and the geological formations identified as a
result of the prior exploration. The geological report also gives conclusions
regarding potential mineralization of the mineral claims and recommends a
further geological exploration program on the mineral claims.

PROPERTY

The Tab 1-4 Mineral Claims comprise a total of 82.64 acres. At the center of the
property the latitude is 37(degree) 27.130' N and the longitude is 117(degree)
18.650' W. The claims are motor vehicle accessible from the Town of Goldfield,
Nevada by traveling 17 miles south along Highway 95 to the Lida cut-off and then
for 8 miles to the southwest on Highway 266 to a north trending gravel road that
is taken for 3,500' to the Tab 1-4 mineral claims center post. The Tab mineral
claims consist of 4 located mineral claims in one contiguous, 2x2 group that are
listed as follows:

         Name           Area                Good to Date
         ----           ----                ------------
         Tab 1          20.66 ac.           Sept. 1, 2009
         Tab 2          20.66 ac.           Sept. 1, 2009
         Tab 3          20.66 ac.           Sept. 1, 2009
         Tab 4          20.66 ac.           Sept. 1, 2009

                                       7
<PAGE>




                      [MAP SHOWING THE PROPERTY LOCATION]




                                       8
<PAGE>




                        [MAP SHOWING THE CLAIM LOCATION]




                                       9
<PAGE>
ACCESSIBILITY, CLIMATE, LOCAL RESOURCES, INFRASTRUCTURE AND PHYSIOGRAPHY

The Tab property lies in the west central area of the State of Nevada south of
the Town of Goldfield and is accessible from Highway 95 by traveling south of
the town for 17 miles to the Lida cut-off, Highway 266 that is taken to the west
for 8 miles to the north cut-off that is taken 3,500' to the property.

The area experiences about 4" - 8" of precipitation annually of which about 20%
may occur as a snow equivalent this amount of precipitation suggests a climatic
classification of arid to semi-arid. The summers can experience hot weather,
middle 60's to 70's F(degree) average with high spells of 100+F(degree) while
the winters are generally more severe than the dry belt to the west and can last
from December through February. Temperatures experienced during mid-winter
average, for the month of January, from the high 20's to the low 40's F(degree)
with low spells down to -20 F(degree).

The Town of Tonopah lies 50 airmiles to the north of the property offers much of
the necessary infrastructure required to base and carry-out an exploration
program (accommodations, communications, equipment and supplies). Larger or
specialized equipment can likely be acquired in the City of Las Vegas lying 150
airmiles to the southeast and can be accessed by paved road (Highway 95) to the
south.

Infrastructure such as highways and secondary roads, communications,
accommodations and supplies that are essential to carrying-out an exploration
and development program are at hand, between Tonopah, Goldfield and Las Vegas.

The physiography of the Tab property is low south sloping terrain of Mount
Jackson Ridge. Much of this general area with many broad open valleys and spiney
mountain ridges hosts sagebrush and other desert plants on the low hill slopes.
Joshua trees and cacti, such as the prickly pear grow as far north as Goldfield.
Juniper and pinon growing above 6,500' with pinon becoming more dominant at
higher elevations. At elevations in the range of 7,500' along water courses can
be found small groves of trembling aspen.

Mining holds a historical and contemporary place in the development and economic
well being of the area.

The claim area ranges in elevation from 4,890' - 4,970' mean sea level. The
physiographic setting of the property can be described as open desert on the
south-facing slope of Mount Jackson Ridge lying below moderately rugged
mountains on the north beyond the claim boundaries. The area has been
surficially altered both by some alluvial, more intense colluvial and wind
erosion and the depositional (drift cover) effects of in-filling. Thickness of
drift cover in the valleys may vary considerably, but should not be very deep
because of its close proximity to bedrock. In the general area surface water
occurrences are rare save for the odd squall or cloud bursts.

PROPERTY HISTORY

The recorded mining history of the general claim area dates from about 1905 when
the copper showings of the Cuprite Hills were discovered. Other minerals were
discovered in the general area such as gold, silver, lead, silica, sulphur and
potash. The many more significant lode gold, silver and other mineral product

                                       10
<PAGE>
deposits developed in the more regional area was that of the Goldfield Camp,
1905; Coaldale, coal field, 1913; Divide Silver Mining District, 1921 and the
Candalaria silver-gold mine which operated as an underground lode gold deposit
in 1922 and again in the 1990's as an open cut, cyanide heap leach operation.
The Tonopah District while mainly in Nye County is on the edge of nearly all of
the gold-silver camps of Esmeralda County, if not strictly in location then
certainly as a headquarters and supply depot for the general area. The Tonopah
Camp produced mainly silver with some gold from quartz veins in Tertiary
volcanic rocks. The period 1900-1921 saw the Camp produce from 6.4 million tons
of ore, 138 million ounces of silver and 1.5 million ounces of gold or an
average of 22 oz/ton silver and slightly less than 1/4 oz/ton gold, very rich
ore by current standards.

GEOLOGICAL SETTING

REGIONAL GEOLOGY

The regional geology of Nevada is depicted as being underlain by all types of
rock units. These appear to range from oldest to youngest in an east to west
direction, respectively. The oldest units are found to occur in the southeast
corner of the State along the Colorado River. The bedrock units exhibit a
north-south fabric of alternating east-west ranges and valleys.

LOCAL GEOLOGY

The local geology about the Mount Jackson Ridge which lies approximately 50
airmiles to the southwest of Tonopah, NV reveals a W-E trending, arcuate or
bow-shaped ridge on the north side of a large area of unconsolidated material.
This overburden covered area basin like feature is about 20 miles in length from
west to east to Highway 95. The south to north width of this covered basin
ranges up to 8 miles, i.e. closed off around much of its perimeter by rock
exposures.

Throughout this outcropping arcuate shaped feature are abundant, scattered rock
exposures of Lower - Middle Paleozoic carbonate and aphanitic to very fine grain
sized sediments, as quartzite, siltstone, claystone and more abundant limestone.
Some transitional metamorphic rocks are interlayered.

Tertiary age intrusive and effusive rocks dominate as the filler between the
older Lower Paleozoic sedimentary and lesser metamorphic equivalent rocks

Minor thrust faulting is to the west of the arcuate feature some 12 miles or
more. Dip-slip faulting is abundant on the northeastern side of the arc, to the
west of Lida Junction and Highway 95 in the mid-Paleozoic units. The oldest
meta-sedimentary units can be overlain or intruded by Tertiary age volcanic rock
of andesite to rhyolite composition. While Tertiary or Quaternary age
conglomerate and sandstone are found occurring in the local area.

The outcrops partially surrounding or flanking the alluvial covered valley
underlying the mineral claim area suggests mineral occurrences or structurally
prepared bedrock could be sought after in those areas.

                                       11
<PAGE>
PROPERTY GEOLOGY

The geology of the Tab property area may be described as being underlain by
Tertiary age volcanic or intrusive rocks and more abundantly covered by
Quaternary and/or desert wash, collovium, alluvium and playa deposits. This
young covered basin within a larger surrounding area of rock exposure and known
mineral occurrences exhibits a good geological setting and an excellent target
area in which to conduct mineral exploration.

DEPOSIT TYPE

The deposit types that are found occurring in the regional area and the more
localized areas vary considerably. Silver and gold quartz veins predominate at
Tonopah. Some of the most productive veins represent the silicification and
replacement of sheeted zones of trachyte that was originally marked by close-set
parallel fractures, but not faulting. The two hosts of mineralized quartz veins
are 1) older pre-Tertiary volcanic rocks, i.e. Silver Peak (Mineral Ridge area),
Weepah and Hornsilver or 2) Tertiary rhyolite host rocks that occur at Tonopah
and other younger volcanic rocks, i.e. Goldfield and Divide. Base metal deposits
are more commonly of interest now than in the past and many prospects occur in
the general area, i.e. cuprite (copper oxide). The industrial mineral barite
that is observed to occur either in vein or bedded types has been recognized in
the general area. Geophysical techniques may be most effective in the covered
areas as a follow-up to prospecting and MMI soil sampling of the Phase 1
program.

MINERALIZATION

By far the largest production in the County comes from the vein-type of gold and
silver occurrences in quartz fissures vein replacement in either pre-Tertiary
volcanic or Tertiary volcanic host rocks.

RECOMMENDATIONS

The geologist believes that the known mineralization encountered to date in
neighboring areas is possibly indicative of a larger mineralized system in the
general area. The drift covered parts of the property offer good exploration
targets because of the possibility of mineralization, good geological setting
and generally a lack of exploration testing. Also, remote sensing such as
aeromagnetics may indicate possible exploration areas of interest within the Tab
1-4 mineral claims.

Detailed prospecting, mapping and reconnaissance MMI soil geochemical surveys of
the claim area should be undertaken. The following three phase exploration
proposal and cost estimate is offered with the understanding that consecutive
phases are contingent upon positive and encouraging results being obtained from
each preceding phase:

PHASE 1

Detailed prospecting, mapping and soil geochemistry.
The estimated cost for this program is all inclusive.
It is estimated that it could take a week of work and
a number of more weeks to perform the analyses                         $ 9,500

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PHASE 2

Magnetometer and VLF electromagnetic, grid controlled
surveys over the areas of interest determined by the
Phase 1 survey. Included in this estimated cost is
transportation, accommodations, board, grid installation,
two geophysical surveys, maps and report                                 9,500

PHASE 3

Induced polarization survey over grid controlled anomalous
areas of interest outlined by Phase 1&2 fieldwork. Hoe or
bulldozer trenching, mapping and sampling of bedrock
anomalies. Includes assays, detailed maps and reports                   25,000
                                                                       -------

                                      Total                            $44,000
                                                                       =======

COMPETITION

We are an explorations stage company. We do not compete directly with anyone for
the exploration or removal of minerals from our property as we hold all interest
and rights to the claim. Readily available commodities markets exist in the U.S.
and around the world for the sale of gold, silver and other minerals. Therefore,
we will likely be able to sell any gold, silver or other minerals that we are
able to recover.

We will be subject to competition and unforeseen limited sources of supplies in
the industry in the event spot shortages arise for supplies such as dynamite,
and certain equipment such as bulldozers and excavators that we will need to
conduct exploration. We have not yet attempted to locate or negotiate with any
suppliers or products, equipment or services. If we are unsuccessful in securing
the products, equipment and services we need we may have to suspend our
exploration plans until we are able to do so.

We compete with other mineral resource exploration and development companies for
financing and for the acquisition of new mineral properties. Many of the mineral
resource exploration and development companies with whom we compete have greater
financial and technical resources than us. Accordingly, these competitors may be
able to spend greater amounts on acquisitions of mineral properties of merit, on
exploration of their mineral properties and on development of their mineral
properties. In addition, they may be able to afford greater geological expertise
in the targeting and exploration of mineral properties. This competition could
result in competitors having mineral properties of greater quality and interest
to prospective investors who may finance additional exploration and development.
This competition could adversely impact on our ability to finance further
exploration and to achieve the financing necessary for us to develop our mineral
properties.

RESEARCH AND DEVELOPMENT EXPENDITURES

We have not incurred any research expenditures since our incorporation.

                                       13
<PAGE>
BANKRUPTCY OR SIMILAR PROCEEDINGS

There has been no bankruptcy, receivership or similar proceeding.

REORGANIZATIONS, PURCHASE OR SALE OF ASSETS

There have been no material reclassifications, mergers, consolidations, or
purchase or sale of a significant amount of assets not in the ordinary course of
business.

COMPLIANCE WITH GOVERNMENT REGULATION

We will be required to comply with all regulations, rules and directives of
governmental authorities and agencies applicable to the exploration of minerals
in the United States generally, and in the state of Nevada specifically. We will
also be subject to the regulations of the Bureau of Land Management, Department
of the Interior.

PATENTS AND TRADEMARKS

We do not own, either legally or beneficially, any patents or trademarks.

NEED FOR GOVERNMENT APPROVAL FOR ITS PRODUCTS OR SERVICES

We are not required to apply for or have any government approval for our product
or services.

EMPLOYEES AND EMPLOYMENT AGREEMENTS

Our only employee is our sole officer, Nancy L. Farrell who currently devotes
5-7 hours per week to company matters and after receiving funding she plans to
devote as much time as the board of directors determines is necessary to manage
the affairs of the company. There are no formal employment agreements between
the company and our current employee.

ITEM 1A. RISK FACTORS

1.   IF WE DO NOT OBTAIN ADDITIONAL FINANCING, OUR BUSINESS PLAN WILL FAIL.

The funds raised from our offering are only sufficient to complete Phase One and
Two of the proposed mineral exploration program on the Tab 1-4 Claims. We will
need to obtain additional financing in order to complete the other phases of its
mineral exploration program, which calls for significant expenses in connection
with the exploration of the Claims. We have not made arrangements to secure any
additional financing.

2.   AS A RESULT OF OUR AUDITORS EXPRESSING SUBSTANTIAL DOUBT ABOUT OUR ABILITY
     TO CONTINUE AS A GOING CONCERN, WE MAY FIND IT DIFFICULT TO OBTAIN
     ADDITIONAL FINANCING.

The accompanying financial statements have been prepared assuming that Laredo
will continue as a going concern. As discussed in Note 6 to the financial

                                       14
<PAGE>
statements, Laredo does not have a history of earnings, and as a result, the
auditors have expressed substantial doubt about our ability to continue as a
going concern. Continued operations are dependent on our ability to complete
equity or debt financings or generate profitable operations. Such financings may
not be available or may not be available on reasonable terms. Our financial
statements do not include any adjustments that may result from the outcome of
this uncertainty.

3.   AS A RESULT OF OUR ONLY RECENTLY COMMENCING BUSINESS OPERATIONS, WE FACE A
     HIGH RISK OF BUSINESS FAILURE.

We have not begun the Phase One exploration program on the Tab 1-4 Claims, and
thus we have no way to evaluate the likelihood of whether we will be able to
operate our business successfully. To date we have been involved primarily in
organizational activities, acquiring the Tab 1-4 Claims and obtaining financing.
We have not earned any revenues and have never achieved any profitability as of
the date of this annual report. Potential investors should be aware of the
difficulties normally encountered by new mineral exploration companies and the
high rate of failure of such enterprises. The likelihood of success must be
considered in the light of problems, expenses, difficulties, complications and
delays encountered in connection with the exploration of the mineral properties
that we plan to undertake. These potential problems include, but are not limited
to, unanticipated problems relating to exploration and additional costs and
expenses that may exceed current estimates. We have no history upon which to
base any assumption as to the likelihood that our business will prove
successful, and management can provide no assurance to investors that we will
generate any operating revenues or ever achieve profitable operations. If we are
unsuccessful in addressing these risks our business will likely fail.

4.   AS A RESULT OF ONLY RECENTLY COMMENCING BUSINESS OPERATIONS, MANAGEMENT
     EXPECTS THAT WE WILL CONTINUE TO INCUR OPERATING LOSSES FOR THE FORESEEABLE
     FUTURE, WHICH IN EFFECT WILL CAUSE US TO RUN OUT OF WORKING CAPITAL.

We have never earned any revenue and have never been profitable. Prior to
completing any exploration on the Tab 1-4 Claims, we may incur increased
operating expenses without realizing any revenues. As a result, we could run out
of working capital and our business could fail.

5.   MANAGEMENT HAS NO EXPERIENCE IN THE MINERAL EXPLORATION BUSINESS, AND AS A
     RESULT MANAGEMENT MAY MAKE MISTAKES, WHICH COULD CAUSE OUR BUSINESS TO
     FAIL.

Our sole officer and director, Nancy Farrell, has no previous experience
operating an exploration or a mining company and because of this lack of
experience Ms. Farrell may be prone to errors. Ms. Farrell lacks the technical
training and experience with exploring for, starting, or operating a mine. With
no direct training or experience in these areas she may not be fully aware of
the many specific requirements related to working in this industry. Her
decisions and choices may not take into account standard engineering or
managerial approaches mineral exploration companies commonly use. Consequently,
our operations, earnings, and ultimate financial success could suffer
irreparable harm due to Ms. Farrell's lack of experience in this industry.

6.   OUR SOLE DIRECTOR AND OFFICER OWNS A MAJORITY OF OUR COMMON STOCK, AND AS A
     RESULT HAS THE ABILITY TO OVERRIDE THE INTERESTS OF THE OTHER SHAREHOLDERS.

                                       15
<PAGE>
Nancy Farrell, the sole director of currently owns 60% of the outstanding shares
of common stock. As a result, investors may find the corporate decisions
influenced by Ms. Farrell inconsistent with their interests or the interests of
other shareholders.

7.   BECAUSE OUR CURRENT OFFICER AND/OR DIRECTOR HAS OTHER BUSINESS INTERESTS,
     SHE MAY NOT BE ABLE OR WILLING TO DEVOTE A SUFFICIENT AMOUNT OF TIME TO OUR
     BUSINESS OPERATIONS, CAUSING OUR BUSINESS TO FAIL.

Our officer and director, currently devotes approximately 5-7 hours per week
providing management services to us. While she presently possesses adequate time
to attend to our interest, it is possible that the demands on her from other
obligations could increase, with the result that she would no longer be able to
devote sufficient time to the management of our business. This could negatively
impact our business development.

8.   ACCESS TO THE TAB 1-4 CLAIMS MAY BE RESTRICTED BY INCLEMENT WEATHER DURING
     THE YEAR, WHICH MAY DELAY OUR PROPOSED MINERAL EXPLORATION PROGRAMS AND ANY
     FUTURE MINING EFFORTS.

Access to the Tab 1-4 Claims is restricted during the period between December
and February of each year due to snow in the area. As a result, any attempts to
visit, test, or explore the claims are largely limited to the other nine months
of the year when weather permits such activities. These limitations can result
in delays in exploration efforts, as well as mining and production if commercial
amounts of minerals are found. This could cause our business venture to fail.

9.   BECAUSE OF THE SPECULATIVE NATURE OF EXPLORATION OF MINERAL PROPERTIES,
     THERE IS A SUBSTANTIAL RISK THAT OUR BUSINESS WILL FAIL.

The search for valuable minerals as a business is extremely risky. We cannot
provide investors with any assurance that any of the mineral properties contain
commercially exploitable reserves of gold, silver, barite or other minerals.
Exploration for minerals is a speculative venture necessarily involving
substantial risk. The expenditures to be made by Laredo in the exploration of
the mineral properties may not result in the discovery of commercial quantities
of minerals. Problems such as unusual or unexpected formations and other
conditions are involved in mineral exploration and often result in unsuccessful
exploration efforts. In such a case, we would be unable to complete the business
plan.

10.  WE MAY INCUR LIABILITY OR DAMAGES AS WE CONDUCT BUSINESS OPERATIONS DUE TO
     THE INHERENT DANGERS INVOLVED IN MINERAL EXPLORATION.

The search for minerals involves numerous hazards. As a result, we may become
subject to liability for such hazards, including pollution, cave-ins and other
hazards against which we cannot insure or against which management may elect not
to insure. We currently have no such insurance nor does management expect to get
such insurance for the foreseeable future. If a hazard were to occur, the costs
of rectifying the hazard may exceed our asset value and cause us to liquidate
all assets.

11.  WE FACE SIGNIFICANT COMPETITION IN THE MINERAL EXPLORATION INDUSTRY.

                                       16
<PAGE>
We compete with other mining and exploration companies possessing greater
financial resources and technical facilities than we do in connection with the
acquisition of mineral exploration claims and other precious metals prospects
and in connection with the recruitment and retention of qualified personnel.
There is significant competition for the limited number of mineral acquisition
opportunities and, as a result, we may be unable to acquire an interest in
attractive mineral exploration properties on terms we consider acceptable on a
continuing basis.

12.  GOVERNMENT REGULATION OR ANY CHANGE IN SUCH REGULATION MAY ADVERSELY AFFECT
     OUR BUSINESS.

There are several governmental regulations that materially restrict mineral
exploration. We will be subject to the laws of the State of Nevada as we carry
out our exploration program. We may be required to obtain work permits, post
bonds and perform remediation work for any physical disturbance to the land in
order to comply with these laws. If we enter the production phase, the cost of
complying with permit and regulatory environment laws will be greater because
the impact on the project area is greater. Permits and regulations will control
all aspects of the production program if the project continues to that stage.
Examples of regulatory requirements include:

     (a)  Water discharge will have to meet drinking water standards;

     (b)  Dust generation will have to be minimal or otherwise re-mediated;

     (c)  Dumping of material on the surface will have to be re-contoured and
          re-vegetated with natural vegetation;

     (d)  An assessment of all material to be left on the surface will need to
          be environmentally benign;

     (e)  Ground water will have to be monitored for any potential contaminants;

     (f)  The socio-economic impact of the project will have to be evaluated and
          if deemed negative, will have to be remediated; and

     (g)  There will have to be an impact report of the work on the local fauna
          and flora including a study of potentially endangered species.

There is a risk that new regulations could increase our costs of doing business
and prevent us from carrying out our exploration program. We will also have to
sustain the cost of reclamation and environmental remediation for all
exploration work undertaken. Both reclamation and environmental remediation
refer to putting disturbed ground back as close to its original state as
possible. Other potential pollution or damage must be cleaned-up and renewed
along standard guidelines outlined in the usual permits. Reclamation is the
process of bringing the land back to its natural state after completion of
exploration activities. Environmental remediation refers to the physical
activity of taking steps to remediate, or remedy, any environmental damage
caused. The amount of these costs is not known at this time as we do not know
the extent of the exploration program that will be undertaken beyond completion

                                       17
<PAGE>
of the recommended work program. If remediation costs exceed our cash reserves
we may be unable to complete our exploration program and have to abandon our
operations.

13.  COMPLIANCE WITH HEALTH, SAFETY AND ENVIRONMENT REGULATIONS MAY IMPOSE
     BURDENSOME COSTS AND IF COMPLIANCE IS NOT ACHIEVED OUR BUSINESS AND
     REPUTATION MAY BE DETRIMENTALLY IMPACTED.

The nature of the industries in which we operates means that our activities are
highly monitored by health, safety and environmental groups. As regulatory
standards and expectations are constantly developing, we may be exposed to
increased litigation, compliance costs and unforeseen environmental remediation
expenses.

The search for valuable minerals involves numerous hazards. As a result, we may
become subject to liability for such hazards, including pollution, cave-ins and
other hazards against which we cannot insure or against which we may elect not
to insure. The payment of such liabilities may have a material adverse effect on
our financial position.

We may continue to be exposed to increased operational costs due to the costs
and lost worker's time associated with the health and well-being of our
workforce on our project area.

Despite our best efforts and best intentions, there remains a risk that health,
safety and/or environmental incidents or accidents may occur which may
negatively impact our reputation and freedom or license to operate.

14.  WE MAY NOT BE ABLE TO ATTRACT AND RETAIN QUALIFIED PERSONNEL NECESSARY FOR
     THE IMPLEMENTATION OF OUR BUSINESS STRATEGY AND MINERAL EXPLORATION
     PROGRAMS.

Our future success depends largely upon the continued service of its sole
director and officer and other key personnel. Our success also depends on our
ability to attract, retain and motivate qualified personnel. Key personnel
represent a significant asset, and the competition for these personnel is
intense in the mineral exploration industry.

We may have particular difficulty attracting and retaining key personnel in
initial phases of our mineral exploration program. We do not maintain key person
life insurance on any of our personnel. The loss of one or more of our key
employees or its inability to attract, retain and motivate qualified personnel
could negatively impact our ability to complete our mineral exploration program.

15.  MARKET FACTORS IN THE MINING INDUSTRY ARE OUT OF OUR CONTROL, AND AS A
     RESULT, WE MAY NOT BE ABLE TO MARKET ANY MINERALS THAT MAY BE FOUND ON THE
     CLAIMS.

The mining industry, in general, is intensely competitive and management can
provide no assurance to investors even if minerals are discovered on the claims
that a ready market will exist from the sale of any ore found. Numerous factors
beyond our control may affect the marketability of minerals. These factors
include market fluctuations, the proximity and capacity of natural resource
markets and processing equipment, government regulations, including regulations
relating to prices, taxes, royalties, land tenure, land use, importing and
exporting of minerals and environmental protection. The exact effect of these

                                       18
<PAGE>
factors cannot be accurately predicted, but the combination of these factors may
result in our not receiving an adequate return on invested capital.

16.  WE DO NOT EXPECT TO PAY DIVIDENDS IN THE FORESEEABLE FUTURE.

We have never paid cash dividends on our shares of common stock and have no
plans to do so in the foreseeable future. We intend to retain earnings, if any,
to develop and expand business operations.

17.  THERE IS NO LIQUIDITY AND NO ESTABLISHED MARKET FOR OUR COMMON STOCK, AND
     AS A RESULT IT MAY BE IMPOSSIBLE TO SELL YOUR SHARES.

There is presently no public market for our common stock. While management
intends to contact an authorized OTC Bulletin Board market maker for sponsorship
of our common stock, management cannot guarantee that such sponsorship will be
approved and our common stock listed and quoted for sale. Even if our common
stock is quoted for sale, buyers may be insufficient in numbers to allow for a
robust market and it may prove impossible to sell your shares.

18.  ANY SALE OF A SIGNIFICANT AMOUNT OF OUR SHARES OF COMMON STOCK INTO THE
     PUBLIC MARKET MAY HAVE AN ADVERSE EFFECT ON OUR STOCK PRICE.

Any sale of a substantial amount of our common stock in the public market may
adversely affect the market price of the common stock. Such sales could create
public perception of difficulties or problems with our business and may depress
our stock price. Nancy Farrell, the sole director and officer of Laredo Mining,
currently owns 3,000,000 shares of common stock, which represent 60% of the
outstanding shares of common stock. All of Ms. Farrell's shares are restricted
from trading.

19.  "PENNY STOCK" RULES MAY MAKE BUYING OR SELLING OUR SHARES OF COMMON STOCK
     DIFFICULT, AND SEVERELY LIMIT THE MARKET AND LIQUIDITY OF THE SHARES OF
     COMMON STOCK.

Trading in our shares of common stock is subject to certain regulations adopted
by the SEC commonly known as the "penny stock" rules. These rules govern how
broker-dealers can deal with their clients and "penny stocks". The additional
burdens imposed upon broker-dealers by the "penny stock" rules may discourage
broker-dealers from effecting transactions in our securities, which could
severely limit their market price and liquidity of our securities. The penny
stock markets have suffered in recent years from fraud and abuse arising from
one or a few broker-dealers controlling the market for a security, high pressure
sales tactics used by boiler room practices, manipulation of prices through
pre-arranged transactions followed by a large volume sale by broker dealers,
misleading information be disseminated, and excessive mark-ups and undisclosed
bid-ask differentials by selling broker-dealers.

20.  WE WILL INCUR ONGOING COSTS AND EXPENSES FOR SEC REPORTING AND COMPLIANCE.
     WITHOUT REVENUE WE MAY NOT BE ABLE TO REMAIN IN COMPLIANCE, MAKING IT
     DIFFICULT FOR INVESTORS TO SELL THEIR SHARES, IF AT ALL.

We plan to contact a market maker and apply to have the shares quoted on the OTC
Electronic Bulletin Board. To be eligible for quotation, issuers must remain
current in their filings with the SEC. In order for us to remain in compliance

                                       19
<PAGE>
we will require future revenues to cover the cost of these filings, which could
comprise a substantial portion of our available cash resources. If we are unable
to generate sufficient revenues to remain in compliance it may be difficult for
you to resell any shares you may purchase, if at all.

ITEM 2. PROPERTIES

We currently do not own any physical property or own any real property.

We currently utilize space provided to us on a rent free basis from our officer
and director, Nancy Farrell at 1426 Cole Lane, Upland, CA 91784. Management
believes the current premises are sufficient for its needs at this time.

ITEM 3. LEGAL PROCEEDINGS

We are not currently involved in any legal proceedings and we are not aware of
any pending or potential legal actions.

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

There were no matters submitted to a vote of the security holders during the
year ended May 31, 2009.

                                     PART II

ITEM 5. MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS

There is currently no public market for our common stock. There has been no
public trading of our securities, and, therefore, no high and low bid pricing.

We have paid no cash dividends and have no outstanding options. We have no
securities authorized for issuance under equity compensation plans.

The Securities and Exchange Commission (SEC) has adopted rules that regulate
broker-dealer practices in connection with transactions in penny stocks. Penny
stocks are generally equity securities with a price of less than $5.00, other
than securities registered on certain national securities exchanges or quoted on
the NASDAQ system, provided that current price and volume information with
respect to transactions in such securities is provided by the exchange or
quotation system. The penny stock rules require a broker-dealer, prior to a
transaction in a penny stock, to deliver a standardized risk disclosure document
prepared by the SEC, that: (a) contains a description of the nature and level of
risk in the market for penny stocks in both public offerings and secondary
trading; b) contains a description of the broker's or dealer's duties to the
customer and of the rights and remedies available to the customer with respect
to a violation to such duties or other requirements of Securities' laws; (c)
contains a brief, clear, narrative description of a dealer market, including bid
and ask prices for penny stocks and the significance of the spread between the
bid and ask price; (d) contains a toll-free telephone number for inquiries on
disciplinary actions; (e) defines significant terms in the disclosure document
or in the conduct of trading in penny stocks; and (f) contains such other

                                       20
<PAGE>
information and is in such form, including language, type, size and format, as
the SEC shall require by rule or regulation. The broker-dealer also must
provide, prior to effecting any transaction in a penny stock, the customer with:
(a) bid and offer quotations for the penny stock; (b) the compensation of the
broker-dealer and its salesperson in the transaction; (c) the number of shares
to which such bid and ask prices apply, or other comparable information relating
to the depth and liquidity of the market for such stock; and (d) monthly account
statements showing the market value of each penny stock held in the customer's
account. In addition, the penny stock rules require that prior to a transaction
in a penny stock not otherwise exempt from those rules; the broker-dealer must
make a special written determination that the penny stock is a suitable
investment for the purchaser and receive the purchaser's written acknowledgment
of the receipt of a risk disclosure statement, a written agreement to
transactions involving penny stocks, and a signed and dated copy of a suitably
written statement.

These disclosure requirements may have the effect of reducing the trading
activity in the secondary market for our stock if it becomes subject to these
penny stock rules. Therefore, if our common stock becomes subject to the penny
stock rules, stockholders may have difficulty selling those securities.

There were no shares of common stock or other securities issued to the issuer or
affiliated purchasers during the year ended May 31, 2009.

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

FORWARD LOOKING STATEMENTS

This annual report contains forward-looking statements that involve risk and
uncertainties. We use words such as "anticipate", "believe", "plan", "expect",
"future", "intend", and similar expressions to identify such forward-looking
statements. Investors should be aware that all forward-looking statements
contained within this filing are good faith estimates of management as of the
date of this filing. Our actual results could differ materially from those
anticipated in these forward-looking statements for many reasons, including the
risks faced by us as described in the "Risk Factors" section and elsewhere in
this annual report.

RESULTS OF OPERATIONS

We have generated no revenues since inception and have incurred $12,616 in
expenses through May 31, 2009.

The following table provides selected financial data about our company for the
years ended May 31, 2009 and 2008.

             Balance Sheet Data:             5/31/09          5/31/08
             -------------------             -------          -------

             Cash                        $       114            8,964
             Restricted Cash             $    23,625                0
             Total assets                $    23,739            8,964
             Total liabilities           $    12,480                0
             Shareholders' equity        $    11,259            8,964

                                       21
<PAGE>
We received our initial funding of $9,000 through the sale of common stock to
our director who purchased 3,000,000 shares of common stock at $.003 per share
on March 31, 2008. During May 2009, the Company authorized the sale of 2,000,000
shares at $0.015 per share. Shares were not to be issued unless the full $30,000
in capital was subscribed. The Company issued 2,000,000 shares on June 4, 2009.
As of May 31, 2009, 1,575,000 shares were subscribed for $23,625. The $23,625 is
restricted cash as of May 31, 2009.

PLAN OF OPERATION

Our plan of operation is to conduct mineral exploration activities on the Tab
1-4 Mineral Claims in order to assess whether the property contains mineral
reserves capable of commercial extraction. Our exploration program is designed
to explore for commercially viable deposits of silver, gold and other minerals.
We have not, nor has any predecessor, identified any commercially exploitable
reserves of these minerals on the property.

Our plan of operation for the next twelve months is to complete the first phase
of the exploration program on our claim consisting of detailed prospecting,
mapping, soil surveys and VLF-EM and magnetometer surveys. In addition to the
$19,000 we anticipate spending for Phase 1 and 2 for the exploration program as
outlined below, we anticipate spending over the next 12 months an additional
$10,000 on professional fees, including fees payable in connection with
compliance with reporting obligations. Total expenditures are therefore expected
to be approximately $29,000. If we experience a shortage of funds during the
next 12 months, we may utilize funds from our director, who has informally
agreed to advance funds to allow us to pay for professional fees and operating
expenses, however she has no formal commitment, arrangement or legal obligation
to advance or loan funds to the company.

We engaged James McLeod, P. Eng., to prepare a geological evaluation report on
the Tab 1-4 Mineral Claims. Mr. McLeod's report summarizes the results of the
history of the exploration of the mineral claims, the regional and local geology
of the mineral claims and the mineralization and the geological formations
identified as a result of the prior exploration in the claim areas. The
following three phase exploration proposal and cost estimate is offered with the
understanding that consecutive phases are contingent upon positive and
encouraging results being obtained from each preceding phase:

PHASE 1

Detailed prospecting, mapping and soil geochemistry.
The estimated cost for this program is all inclusive.
It is estimated that it could take a week of work and
a number of more weeks to perform the analyses                         $ 9,500

PHASE 2

Magnetometer and VLF electromagnetic, grid controlled
surveys over the areas of interest determined by the
Phase 1 survey. Included in this estimated cost is
transportation, accommodations, board, grid installation,
two geophysical surveys, maps and report                                 9,500

                                       22
<PAGE>
PHASE 3

Induced polarization survey over grid controlled anomalous
areas of interest outlined by Phase 1&2 fieldwork. Hoe or
bulldozer trenching, mapping and sampling of bedrock
anomalies. Includes assays, detailed maps and reports                   25,000
                                                                       -------

                                      Total                            $44,000
                                                                       =======

We plan to commence Phase I of the exploration program on the claim in late
summer or early fall 2009. We expect this phase to take 2 weeks to complete and
an additional two months for the consulting geologist to receive the results of
the surveys and prepare his report.

The above program costs are management's estimates based upon the
recommendations of the professional consulting geologist's report and the actual
project costs may exceed our estimates. To date, we have not commenced
exploration.

Following Phase I of the exploration program, if it proves successful in
identifying mineral deposits, we intend to proceed with Phase II of our
exploration program. The estimated cost of this program is $9,500 and will take
approximately 10 days to complete and an additional two months for the
consulting geologist to receive the results from the assay lab and prepare his
report.
Following Phase II of the exploration program, if it proves successful in
identifying mineral deposits, we intend to proceed with Phase III of our
exploration program if we are able to raise the funds necessary. The estimated
cost of this program is $25,000 and will take approximately 4 weeks to complete
and an additional two months for the consulting geologist to receive the results
from the assay lab and prepare his report.

We anticipate commencing Phase II of our exploration program in spring 2010,
depending on whether Phase 1 program proves successful in identifying mineral
deposits. Subject to financing, we anticipate commencing Phase III of our
exploration program in 2010, depending on whether Phase II program proves
successful in identifying mineral deposits. We have a verbal agreement with
James McLeod, P.Eng., the consulting geologist who prepared the geology report
on our claim, to retain his services for our planned exploration program. We
will require additional funding to proceed with Phase III and any subsequent
work on the claims, we have no current plans on how to raise the additional
funding. We cannot provide investors with any assurance that we will be able to
raise sufficient funds to proceed with any work after the first two phases of
the exploration program.

LIQUIDITY AND CAPITAL RESOURCES

Our cash in the bank at May 31, 2009 was $114, total assets were $23,739 and
outstanding liabilities were $12,480, consisting of $80 in accounts payable and
$12,400 in a loan from our director. Our director has agreed to provide
additional funding that will enable us to maintain a positive cash flow needed
to pay for our current level of operating expenses over the next twelve months.
There are no formal commitments or arrangements with our director to advance or
loan funds. There are no terms regarding repayment of any loan or capital
contribution. We are a development stage company and have generated no revenue
to date.

                                       23
<PAGE>
During May 2009, the Company authorized the sale of 2,000,000 shares at $0.015
per share. Shares were not to be issued unless the full $30,000 in capital was
subscribed. The Company issued 2,000,000 shares on June 4, 2009. As of May 31,
2009, 1,575,000 shares were subscribed for $23,625. The $23,625 was restricted
cash as of May 31, 2009.

OFF-BALANCE SHEET ARRANGEMENTS

We do not have any off-balance sheet arrangements that have or are reasonably
likely to have a current or future effect on our financial condition, changes in
financial condition, revenues or expenses, results of operations, liquidity,
capital expenditures or capital resources that is material to investors.

                                       24
<PAGE>
ITEM 8. FINANCIAL STATEMENTS

             REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors
Laredo Mining, Inc.
Redlands, California

We have  audited  the  accompanying  balance  sheets of Laredo  Mining,  Inc. (A
Development  Stage  Enterprise)  as of May 31,  2009 and  2008  and the  related
statements of  operations,  stockholders'  equity,  and cash flows for the years
then ended and the period March 31, 2008 (inception) through May 31, 2009. These
financial  statements are the  responsibility of the Company's  management.  Our
responsibility  is to express an opinion on these financial  statements based on
our audits.

We conducted our audits in accordance  with the standards of the Public  Company
Accounting Oversight Board (United States). Those standards require that we plan
and  perform  the  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 includes examining,
on a  test  basis,  evidence  supporting  the  amounts  and  disclosures  in the
financial statements. An audit also includes assessing the accounting principles
used and  significant  estimates made by  management,  as well as evaluating the
overall financial statement  presentation.  We believe that our 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 Laredo  Mining,  Inc.  (A
Development Stage Enterprise) as of May 31, 2009 and 2008 and the results of its
operations  and cash flows for years then  ended and the period  March 31,  2008
(inception)  through May 31, 2009, in conformity  with U.S.  generally  accepted
accounting principles.

The  accompanying  financial  statements  have been  prepared  assuming that the
Company  will  continue  as a  going  concern.  As  discussed  in  Note 6 to the
financial statements,  the Company has limited operations and has no established
source of revenue.  This raises  substantial doubt about its ability to continue
as a going  concern.  Management's  plan in  regard  to  these  matters  is also
described in Note 6. The  financial  statements  do not include any  adjustments
that might result from the outcome of this uncertainty.



/s/ Kyle L. Tingle, CPA, LLC
----------------------------------
Kyle L. Tingle, CPA, LLC

June 23, 2008
Las Vegas, Nevada

                                       25
<PAGE>
                               Laredo Mining, Inc.
                        (An Exploration Stage Enterprise)
                                 Balance Sheets

<TABLE>
<CAPTION>
                                                                        May 31,            May 31,
                                                                         2009               2008
                                                                       --------           --------
<S>                                                                    <C>                <C>
ASSETS

Current Assets
  Cash in bank                                                         $    114           $  8,964
  Restricted cash                                                        23,625                 --
                                                                       --------           --------
Total Current Assets                                                     23,739              8,964
                                                                       --------           --------

Total Assets                                                           $ 23,739           $  8,964
                                                                       ========           ========

LIABILITIES AND STOCKHOLDER'S EQUITY

Current liabilities
  Accounts payable                                                     $     80           $     --
  Loan from director                                                     12,400                 --
                                                                       --------           --------
                                                                         12,480                 --
STOCKHOLDER'S EQUITY
  Common stock subscribed                                                23,625                 --
  Preferred stock: $0.0001 par value; authorized 10,000,000 shares;
   no shares issued or outstanding                                           --                 --
  Common stock: $0.0001 par value; 90,000,000 authorized;
   3,000,000 common shares issued and outstanding at
   May 31, 2009 and May 31, 2008 respectively                               300                300
  Additional paid in capital                                              8,700              8,700
  Accumulated deficit during exploration stage                          (21,366)               (36)
                                                                       --------           --------
Total stockholder's equity                                               11,259              8,964
                                                                       --------           --------

TOTAL LIABILITIES AND STOCKHOLDER'S EQUITY                             $ 23,739           $  8,964
                                                                       ========           ========
</TABLE>


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

                                       26
<PAGE>
                               Laredo Mining, Inc.
                        (An Exploration Stage Enterprise)
                            Statements of Operations

<TABLE>
<CAPTION>
                                                                                                   March 31, 2008
                                                                                                (Date of Inception)
                                                          Year Ended           Year Ended            through
                                                            May 31,              May 31,              May 31,
                                                             2009                 2008                 2009
                                                          ----------           ----------           ----------
<S>                                                       <C>                  <C>                  <C>
Revenue                                                   $       --           $       --           $       --
                                                          ----------           ----------           ----------

Cost of revenue                                                   --                   --                   --
                                                          ----------           ----------           ----------

Gross profit                                                      --                   --                   --

General, selling, and administrative expenses                 14,330                   36               14,366
Mineral Expenditures                                           7,000                   --                7,000
                                                          ----------           ----------           ----------

Operating loss                                               (21,330)                 (36)             (21,366)

Non-operating income (expense)                                    --                   --                   --
                                                          ----------           ----------           ----------

Net loss                                                  $  (21,330)          $      (36)          $  (21,366)
                                                          ==========           ==========           ==========

Net loss per share, basic and diluted                     $    (0.01)          $    (0.00)          $    (0.01)
                                                          ==========           ==========           ==========

Weighted average number of common shares outstanding       3,000,000            3,000,000            3,000,000
                                                          ==========           ==========           ==========
</TABLE>


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

                                       27
<PAGE>
                               Laredo Mining, Inc.
                        (An Exploration Stage Enterprise)
                   Statement of Stockholder's Equity (Deficit)
                  From Inception March 31, 2008 to May 31, 2009

<TABLE>
<CAPTION>
                                                                                                     Deficit
                                                                                                   Accumulated
                                     Common Stock      Preferred Stock                  Common       During
                                ------------------    -----------------     Paid in     Stock      Exploration     Total
                                Shares      Amount    Shares     Amount     Capital   Subscribed      Stage        Equity
                                ------      ------    ------     ------     -------   ----------      -----        ------
<S>                           <C>          <C>        <C>        <C>        <C>                      <C>          <C>
Common Shares issued to
 founders @ $0.003 per
 share, par value .0001       3,000,000    $   300         --    $    --    $ 8,700    $     --    $     --      $ 9,000

Net loss, May 31, 2008                                                                                  (36)         (36)
                              ---------    -------    -------    -------    -------    --------    --------      --------
Balance, May 31, 2008         3,000,000        300         --         --      8,700          --         (36)        8,964

Common stock subscribed                                                                  23,625                    23,625

Net loss, May 31, 2009                                                                              (21,580)      (21,580)
                              ---------    -------    -------    -------    -------    --------    --------      --------

Balance, May 31, 2009         3,000,000    $   300         --    $    --    $ 8,700    $ 23,625    $(21,616)     $ 11,009
                              =========    =======    =======    =======    =======    ========    ========      ========
</TABLE>


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

                                       28
<PAGE>
                               Laredo Mining, Inc.
                        (An Exploration Stage Enterprise)
                            Statements of Cash Flows

<TABLE>
<CAPTION>
                                                                                                March 31, 2008
                                                                                             (Date of Inception)
                                                           Year Ended         Year Ended          through
                                                             May 31,            May 31,            May 31,
                                                              2009               2008               2009
                                                            --------           --------           --------
<S>                                                         <C>                <C>                <C>
CASH FLOWS FROM OPERATING ACTIVITIES
  Net loss                                                  $(21,330)          $    (36)          $(21,366)
  Increase in Accounts payable                                    80                 --                 80
                                                            --------           --------           --------
NET CASH USED IN OPERATING ACTIVITIES                        (21,250)               (36)           (21,286)
                                                            --------           --------           --------

CASH FLOWS FROM INVESTING ACTIVITIES                              --                 --                 --
                                                            --------           --------           --------
CASH FLOWS FROM FINANCING ACTIVITIES
  Increase in loan from director                              12,400                 --             12,400
  Issuance of common stock                                        --              9,000              9,000
                                                            --------           --------           --------
NET CASH PROVIDED BY FINANCING ACTIVITIES                     12,400              9,000             21,400
                                                            --------           --------           --------

NET INCREASE IN CASH                                          (8,850)             8,964                114

Cash at beginning of year                                      8,964                 --                 --
                                                            --------           --------           --------

CASH AT END OF YEAR                                         $    114           $  8,964           $    114
                                                            ========           ========           ========

Supplemental Information and Non-Monetary Transactions

Cash paid for:
  Common stock subscribed for restricted cash               $ 23,675           $     --           $ 23,675
                                                            ========           ========           ========
  Interest expense                                          $     --           $     --           $     --
                                                            ========           ========           ========
  Income taxes                                              $     --           $     --           $     --
                                                            ========           ========           ========
</TABLE>


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

                                       29
<PAGE>
                               Laredo Mining, Inc.
                        (An Exploration Stage Enterprise)
                          Notes to Financial Statements
                              May 31, 2009 and 2008


NOTE 1 - ORGANIZATION AND DESCRIPTION OF BUSINESS

Laredo Mining,  Inc. (the Company) was  incorporated on March 31, 2008 under the
laws  of the  State  of  Delaware.  The  Company  is  primarily  engaged  in the
acquisition and exploration of mining properties.

The Company  currently has no operations  and, in accordance  with  Statement of
Financial  Accounting  Standard  (SFAS)  No. 7,  "Accounting  and  Reporting  by
Development  Stage  Enterprises," is considered an Exploration Stage Enterprise.
The Company has been in the  exploration  stage since its  formation and has not
yet realized any revenues from its planned operations.

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

BASIS OF PRESENTATION

The Company  reports revenue and expenses using the accrual method of accounting
for financial and tax reporting purposes.

USE OF ESTIMATES

Management   uses  estimates  and   assumptions  in  preparing  these  financial
statements in accordance with generally accepted  accounting  principles.  Those
estimates and assumptions affect the reported amounts of assets and liabilities,
the disclosure of contingent  assets and liabilities,  and the reported revenues
and expenses. Actual results could differ from those estimates.

CASH

For the Statement of Cash Flows, all highly liquid  investments with maturity of
three months or less are considered to be cash  equivalents.  There were no cash
equivalents as of May 31, 2009 and May 31, 2008.

MINERAL PROPERTY ACQUISITION AND EXPLORATION COSTS

Mineral property acquisition,  exploration and development costs are expensed as
incurred  until  such time as  economic  reserves  are  quantified.  To date the
Company  has not  established  any proven or  probable  reserves  on its mineral
properties.

DEPRECIATION, AMORTIZATION AND CAPITALIZATION

The Company records  depreciation  and  amortization,  when  appropriate,  using
straight-line  method over the  estimated  useful  lives of the assets  (five to
seven years). Expenditures for maintenance and repairs are charged to expense as
incurred.   Additions,   major  renewals  and  replacements  that  increase  the

                                       30
<PAGE>
                               Laredo Mining, Inc.
                        (An Exploration Stage Enterprise)
                          Notes to Financial Statements
                              May 31, 2009 and 2008


property's useful life are capitalized.  Property sold or retired, together with
the related  accumulated  depreciation is removed from the appropriate  accounts
and the resultant gain or loss is included in net income.

INCOME TAXES

The Company  accounts  for its income  taxes in  accordance  with  Statement  of
Financial  Accounting  Standards  No. 109,  "Accounting  for Income  Taxes," and
clarified by FASB Interpretation  Number ("FIN") 48, "Accounting for Uncertainty
in Income Taxes - an  interpretation of FASB Statement No. 109". Under Statement
109, a liability  method is used whereby deferred tax assets and liabilities are
determined  based on  temporary  differences  between  basis used for  financial
reporting and income tax reporting purposes.  Income taxes are provided based on
tax rates in  effect at the time such  temporary  differences  are  expected  to
reverse. A valuation allowance is provided for certain deferred tax assets if it
is more  likely  than not,  that the  Company  will not  realize  the tax assets
through future operations.  Deferred tax assets and liabilities are adjusted for
the effect of changes in tax laws and rates on the date of enactment.

FAIR VALUE OF FINANCIAL INSTRUMENTS

Financial accounting Standards Statement No. 107,  "Disclosures about Fair Value
of Financial  Instruments",  requires the Company to disclose,  when  reasonably
attainable,  the fair  market  values of its  assets and  liabilities  which are
deemed to be financial instruments.  The Company's financial instruments consist
primarily of cash and certain investments.

EARNINGS PER SHARE INFORMATION

The Company  computes per share  information  in  accordance  with SFAS No. 128,
"Earnings  per Share"  which  requires  presentation  of both basic and  diluted
earnings per share on the face of the  statement of  operations.  Basic loss per
share is computed by dividing the net loss available to common  shareholders  by
the weighted  average  number of common shares  outstanding  during such period.
Diluted  loss per share gives  effect to all dilutive  potential  common  shares
outstanding  during the period.  Dilutive loss per share  excludes all potential
common shares if their effect is anti-dilutive.

SHARE BASED EXPENSES

In December 2004, the Financial  Accounting Standards Board ("FASB") issued SFAS
No. 123R "Share  Based  Payment."  This  statement is a revision to SFAS 123 and
supersedes  Accounting  Principles  Board (APB) Opinion No. 25,  "Accounting for
Stock Issued to Employees," and amends FASB Statement No. 95, "Statement of Cash
Flows." This statement  requires a public entity to expense the cost of employee
services received in exchange for an award of equity instruments. This statement
also  provides  guidance  on valuing  and  expensing  these  awards,  as well as

                                       31
<PAGE>
                               Laredo Mining, Inc.
                        (An Exploration Stage Enterprise)
                          Notes to Financial Statements
                              May 31, 2009 and 2008


disclosure  requirements of these equity arrangements.  The Company adopted SFAS
No. 123R upon  creation of the  company  and  expenses  share based costs in the
period incurred.

NOTE 3 - PROVISION FOR INCOME TAXES

We did not provide any current or deferred U.S.  federal income tax provision or
benefit for any of the periods presented  because we have experienced  operating
losses  since  inception.  Per  Statement  of  Accounting  Standard  No.  109  -
Accounting  for  Income  Tax and FASB  Interpretation  No. 48 -  Accounting  for
Uncertainty in Income Taxes an interpretation of FASB Statement No.109,  when it
is more  likely  than not that a tax asset  cannot be  realized  through  future
income the Company  must allow for this future tax  benefit.  We provided a full
valuation  allowance on the net deferred tax asset,  consisting of net operating
loss  carryforwards,  because  management has determined  that it is more likely
than not that we will not earn income  sufficient  to realize the  deferred  tax
assets  during  the  carryforward  period.  The  Company  has not  taken any tax
positions  that, if  challenged,  would have a material  effect on the financial
statements for the  twelve-months  ended May 31, 2009, or during the prior three
years applicable under FIN 48.

The  components of the Company's  deferred tax asset as of May 31, 2009 and 2008
are as follows:

                                      2009              2008
                                    --------          --------

Net operating loss carryforward     $  7,566          $     13
Valuation allowance                   (7,566)              (13)
                                    --------          --------

Net deferred tax asset              $      0          $      0
                                    ========          ========

A  reconciliation  of income taxes  computed at the statutory rate to the income
tax amount recorded is as follows:

                                                                        Since
                                      2009              2008          Inception
                                    --------          --------        ---------

Tax at statutory rate (35%)         $  7,553          $     13         $  7,566
Increase in valuation allowance       (7,553)              (13)          (7,566)
                                    --------          --------         --------

Net deferred tax asset              $      0          $      0         $      0
                                    ========          ========         ========

The net federal  operating loss carry forward will expire in 2028 and 2029. This
carry  forward may be limited upon the  consummation  of a business  combination
under IRC Section 381.

                                       32
<PAGE>
                               Laredo Mining, Inc.
                        (An Exploration Stage Enterprise)
                          Notes to Financial Statements
                              May 31, 2009 and 2008


NOTE 4 - COMMITMENTS AND CONTINGENCIES

The Company is not presently involved in any litigation.

NOTE 5 - RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS

In May 2008, the FASB issued SFAS No. 163,  "Accounting for Financial  Guarantee
Insurance  Contracts - an  interpretation  of FASB  Statement  No. 60." SFAS 163
requires that an insurance  enterprise  recognize a claim  liability prior to an
event  of  default   (insured   event)  when  there  is  evidence   that  credit
deterioration  has occurred in an insured financial  obligation.  This Statement
also  clarifies  how  Statement  60 applies  to  financial  guarantee  insurance
contracts,  including the  recognition and measurement to be used to account for
premium  revenue  and claim  liabilities.  Those  clarifications  will  increase
comparability in financial  reporting of financial guarantee insurance contracts
by insurance  enterprises.  This Statement  requires expanded  disclosures about
financial   guarantee  insurance   contracts.   The  accounting  and  disclosure
requirements  of the Statement will improve the quality of information  provided
to users of  financial  statements.  SFAS 163 will be  effective  for  financial
statements  issued for fiscal years  beginning  after  December  15,  2008.  The
Company does not expect the adoption of SFAS 163 will have a material  impact on
its financial condition or results of operation.

In March 2008,  the Financial  Accounting  Standards  Board issued  Statement of
Financial   Accounting   Standards  No.  161,   "Disclosures   about  Derivative
Instruments  and Hedging  Activities--an  amendment of FASB  Statement  No. 133"
(SFAS  No.  161).  This  statement  changes  the  disclosure   requirements  for
derivative instruments and hedging activities.  Entities are required to provide
enhanced   disclosures   about  (a)  how  and  why  an  entity  uses  derivative
instruments,  (b) how  derivative  instruments  and  related  hedged  items  are
accounted for under Statement 133 and its related  interpretations,  and (c) how
derivative  instruments  and related  hedged items affect an entity's  financial
position,  financial performance,  and cash flows. This Statement is intended to
enhance the  current  disclosure  framework  in  Statement  133.  The  Statement
requires that objectives for using derivative  instruments be disclosed in terms
of underlying risk and accounting  designation.  This disclosure  better conveys
the purpose of derivative use in terms of the risks that the entity is intending
to manage.  Disclosing the fair values of derivative instruments and their gains
and losses in a tabular  format should  provide a more  complete  picture of the
location in an entity's  financial  statements of both the derivative  positions
existing at period end and the effect of using derivatives  during the reporting
period.  Disclosing  information about  credit-risk-related  contingent features
should provide information on the potential effect on an entity's liquidity from
using derivatives. Finally, this Statement requires cross-referencing within the
footnotes,  which should help users of  financial  statements  locate  important
information about derivative instruments.

In December 2007, the FASB issued  Statement of Financial  Accounting  Standards
No.  160 ("SFAS  160"),  "Noncontrolling  Interests  in  Consolidated  Financial
Statements",   this   statement   requires  that  the  ownership   interests  in
subsidiaries  held by  parties  other  than the  parent be  clearly  identified,

                                       33
<PAGE>
                               Laredo Mining, Inc.
                        (An Exploration Stage Enterprise)
                          Notes to Financial Statements
                              May 31, 2009 and 2008


labeled,  and  presented in the  consolidated  statement  of financial  position
within equity, but separate from the parent's equity. The amount of consolidated
net income  attributable  to the parent and to the  noncontrolling  interest  be
clearly  identified and presented on the face of the  consolidated  statement of
income.  Changes in a parent's  ownership  interest while the parent retains its
controlling  financial interest in its subsidiary be accounted for consistently.
A parent's  ownership  interest in a subsidiary  changes if the parent purchases
additional  ownership interests in its subsidiary or if the parent sells some of
its ownership  interests in its  subsidiary.  It also changes if the  subsidiary
reacquires some of its ownership  interests or the subsidiary  issues additional
ownership  interests.  All of those transactions are economically  similar,  and
this  Statement  requires  that  they be  accounted  for  similarly,  as  equity
transactions.  When a subsidiary is deconsolidated,  any retained noncontrolling
equity investment in the former subsidiary be initially  measured at fair value.
The gain or loss on the  deconsolidation of the subsidiary is measured using the
fair value of any  noncontrolling  equity  investment  rather than the  carrying
amount of that retained investment. Entities provide sufficient disclosures that
clearly  identify and  distinguish  between the  interests of the parent and the
interests of the noncontrolling  owners.  This Statement is effective for fiscal
years,  and interim  periods  within those fiscal  years,  beginning on or after
December  15,  2008 (that is,  January  1,  2009,  for  entities  with  calendar
year-ends). Earlier adoption is prohibited. The effective date of this Statement
is the same as that of the related Statement 141(R)

In December 2007, the FASB issued  Statement of Financial  Accounting  Standards
No. 141R, "Business Combinations",  (SFAS No. 141R"). This statement changes the
accounting for business combinations.  Under this statement, an acquiring entity
is required to recognize all the assets  acquired and  liabilities  assumed in a
transaction at the  acquisition-date  fair value with limited  exceptions.  This
statement  changes the accounting  treatment and disclosure for certain specific
items  in a  business  combination.  This  statement  applies  prospectively  to
business  combinations  for  which  the  acquisition  date  is on or  after  the
beginning of the first annual  reporting  period  beginning on or after December
15, 2008.  Accordingly,  any business combinations we engage in will be recorded
and disclosed following existing generally accepted accounting principles (GAAP)
until January 1, 2009. We expect SFAS No. 141R will have an impact on accounting
for  business  combinations  once  adopted  but the  effect  is  dependent  upon
acquisitions at that time.

NOTE 6 - GOING CONCERN

Future  issuances of the Company's equity or debt securities will be required in
order for the Company to continue to finance its  operations  and  continue as a
going concern. The Company's present revenues are insufficient to meet operating
expenses.

The financial  statements  of the Company have been  prepared  assuming that the
Company  will  continue  as a going  concern,  which  contemplates,  among other
things,  the  realization of assets and the  satisfaction  of liabilities in the
normal  course of business.  The Company has incurred  cumulative  net losses of
$21,616  since  its  inception  and  requires   capital  for  its   contemplated

                                       34
<PAGE>
                               Laredo Mining, Inc.
                        (An Exploration Stage Enterprise)
                          Notes to Financial Statements
                              May 31, 2009 and 2008


operational  and marketing  activities to take place.  The Company's  ability to
raise  additional  capital  through  the  future  issuances  of common  stock is
unknown. The obtainment of additional financing,  the successful  development of
the Company's contemplated plan of operations,  and its transition,  ultimately,
to the  attainment  of  profitable  operations  are necessary for the Company to
continue  operations.  The ability to  successfully  resolve these factors raise
substantial  doubt about the Company's  ability to continue as a going  concern.
The financial  statements of the Company do not include any adjustments that may
result from the outcome of these aforementioned uncertainties.

NOTE 7 - RELATED PARTY TRANSACTIONS

The sole officer and director of the Company may, in the future, become involved
in other business  opportunities as they become  available,  thus she may face a
conflict in selecting between the Company and her other business  opportunities.
The Company has not formulated a policy for the resolution of such conflicts.

The  sole  officer  and  director  of the  Company,  will  not be  paid  for any
underwriting services that she performs on behalf of the Company with respect to
the Company's  current S-1  offering.  She will also not receive any interest on
any funds that she  advances to the Company for offering  expenses  prior to the
offering being closed which will be repaid from the proceeds of the offering.

While the Company is seeking additional  capital,  the sole officer and director
has  advanced  funds to the Company to pay for any costs  incurred by it.  These
funds are  interest  free.  The balance due the sole  officer and  director  was
$12,400 and $0 on May 31, 2009 and May 31, 2008, respectively.

NOTE 8 - STOCKHOLDER'S EQUITY

The  stockholder's  equity section of the Company contains the following classes
of capital stock as of May 31, 2009

Preferred Shares, $ 0.0001 par value: 10,000,000 shares authorized.

Common Stock, $ 0.0001 par value: 90,000,000 shares authorized; 3,000,000 shares
issued and outstanding.

On March 31, 2008 the Company issued a total of 3,000,000 shares of common stock
to one  director  for cash in the  amount of  $0.003  per share for a total of $
9,000.

As of May 31,  2009,  the Company has not granted any stock  options and has not
recorded any stock-based compensation.

                                       35
<PAGE>
                               Laredo Mining, Inc.
                        (An Exploration Stage Enterprise)
                          Notes to Financial Statements
                              May 31, 2009 and 2008


During May 2009, the Company  authorized the sale of 2,000,000  shares at $0.015
per share.  Shares were not to be issued  unless the full $30,000 in capital was
subscribed.  The Company issued  2,000,000 shares on June 4, 2009. As of May 31,
2009,  1,575,000  shares were subscribed for $23,625.  The $23,625 is restricted
cash as of May 31, 2009.

NET LOSS PER COMMON SHARE

Net loss per share is calculated in accordance with SFAS No. 128,  "EARNINGS PER
SHARE." The  weighted-average  number of common shares  outstanding  during each
period  is used to  compute  basic  loss per  share.  Diluted  loss per share is
computed  using the weighted  averaged  number of shares and dilutive  potential
common shares  outstanding.  Dilutive  potential  common  shares are  additional
common shares assumed to be exercised.

Basic  net loss per  common  share is based on the  weighted  average  number of
shares of common stock outstanding of 3,000,000 for the years ended May 31, 2009
and May 31, 2008.  As of May 31,  2009,  May 31, 2008 and since  inception,  the
Company had no dilutive potential common shares.

Note 9 - SUBSEQUENT EVENT

On June 4, 2009 the Company  issued a total of 2,000,000  shares of common stock
to various individuals for cash in the amount of $0.015 per share for a total of
$30,000 to complete it's S-1 offering.

                                       36
<PAGE>
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON FINANCIAL DISCLOSURE

None.

ITEM 9A. CONTROLS AND PROCEDURES

MANAGEMENT'S REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING

Our management is responsible for establishing and maintaining adequate internal
control over financial reporting. Internal control over financial reporting is
defined in Rule 13a-15(f) or 15d-15(f) promulgated under the Securities Exchange
Act of 1934 as a process designed by, or under the supervision of, the company's
principal executive and principal financial officers and effected by the
company's board of directors, management and other personnel, to provide
reasonable assurance regarding the reliability of financial reporting and the
preparation of financial statements for external purposes in accordance with
accounting principles generally accepted in the United States of America and
includes those policies and procedures that:

     -    Pertain  to the  maintenance  of  records  that in  reasonable  detail
          accurately and fairly reflect the transactions and dispositions of the
          assets of the company;
     -    Provide  reasonable   assurance  that  transactions  are  recorded  as
          necessary to permit preparation of financial  statements in accordance
          with accounting  principles generally accepted in the United States of
          America and that  receipts and  expenditures  of the company are being
          made  only  in  accordance  with   authorizations  of  management  and
          directors of the company; and
     -    Provide reasonable  assurance regarding prevention or timely detection
          of  unauthorized  acquisition,  use or  disposition  of the  company's
          assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting
may not prevent or detect misstatements. Projections of any evaluation of
effectiveness to future periods are subject to the risk that controls may become
inadequate because of changes in conditions, or that the degree of compliance
with the policies or procedures may deteriorate. All internal control systems,
no matter how well designed, have inherent limitations. Therefore, even those
systems determined to be effective can provide only reasonable assurance with
respect to financial statement preparation and presentation. Because of the
inherent limitations of internal control, there is a risk that material
misstatements may not be prevented or detected on a timely basis by internal
control over financial reporting. However, these inherent limitations are known
features of the financial reporting process. Therefore, it is possible to design
into the process safeguards to reduce, though not eliminate, this risk.

As of May 31, 2009 management assessed the effectiveness of our 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. Based on that
evaluation, they concluded that, during the period covered by this report, such
internal controls and procedures were not effective to detect the inappropriate
application of US GAAP rules as more fully described below. This was due to
deficiencies that existed in the design or operation of our internal controls

                                       37
<PAGE>
over financial reporting that adversely affected our internal controls and that
may be considered to be material weaknesses.

The matters involving internal controls and procedures that our management
considered to be material weaknesses under the standards of the Public Company
Accounting Oversight Board were: (1) lack of a functioning audit committee due
to a lack of a majority of independent members and a lack of a majority of
outside directors on our board of directors, resulting in ineffective oversight
in the establishment and monitoring of required internal controls and
procedures; (2) inadequate segregation of duties consistent with control
objectives; and (3) ineffective controls over period end financial disclosure
and reporting processes. The aforementioned material weaknesses were identified
by our Chief Executive Officer in connection with the review of our financial
statements as of May 31, 2009.

Management believes that the material weaknesses set forth in items (2) and (3)
above did not have an effect on our financial results. However, management
believes that the lack of a functioning audit committee and the lack of a
majority of outside directors on our board of directors results in ineffective
oversight in the establishment and monitoring of required internal controls and
procedures, which could result in a material misstatement in our financial
statements in future periods.

This annual report does not include an attestation report of the Corporation's
registered public accounting firm regarding internal control over financial
reporting. Management's report was not subject to attestation by the
Corporation's registered public accounting firm pursuant to temporary rules of
the SEC that permit the Corporation to provide only the management's report in
this annual report.

MANAGEMENT'S REMEDIATION INITIATIVES

In an effort to remediate the identified material weaknesses and other
deficiencies and enhance our internal controls, we have initiated, or plan to
initiate, the following series of measures:

We will create a position to segregate duties consistent with control objectives
and will increase our personnel resources and technical accounting expertise
within the accounting function when funds are available to us. And, we plan to
appoint one or more outside directors to our board of directors who shall be
appointed to an audit committee resulting in a fully functioning audit committee
who will undertake the oversight in the establishment and monitoring of required
internal controls and procedures such as reviewing and approving estimates and
assumptions made by management when funds are available to us.

Management believes that the appointment of one or more outside directors, who
shall be appointed to a fully functioning audit committee, will remedy the lack
of a functioning audit committee and a lack of a majority of outside directors
on our Board.

We anticipate that these initiatives will be at least partially, if not fully,
implemented by May 31, 2010. Additionally, we plan to test our updated controls
and remediate our deficiencies by May 31, 2010.

                                       38
<PAGE>
CHANGES IN INTERNAL CONTROLS OVER FINANCIAL REPORTING

There was no change in our internal controls over financial reporting that
occurred during the period covered by this report, which has materially
affected, or is reasonably likely to materially affect, our internal controls
over financial reporting.

                                    PART III

ITEM 10.  DIRECTORS AND EXECUTIVE OFFICERS

The names, ages and titles of our executive officers and director are as
follows:

Name and Address of Executive
  Officer and/or Director       Age                   Position
  -----------------------       ---                   --------

Nancy Farrell                   57  President, Secretary, Treasurer and Director
1426 Cole Lane
Upland, CA  91784

Nancy Farrell is the promoter of Laredo Mining, as that term is defined in the
rules and regulations promulgated under the Securities and Exchange Act of 1933.

Ms. Farrell has no formal training as a geologist or in the technical or
managerial aspects of management of a mineral exploration company. Her prior
business experiences have primarily been within the medical field and not in the
mineral exploration industry. Accordingly, we will have to rely on the technical
services of others to advise us on the managerial aspects specifically
associated with a mineral exploration company. We do not have any employees who
have professional training or experience in the mining industry. We rely on
independent geological consultants to make recommendations to us on work
programs on our property, to hire appropriately skilled persons on a contract
basis to complete work programs and to supervise, review, and report on such
programs to us.

TERM OF OFFICE

Our director is appointed to hold office until the next annual meeting of our
stockholders or until her successor is elected and qualified, or until she
resigns or is removed in accordance with the provisions of the Delaware Revised
Statutes. Our officer is appointed by our Board of Directors and holds office
until removed by the Board.

SIGNIFICANT EMPLOYEES

We have no significant employees other than our officer and director, Nancy
Farrell. Ms. Farrell currently devotes approximately 5-7 hours per week to
company matters. After receiving funding per our business plan she intends to
devote as much time as the Board of Directors deem necessary to mange the
affairs of the company.

                                       39
<PAGE>
Ms. Farrell has not been the subject of any order, judgment, or decree of any
court of competent jurisdiction, or any regulatory agency permanently or
temporarily enjoining, barring, suspending or otherwise limiting her from acting
as an investment advisor, underwriter, broker or dealer in the securities
industry, or as an affiliated person, director or employee of an investment
company, bank, savings and loan association, or insurance company or from
engaging in or continuing any conduct or practice in connection with any such
activity or in connection with the purchase or sale of any securities. She has
not been convicted in any criminal proceeding (excluding traffic violations) nor
is she subject of any currently pending criminal proceeding.

We conduct our business through agreements with consultants and arms-length
third parties. Currently, we have no formal consulting agreements in place. We
have a verbal arrangement with the consulting geologist to conduct the
exploratory work on the Tab 1-4 Mineral Claims. We pay the consulting geologist
the usual and customary rates received by geologists performing similar
consulting services.

RESUME

Nancy Farrell has been president, secretary and treasurer of the company since
inception.

EDUCATION

Dec 2004   Loma Linda University, Graduate School, (APA accredited)
             Loma Linda, California
             DEGREE: Doctor of Psychology
             MAJOR: Clinical Psychology
             MINOR: Neuropsychology

Dec 2004   Loma Linda University, School of Public Health
             Loma Linda, California
             DEGREE: Doctor of Public Health
             MAJOR: Preventive Care

Dec 2004   DrPH/PsyD Dissertation. Department of Psychology and Department of
           Public Health, Loma Linda University;
             Loma Linda, California
             STUDY: Middle School Students' Experiences with Discipline: A
             Contextual Look at Adult, School, and Neighborhood Connectedness

Oct 2001   Loma Linda University, Graduate School, (APA accredited)
             Loma Linda, California
             DEGREE: Master of Arts; Psychology

June 1995  California State University, San Bernardino
             San Bernardino, California
             DEGREE: Bachelor of Arts; Psychology

                                       40
<PAGE>
CURRENT POSITION
Feb 2009   CLINICAL PSYCHOLOGIST - VA Loma Linda Healthcare System, Loma
Present    Linda, CA
           Behavioral Medicine Services
           Psychological  services  pertaining  to broad range of  psychological
           disorders  with strong  emphasis on Post  Traumatic  Stress  Disorder
           (PTSD), depression, adjustment to disability and anxiety.
           Individual,  group and family  psychoeducation  and treatment  with a
           diverse  population.  Consultation  with  treatment  team,  committee
           advisement and supervision of psychology interns.

CLINICAL EXPERIENCE
June 2008- CLINICAL PSYCHOLOGIST - Casa Colina Centers for Rehabilitation,
Feb 2009   Pomona, CA
           Inpatient Hospital, Outpatient and Transitional Living Center
           Comprehensive  psychological  services  pertaining to acquired  brain
           injuries,   neurodegenerative   conditions,   spinal   cord   injury,
           orthopedic injury,  amputations.  Individual and group  psychological
           treatments,  behavioral interventions.  Interdisciplinary teamwork in
           conjunction with psychiatrists, therapists and case managers.

SUPERVISED CLINICAL EXPERIENCE

Feb 2005-  POST-DOCTORAL INTERNSHIP (PSYCHOLOGY), Casa Colina Centers for
Jun 2008   Rehabilitation, Pomona California
           Inpatient Hospital
           CLINICAL ACTIVITIES:  Provide services to patients and their families
           with  psychological  needs  pertaining  to  acquired  brain  injuries
           (traumatic brain injury, stroke, encephalopathies), neurodegenerative
           conditions  (multiple  sclerosis,  dementias),  spinal  cord  injury,
           orthopedic injury, amputations, and other neurological disorders.

May 2004-  PRE-DOCTORAL INTERNSHIP (PUBLIC HEALTH), The Child Development and
Jul 2004   Rehabilitation Center, Oregon Health and Sciences University,
           Portland, Oregon
           Endocrinology Clinic
           CLINICAL  ACTIVITIES:   Attended  patient  clinic  appointments  with
           physician  and medical  residents in order to recognize  symptoms and
           medical  issues related to diabetes and understand the disease impact
           on child/adolescent and family.

Mar 2004-  Physical Therapy Department & Clinic
Jul 2004   CLINICAL   ACTIVITIES:   Assisted  physical  therapists  in  treating
           patients  aged 4 months to 30 years with a wide range of physical and
           developmental   disabilities:   cerebral  palsy,  Down's  and  Rett's
           Syndromes,   spina  bifida,   and  those  with  aftercare  needs  for
           hemotherapy and brain tumor resection.

Sept 2003- Metabolic Clinic
Dec 2003   CLINICAL  ACTIVITIES:  Assisted in providing  nutritional  management
           services for children  with  metabolic  inborn  errors,  specifically
           phenylketonuria (PKU) and galactocemia.

                                       41
<PAGE>
Sept 2002- PRE-DOCTORAL INTERNSHIP (PSYCHOLOGY), The Child Development and
Aug 2003   Rehabilitation Center, Oregon Health and Sciences University,
           Portland, Oregon
           CLINICAL  ACTIVITIES:  Assessed children and adolescents with special
           needs and  disabilities,  including  formal  testing of cognitive and
           adaptive functioning.

SECTION 16(a) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE

Section 16(a) of the Securities Exchange Act of 1934 requires our directors and
executive officers, and persons who own more than ten percent of our common
stock, to file with the Securities and Exchange Commission initial reports of
ownership and reports of changes of ownership of our common stock. Officers,
directors and greater than ten percent stockholders are required by SEC
regulation to furnish us with copies of all Section 16(a) forms they file.

We intend to ensure to the best of our ability that all Section 16(a) filing
requirements applicable to our officers, directors and greater than ten percent
beneficial owners are complied within a timely fashion.

CONFLICTS OF INTEREST

We believe that our officer and director may be subject to conflicts of
interest. The conflicts of interest arise from her being unable to devote full
time to our operations.

No policy has been implemented or will be implemented to address conflicts of
interest.

In the event our officer and director resigns from her position, there may be no
one to run our operations and our operations may be suspended or cease entirely.

CODE OF ETHICS

We do not currently have a code of ethics, because we have only limited business
operations and one officer and director, we believe a code of ethics would have
limited utility. We intend to adopt such a code of ethics as our business
operations expand and we have more directors, officers and employees.

ITEM 11. EXECUTIVE COMPENSATION

MANAGEMENT COMPENSATION

Our current director and officer is Nancy Farrell. The table below summarizes
all compensation awarded to, earned by, or paid to our executive officers by any
person for all services rendered in all capacities to us for the period from our
inception through the date of this annual report:

                                       42
<PAGE>
<TABLE>
<CAPTION>
                                        Annual Compensation                                    Long Term Compensation
                                 -----------------------------------                 --------------------------------------
                                                                        Restricted
                                                        Other Annual      Stock      Options/*      LTIP        All Other
Name           Title       Year   Salary($)    Bonus    Compensation     Awarded      SARs (#)    Payouts($)   Compensation
----           -----       ----   ---------    -----    ------------     -------      --------    ----------   ------------
<S>         <C>           <C>     <C>         <C>       <C>             <C>           <C>         <C>          <C>
Nancy        President,    2009      $0         $0          $0             $0           $0            $0            $0
Farrell      Secretary,    2008      $0         $0          $0             $0           $0            $0            $0
             Treasurer,
             and
             Director
</TABLE>

                  OUTSTANDING EQUITY AWARDS AT FISCAL YEAR END

<TABLE>
<CAPTION>
                                      Option Awards                                             Stock Awards
          -----------------------------------------------------------------   ----------------------------------------------
                                                                                                                    Equity
                                                                                                                   Incentive
                                                                                                       Equity        Plan
                                                                                                      Incentive     Awards:
                                                                                                        Plan       Market or
                                                                                                       Awards:      Payout
                                          Equity                                                      Number of    Value of
                                         Incentive                            Number                  Unearned     Unearned
                                        Plan Awards;                            of         Market      Shares,      Shares,
           Number of      Number of      Number of                            Shares      Value of    Units or     Units or
          Securities     Securities     Securities                           or Units    Shares or     Other         Other
          Underlying     Underlying     Underlying                           of Stock     Units of     Rights       Rights
          Unexercised    Unexercised    Unexercised   Option      Option       That      Stock That     That         That
          Options (#)    Options (#)     Unearned     Exercise  Expiration   Have Not     Have Not    Have Not     Have Not
Name      Exercisable   Unexercisable   Options (#)    Price       Date      Vested(#)     Vested      Vested       Vested
----      -----------   -------------   -----------    -----       ----      ---------     ------      ------       ------
<S>            <C>            <C>            <C>         <C>         <C>         <C>          <C>         <C>         <C>
Nancy         0              0              0           0           0           0            0           0            0
Farrell
</TABLE>

                              DIRECTOR COMPENSATION

<TABLE>
<CAPTION>
                                                                     Change in
                                                                      Pension
                                                                     Value and
                   Fees                            Non-Equity       Nonqualified
                  Earned                            Incentive        Deferred
                 Paid in      Stock     Option        Plan         Compensation     All Other
    Name           Cash      Awards     Awards     Compensation      Earnings      Compensation     Total
    ----           ----      ------     ------     ------------      --------      ------------     -----
<S>             <C>       <C>        <C>           <C>             <C>            <C>              <C>
Nancy Farrell       0         0           0            0                0               0            0
</TABLE>

There are no current employment agreements between the company and its
officer/director.

On March 31, 2008, a total of 3,000,000 shares of common stock were issued to
Nancy Farrell in exchange for cash in the amount of $9,000 or $0.003 per share.
The terms of this stock issuance was as fair to the company, in the opinion of
the board of director, as if it could have been made with an unaffiliated third
party.

Ms. Farrell currently devotes approximately 5-7 hours per week to manage the
affairs of the company. She has agreed to work with no remuneration until such
time as the company receives sufficient revenues necessary to provide management

                                       43
<PAGE>
salaries. At this time, we cannot accurately estimate when sufficient revenues
will occur to implement this compensation, or what the amount of the
compensation will be.

There are no annuity, pension or retirement benefits proposed to be paid to the
officer or director or employees in the event of retirement at normal retirement
date pursuant to any presently existing plan provided or contributed to by the
company or any of its subsidiaries, if any.

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

The following table sets forth certain information concerning the number of
shares of our common stock owned beneficially as of the date of this annual
report by: (i) each person (including any group) known to us to own more than
five percent (5%) of any class of our voting securities, (ii) our director, and
or (iii) our officer. Unless otherwise indicated, the stockholder listed
possesses sole voting and investment power with respect to the shares shown.

<TABLE>
<CAPTION>
                                                                   Amount and Nature      Percentage of
                                                                     of Beneficial           Common
Title of Class         Name and Address of Beneficial Owner            Ownership             Stock(1)
--------------         ------------------------------------            ---------             --------
<S>                   <C>                                              <C>                   <C>
Common Stock           Nancy Farrell, Director                         3,000,000               60%
                       1426 Cole Lane                                    Direct
                       Upland, CA  91784

Common Stock           Officer and director as a Group                 3,000,000               60%
</TABLE>

HOLDERS OF MORE THAN 5% OF OUR COMMON STOCK

----------
(1)  A  beneficial  owner of a security  includes  any person  who,  directly or
     indirectly, through any contract, arrangement, understanding, relationship,
     or otherwise has or shares:  (i) voting power,  which includes the power to
     vote, or to direct the voting of shares;  and (ii) investment power,  which
     includes the power to dispose or direct the disposition of shares.  Certain
     shares may be deemed to be beneficially  owned by more than one person (if,
     for example, persons share the power to vote or the power to dispose of the
     shares).  In  addition,  shares  are deemed to be  beneficially  owned by a
     person if the person has the right to acquire the shares (for example, upon
     exercise  of an  option)  within  60  days  of the  date  as of  which  the
     information  is provided.  In  computing  the  percentage  ownership of any
     person, the amount of shares outstanding is deemed to include the amount of
     shares  beneficially  owned by such person (and only such person) by reason
     of these  acquisition  rights.  As a result,  the percentage of outstanding
     shares of any person as shown in this table  does not  necessarily  reflect
     the person's actual ownership or voting power with respect to the number of
     shares of common  stock  actually  outstanding  on the date of this  annual
     report.  As of the date of this annual report,  there were 5,000,000 shares
     of our common stock issued and outstanding.

FUTURE SALES BY OUR OFFICER AND DIRECTOR

A total of 3,000,000 shares have been issued to the existing stockholder our
sole officer and director and are restricted securities, as that term is defined
in Rule 144 of the Rules and Regulations of the SEC promulgated under the Act.

                                       44
<PAGE>
Under Rule 144, such shares can be publicly sold, subject to volume restrictions
and certain restrictions on the manner of sale, commencing six months after
their acquisition. Any sale of shares held by the existing stockholder (after
applicable restrictions expire) may have a depressive effect on the price of our
common stock in any market that may develop, of which there can be no assurance.
Our principal shareholder does not have any plans to sell her shares.

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

Ms. Farrell was not paid for any underwriting services that she performed on our
behalf with respect to our recent offering. She will also not receive any
interest on any funds that she advance to us for expenses incurred prior to the
offering being closed.

On March 31, 2008, a total of 3,000,000 shares of Common Stock were issued to
Ms. Farrell in exchange for $9,000, or $0.003 per share. All of such shares are
"restricted" securities, as that term is defined by the Securities act of 1933,
as amended, and are held by a director of the Company.

Our director has agreed to provide additional funding that will enable us to
maintain a positive cash flow needed to pay for our current level of operating
expenses over the next twelve months. There are no formal commitments or
arrangements with our director to advance or loan funds. There are no terms
regarding repayment of any loan or capital contribution. As of May 31, 2009 our
director has loaned the company $12,400.

ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES

For the year ended May 31, 2009, the total fees charged to the company for audit
services, including quarterly reviews, were $6,925, for audit-related services
were $Nil, for tax services were $Nil and for other services were $Nil.

The total fees charged to the company for audit services were $Nil, for
audit-related services, including quarterly reviews, were $Nil, for tax services
were $Nil and for other services were $Nil during the year ended May 31, 2008.

                                       45
<PAGE>
                                     PART IV

ITEM 15. EXHIBITS

The following exhibits are included with this filing:

     Exhibit
     Number                   Description
     ------                   -----------

      3(i)          Articles of Incorporation *
      3(ii)         Bylaws *
     31             Sec. 302 Certification of CEO/CFO
     32             Sec. 906 Certification of CEO/CFO

----------
*    Included in our S-1 filing under Commission File Number 333-153168.

                                   SIGNATURES

Pursuant to the requirements of Section 13(a) or 15(d) of the Securities
Exchange Act of 1934, the Registrant has duly caused this report to be signed on
its behalf in Upland, CA, by the undersigned, thereunto duly authorized on
August 12, 2009.

Laredo Mining, Inc, Registrant


By: /s/ Nancy L. Farrell
   -------------------------------------------------
   Nancy L. Farrell
   President, Secretary, Treasurer
   Chief Executive Officer, Chief Financial Officer,
   Principal Accounting Officer and
   Sole Director

                                       46