UNITED
      STATES


SECURITIES
      AND EXCHANGE COMMISSION


WASHINGTON,
      D.C. 20549





**FORM
      10-KSB**





[X]
            ANNUAL
                REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
                1934For
                the fiscal year endedNovember
                30, 2006[
                ]
            TRANSITION
                REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
                ACTFor
                the transition period from _________ to ________Commission
                file number333-134715





Nuance
                Resources Corp.(Name
                of small business issuer in its
                charter)




Nevada
            98-0462664(State
                or other jurisdiction of incorporation or organization)
            (I.R.S.
                Employer Identification
                No.)601-8623
                Granville St., Vancouver, BC, Canada
            V6P
                582(Address
                of principal executive offices)
            (Zip
                Code)Issuer’s
              telephone number:(778)
              235-6658




Securities
                registered under Section 12(b) of the Exchange Act:Title
                of each class
            Name
                of each exchange on which registeredNone
            Not
                ApplicableSecurities
                registered under Section 12(g) of the Exchange Act:Common
                Stock, par value $0.001(Title
                of class)





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





Check
      if
      disclosure of delinquent filers in response to Item 405 of Regulation S-B is
      not
      contained in this form, and no disclosure will be contained, to the best of
      registrant’s knowledge, in definitive proxy or information statements
      incorporated by reference in Part III of this Form 10-KSB or any amendment
      to
      this Form 10-KSB [ ]





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





State
      issuer’s revenue for its most recent fiscal year. $0





State
      the
      aggregate market value of the voting and non-voting common equity held by
      non-affiliates computed by reference to the average bid and asked price of
      such
      common equity, as of a specified date within the past 60 days. Unavailable





State
      the
      number of shares outstanding of each of the issuer’s classes of common equity,
      as of the latest practicable date.


44,354,000
      as of February 1, 2007.





Transitional
      Small Business Disclosure Format (Check One): Yes: __; No X


Table
          of Contents





**TABLE
      OF CONTENTS**





PagePART
                IItem
                1.
            Description
                of Business
            3Item
                2.
            Description
                of Property
            6Item
                3.
            Legal
                Proceedings
            6Item
                4.
            Submission
                of Matters to a Vote of Security
                Holders
            6PART
                IIItem
                5.
            Market
                for Common Equity and Related Stockholder Matters
            7Item
                6.
            Plan
                of Operation
            9Item
                7.
            Financial
                Statements
            15Item
                8.
            Changes
                In and Disagreements With Accountants on Accounting and
                Financial Disclosure
            16Item
                8A.
            Controls
                and Procedures
            16Item
                8B.
            Other
                Information
            16PART
                IIIItem
                9.
            Directors,
                Executive Officers, Promoters and Control Persons;
                Compliance With Section 16(a) of the Exchange Act
            17Item
                10.
            Executive
                Compensation
            19Item
                11.
            Security
                Ownership of Certain Beneficial Owners and Management
                and Related Stockholder Matters
            19Item
                12.
            Certain
                Relationships and Related
                Transactions
            20Item
                13.
            Exhibits
            21Item
                14.
            Principal
                Accountant Fees and Services
            21


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**** **PART
      I**




**Item
      1. Description of Business**




**Overview**




We
      were
      incorporated on July 19, 2005 under the laws of the state of Nevada for the
      purpose of engaging in mineral exploration.




Under
      the
      terms of a Property Option Agreement dated On May 24, 2006 between Mr. Dorian
      Leslie, Ram Explorations Ltd., and FRC, our wholly owned mining exploration
      subsidiary, we acquired an option to acquire an 85% interest in mineral claims
      we refer to as the Snipakker mineral claims. The Snipakker mineral claims are
      located approximately 16 miles west of the Eskay Creek Mine and 10 miles from
      the Bronson airstrip which is located on the Iskut River to the northwest of
      the
      claim area in the Province of British Columbia. We do not have any ownership
      interest in the property that is covered by the Snippaker mineral claims. These
      mineral claims consist of 4 mineral tenures comprising a total of 50 complete
      cells and 9 fractional cells. A cell is a measurement for the area of a mineral
      claim. A cell in our optioned mineral claim area is roughly square and encloses
      approximately 50 acres. Our 50 cell plus fractions of cells mineral claim option
      covers an area of approximately 2,600 acres or approximately 4 square
      miles.





There
      are
      no known mineral reserves on the Snipakker mineral claims. Exploration of these
      mineral claims is required before a final determination as to their viability
      can be made. We commenced the initial phase of our exploration program in June
      2006. Our option on this property is currently unexercised. In the event that
      we
      do not exercise our option, we will have no interest in the Snipakker mineral
      claims and will not be entitled to receive back any monies spent to maintain
      the
      option.





Under
      the
      terms of the Property Option Agreement, we will be able to exercise our option
      if we make aggregate payments of $90,000 to the optionor on or before June
      30,
      2009 and an additional $405,500 in aggregate exploration expenses on or before
      June 30, 2010. We can exercise our option at any time prior to June 30, 2010
      if
      we pay $90,000 to the optionor and incur $405,500 in exploration expenses on
      the
      Snipakker mineral claims. We will either satisfy the payment terms of the
      Property Option Agreement in the time frame provided thereby resulting in us
      exercising this option or we will fail to satisfy the payment terms and be
      in
      default of the Property Option Agreement. If we are in default of the Property
      Option Agreement, the optionor can terminate Property Option Agreement if we
      fail to cure any default within 45 days after the receipt of notice of default.
      Our option will expire if we are in default of the Property Option Agreement
      and
      fail to cure any default within 45 days after the receipt of notice of default.





Under
      the
      Property Option Agreement, we will acquire an 85% interest in the Snipakker
      mineral claims and the optionor will hold the remaining 15% interest if we
      exercise our option. Ram Exploration Ltd. is the operator of the Snipakker
      mineral claims. The optionor is responsible for maintaining the mineral claims
      in good standing with the B.C. Mineral Titles Branch. Ram Exploration Ltd.
      (“Ram”) is owned by our consulting geologist, Mr. Carl von Einsiedel. Ram is
      responsible for conducting the exploration activities on the property in
      accordance with Mr. von Einsiedel’s Geological Report.





**Merger
      Agreement**





Subsequent
      to the reporting period, we consummated an Agreement of Merger and Plan of
      Reorganization (the “Merger Agreement”) with Nuance Resources Corp., a privately
      held Nevada corporation (“Nuance”), and Farrier Acquisition, Inc. (“Acquisition
      Sub”), a our newly formed wholly-


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owned
      Nevada subsidiary. In connection with the closing of this merger transaction
      (the “Merger”), Acquisition Sub merged with and into Nuance, and Nuance became a
      wholly-owned subsidiary of Farrier Resources Corp. named “Nuance Resources
      Corp.”





On
      January 4, 2007, we filed Articles of Merger with the Secretary of State of
      Nevada in order to effectuate a merger whereby we would merge with our
      wholly-owned subsidiary, Nuance Resources Corp., as a parent/ subsidiary merger
      with us as the surviving corporation. This merger, which became effective as
      of
      January 4, 2007, was completed pursuant to Section 92A.180 of the Nevada Revised
      Statutes. Shareholder approval to this merger was not required under Section
      92A.180. Upon completion of this merger, our name was changed to "Nuance
      Resources Corp." and our Articles of Incorporation have been amended to reflect
      this name change.





We
      intend
      to carry on Nuance’s business as our sole line of business. As a result, we are
      abandoning our interest in the Snipakker mineral claims. We are now engaged
      in
      the business of identifying, qualifying, investing in, and developing natural
      gas and oil wells.




The
      majority of our business will be derived from projects identified by our
      principals. These persons, specifically James D. Bunney and the other industry
      professionals Mr. Bunney is responsible to locate and hire, will be the
      individuals directly responsible for locating and qualifying potential projects,
      negotiating investments and drilling rights associated with those projects,
      and
      overseeing the work required to extract commercially viable quantities of
      natural gas and oil from those projects. As of the date of this filing, we
      have
      not invested in any oil or natural gas wells. However, we have entered into
      an
      agreement with County Line Energy Corp. (“CLE”), which grants us the right to
      participate in the potential identification, purchase, and development of 2,560
      acres of land in Alberta, Canada.





We
      have
      relocated our principal executive offices to 601-8623 Granville Street,
      Vancouver, B.C., Canada and our telephone number is 778-235-6658.





**Strategy**





Our
      strategy is to identify low to moderate risk oil and natural gas reserves by
      reviewing and reprocessing previously recorded seismic data with a view to
      a
      deeper target in our analysis than when the data was originally recorded. This
      approach allows us to evaluate potential oil and natural gas sites for
      development without the operational and financial commitment which would be
      required to record new seismic data on comparable sites. By entering into
      participation agreements with companies which have possession of such seismic
      data, our operational costs are limited to the cost of analysis until such
      time
      as we have identified reserves for development.





**Competition**





We
      operate in a highly competitive environment. We compete with major and
      independent oil and gas companies for the acquisition of desirable oil and
      gas
      properties, as well as for the equipment and labor required to develop and
      operate such properties. Many of these competitors have financial and other
      resources substantially greater than ours.





**Patents,
      Licenses, Trademarks, Franchises, Concessions, Royalty Agreements, or Labor
      Contracts**





We
      currently have no issued patents, copyrights, or trademarks.


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**Research
      and Development**





We
      did
      not incur any research and development costs during the period from July 19,
      2005 (Date of Inception) to November 30, 2006.





**Existing
      and Probable Governmental Regulation**




**Canadian
      Government Regulation**




The
      natural gas and oil industry is subject to extensive controls and regulations
      imposed by various levels of government. It is not expected that any of these
      controls or regulations will affect our operations in a manner materially
      different than they would affect other natural gas and oil companies of similar
      size.




**Pricing
      and Marketing Natural Gas**




In
      Canada, the price of natural gas sold in interprovincial and international
      trade
      is determined by negotiation between buyers and sellers. Natural gas exported
      from Canada is subject to regulation by the NEB and the Government of Canada.
      Exporters are free to negotiate prices and other terms with purchasers, provided
      that the export contracts continue to meet certain criteria prescribed by the
      NEB and the Government of Canada. Natural gas exports for a term of less than
      two years or for a term of two to 20 years (in quantities of not more than
      30,000 m 3 /day),
      must be made pursuant to an NEB order. Any natural gas export to be made
      pursuant to a contract of longer duration (to a maximum of 25 years) or a larger
      quantity requires an exporter to obtain an export licence from the NEB and
      the
      issue of such a licence requires the approval of the Governor in
      Council.




The
      government of Alberta also regulates the volume of natural gas that may be
      removed from the province for consumption elsewhere based on such factors as
      reserve availability, transportation arrangements and market
      considerations.




**Royalties
      and Incentives**




In
      addition to federal regulation, each province has legislation and regulations
      that govern land tenure, royalties, production rates, environmental protection
      and other matters. The royalty regime is a significant factor in the
      profitability of natural gas and oil production. Royalties payable on production
      from lands other than Crown lands are determined by negotiations between the
      mineral owner and the lessee. Crown royalties are determined by government
      regulation and are generally calculated as a percentage of the value of the
      gross production, and the rate of royalties payable generally depends in part
      on
      prescribed reference prices, well productivity, geographical location, field
      discovery date and the type or quality of the petroleum product
      produced.




**Land
      Tenure**




Crude
      natural gas and oil located in the western provinces is owned predominantly
      by
      the respective provincial governments. Provincial governments grant rights
      to
      explore for and produce natural gas and oil pursuant to leases, licenses and
      permits for varying terms from two years and on conditions set forth in
      provincial legislation including requirements to perform specific work or make
      payments. Natural gas and oil located in such provinces can also be privately
      owned and rights to explore for and produce such natural gas and oil are granted
      by lease on such terms and conditions as may be
      negotiated.


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**Compliance
      with Environmental Laws**





We
      did
      not incur any costs in connection with the compliance with any federal, state,
      or local environmental laws.





**Employees**





Other
      than our president, Mr. Bunney, we have no significant employees.





**Item
      2. Description of Property**





Our
      principal executive offices are located at 601-8623 Granville St., Vancouver,
      BC, V6P 582, Canada.


As
      we are
      still a development stage company, we have no other property or
      equipment.





During
      the next twelve (12) months we may purchase a 35% equity share of the land
      associated with the Highway 21 Prospect as described above.




**Item
      3. Legal Proceedings**





We
      are
      not a party to any pending legal proceeding. We are not aware of any pending
      legal proceeding to which any of our officers, directors, or any beneficial
      holders of 5% or more of our voting securities are adverse to us or have a
      material interest adverse to us.





**Item
      4. Submission of Matters to a Vote of Security
      Holders**





No
      matters have been submitted to our security holders for a vote, through the
      solicitation of proxies or otherwise, during the year ended November 30,
      2006.


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**PART
      II**





**Item
      5. Market for Common Equity and Related Stockholder
      Matters**





**Market
      Information**





No
      Public
      Market for Common Stock. There is presently no public market for our common
      stock. In order to be quoted on the OTCBB, a market maker must file an
      application on our behalf in order to make a market for our common stock. We
      have contacted an authorized Over-The-Counter Bulletin Board market maker for
      sponsorship of our securities on the Over-The-Counter Bulletin Board. We can
      provide no assurance that our shares will be traded on the bulletin board,
      or if
      traded, that a public market will materialize.





The
      Securities Exchange Commission 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 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
      Commission, 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
      he 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 information
      and
      is in such form, including language, type, size and format, as the Commission
      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) a 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 written suitability
      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, because our common stock is subject to the penny stock rules,
      stockholders may have difficulty selling those securities.





**Holders
      of Our Common Stock**





As
      of
      February 1, 2007, we had approximately 49 holders of record of our common stock.


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**Dividends**





There
      are
      no restrictions in our articles of incorporation or bylaws that restrict us
      from
      declaring dividends. The Nevada Revised Statutes, however, do prohibit us from
      declaring dividends where, after giving effect to the distribution of the
      dividend:





1.
            We
                would not be able to pay our debts as they become due in the usual
                course
                of business; or





2.
            Our
                total assets would be less than the sum of our total liabilities,
                plus the
                amount that would be needed to satisfy the rights of shareholders
                who have
                preferential rights superior to those receiving the
                distribution.





**Recent
      Sales of Unregistered Securities**





The
      information set forth below relates to our issuances of securities without
      registration under the Securities Act of 1933 during the reporting period which
      were not previously included in a Quarterly Report on Form 10-QSB or Current
      Report on Form 8-K.





We
      issued
      5,000,000 shares of common stock on December 12, 2005 to Mr. Kent Kirby, our
      former president, chief financial officer and sole director. Mr. Kirby acquired
      these shares at a price of $0.01 per share. We received $50,000 from these
      issuances. These shares were issued pursuant to Section 4(2) of the Securities
      Act of 1933 and are restricted shares as defined in the Securities Act. We
      did
      not engage in any general solicitation or advertising. We issued the stock
      certificates and affixed the appropriate legends to the restricted stock.





We
      completed an offering of 2,100,000 shares of our common stock at a price of
      $0.025 per share to a total of seven purchasers on January 20, 2006. The
      identity of these seven purchasers is included in the selling shareholder table
      set forth above. The total amount we received from this offering was $52,500.
      We
      completed the offering pursuant to Regulation S of the Securities Act. Each
      purchaser represented to us that he was a non-US person as defined in Regulation
      S. We did not engage in a distribution of this offering in the United States.
      Each purchaser represented his intention to acquire the securities for
      investment only and not with a view toward distribution. We requested our stock
      transfer agent to affix appropriate legends to the stock certificate issued
      to
      each purchaser in accordance with Regulation S and the transfer agent affixed
      the appropriate legends. Each investor was given adequate access to sufficient
      information about us to make an informed investment decision. None of the
      securities were sold through an underwriter. We did pay a commission of $4,200
      in connection with the issuance of these securities. No registration rights
      were
      granted to any of the purchasers.





We
      completed an offering of 9,000 shares of our common stock at a price of $0.25
      per share to a total of twenty seven purchasers on March 31, 2006. The identity
      of these twenty seven purchasers is included in the selling shareholder table
      set forth above. The total amount we received from this offering was $2,250.
      We
      completed the offering pursuant to Regulation S of the Securities Act. Each
      purchaser represented to us that he was a non-US person as defined in Regulation
      S. We did not engage in a distribution of this offering in the United States.
      Each purchaser represented his intention to acquire the securities for
      investment only and not with a view toward distribution. Appropriate legends
      were affixed to the stock certificate issued to each purchaser in accordance
      with Regulation S. Each investor was given adequate access to sufficient
      information about us to make an informed investment decision. None of the
      securities were sold through an underwriter. We did pay a commission of $150
      in
      connection with the issuance of these securities. No registration rights were
      granted to any of the purchasers.


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We
      issued
      9,000 shares of our common stock at a price of $0.25 per share to a total of
      three purchasers on April 7, 2006. The identity of these three purchasers is
      included in the selling shareholder table set forth above. The total amount
      we
      received from this offering was $2,250. We completed the offering pursuant
      to
      Regulation S of the Securities Act. Each purchaser represented to us that he
      was
      a non-US person as defined in Regulation S. We did not engage in a distribution
      of this offering in the United States. Each purchaser represented his intention
      to acquire the securities for investment only and not with a view toward
      distribution. Appropriate legends were affixed to the stock certificate issued
      to each purchaser in accordance with Regulation S. Each investor was given
      adequate access to sufficient information about us to make an informed
      investment decision. None of the securities were sold through an underwriter.
      We
      did pay a commission of $120 in connection with the issuance of these
      securities. No registration rights were granted to any of the
      purchasers.





Subsequent
      to the reporting period in connection with the Merger, each share of Nuance’s
      issued and outstanding common stock immediately prior to the closing of the
      Merger was converted into the right to receive one share of our common stock.
      23,000,000 shares of our common stock were issued to the former holders of
      common stock of Nuance on December 29, 2006 in reliance on the exemption from
      registration afforded by Section 4(2) of the Securities Act.





**Securities
      Authorized for Issuance Under Equity Compensation Plans**





No
      securities have been authorized for issuance under an equity compensation plan
      as of November 30, 2006.





**Item
      6. Plan of Operation**





**Forward-Looking
      Statements**




Historical
      results and trends should not be taken as indicative of future operations.
      Management’s statements contained in this report that are not historical facts
      are forward-looking statements within the meaning of Section 27A of the
      Securities Act of 1933, as amended, and Section 21E of the Securities and
      Exchange Act of 1934 (the “Exchange Act”), as amended. Actual results may differ
      materially from those included in the forward-looking statements. We intend
      such
      forward-looking statements to be covered by the safe-harbor provisions for
      forward-looking statements contained in the Private Securities Litigation Reform
      Act of 1995, and is including this statement for purposes of complying with
      those safe-harbor provisions. Forward-looking statements, which are based on
      certain assumptions and describe our future plans, strategies and expectations,
      are generally identifiable by use of the words “believe,” “expect,”
“intend,” “anticipate,” “estimate,” “project,” “prospects,” or similar
      expressions. Our ability to predict results or the actual effect of future
      plans
      or strategies is inherently uncertain. Factors which could have a material
      adverse affect on our operations and future prospects on a consolidated basis
      include, but are not limited to: changes in economic conditions,
      legislative/regulatory changes, availability of capital, interest rates,
      competition, significant restructuring activities in calendar 2004 and
      thereafter, and generally accepted accounting principles. These risks and
      uncertainties should be considered in evaluating forward-looking statements
      and
      undue reliance should not be placed on such statements. Further information
      concerning us and our business, including additional factors that could
      materially affect our financial results, is included herein and in our other
      filings with the SEC.


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**Plan
      of Operation**





We
      are
      engaged in the business of identifying, evaluating, and qualifying potential
      natural gas and oil wells; investing in interests in those wells; and attempting
      to produce commercially marketable quantities of oil and natural gas from those
      wells.





The
      majority of our business will be derived from projects identified by our
      principals. These persons, specifically James D. Bunney and the other industry
      professionals Mr. Bunney is responsible to locate and hire, will be the
      individuals directly responsible for locating and qualifying potential projects,
      negotiating investments and drilling rights associated with those projects,
      and
      overseeing the work required to extract commercially viable quantities of
      natural gas and oil from those projects. As of the date of this filing, we
      have
      not identified any oil or natural gas wells into which we intend to invest.
      However, we have entered into an agreement with County Line Energy Corp.
      (“CLE”), which grants us the right to participate in the potential
      identification, purchase, and development of 2,560 acres of land in Alberta,
      Canada, known as the Highway 21 Prospect.





**Highway
      21 Prospect**





On
      December 1, 2006, CLE entered into an agreement with BMW Energy Corp (“BMW”) to
      acquire its 100% ownership interest in certain reprocessed three-dimensional
      (“3D”) seismic data from BMW. The seismic data was originally shot in search of
      shallow Cretaceous Period gas. BMW plans to reprocess the data, analyzing deeper
      readings in their search for Devonian Period oil reserves deep beneath the
      surface.





The
      target of this new exploration program is referred to as the Nisku formation,
      which is noted for having large oil producing pinnacle reef formations.
      Historically these Nisku pinnacle reefs have been capable of producing 400-500
      barrels of oil per day with reserves of 2-3 million barrels of oil in
      place.





The
      area
      under review consists of 2,560 acres. Two wells have been drilled previously
      on
      the property, one in 1951 and the other in 1984. These wells produced an
      aggregate of approximately 60,000 barrels of light crude oil. BMW’s seismic
      analysis will determine whether these wells were both located on the fringe
      of a
      larger reef complex. There can be no assurance that these wells will contain
      commercially marketable quantities of oil or natural gas.





Per
      CLE’s
      agreement with BMW, CLE paid $82,650 to BMW for the reprocessed 3D seismic
      data,
      accompanied by a complete geophysical and geological report covering the 2,560
      acre prospect. If the seismic interpretation indicates further development
      of
      the property, CLE will post the primary section of land for an Alberta Land
      Sale. The purchased land will be held 70% by CLE and 30% by BMW.




CLE
      will
      be responsible for 100% of the costs associated with drilling a Nisku Test
      Well,
      subject to a gross overriding royalty payable to BMW of 2.5% on oil and 7.5%
      on
      natural gas. BMW’s gross overriding royalty will be convertible to a 30% working
      interest after CLE has recovered its costs from the 3D seismic analysis, the
      land sale, and the test well.





It
      is
      anticipated that two wells may be required to adequately develop this oil pool
      with an additional possibility of re-entering the previously drilled
      wells.





We
      have
      entered into a Participation Agreement with CLE, whereby we have agreed to
      reimburse CLE all of the costs associated with analyzing the seismic data and
      to
      split equally with CLE all of the costs associated with purchasing and
      developing the land should the analysis so indicate. In accordance with this
      agreement, Nuance Exploration Ltd. made a payment of $82,650 to CLE on December
      21, 2006


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resulting
      in its ownership of an undivided 100% ownership of such seismic data and the
      right to participate in the Alberta Crown Land Sale.





We
      will
      also be responsible to split equally the costs of any cash calls associated
      with
      the project. In return, we will own half of CLE’s participation in the project
      and be entitled to half of CLE’s profits associated with the project. As CLE
      will hold 70% of the land and a 70% working interest in the project (equal
      to
      70% of the net revenues) after we reimburse CLE for all development costs,
      including analysis costs, we will in effect hold 35% of the land and a 35%
      working interest in the project.





We
      expect
      that BMW will have completed their analysis of the 3D seismic data by the end
      of
      February 2007. If their analysis of the seismic data is favorable, the group
      comprised of us, BMW, and CLE will call for a Province of Alberta mineral rights
      Land Sale to occur before the end of April 2007.





Prior
      to
      the Land Sale, we intend to apply for a symbol to be quoted for trading on
      the
      NASD Over The Counter Bulletin Board. If we are not quoted for trading prior
      to
      the Land Sale, we may be unable to raise sufficient funds through the sale
      of
      our securities to the public to purchase the property and continue operations.
      In the event that we are not approved for trading on the OTCBB, the amount
      of
      our participation in the Land Sale will be diminished proportionately by that
      amount, if any, which we were unable to advance as one half of the Land Sale
      costs. In the event that our participation is reduced to 5% or less, County
      Line
      will have the right to purchase our interest for approximately $8,500 ($10,000
      Canadian) and we will have no further interest in the Prospect. The same
      dilution of interest rules apply to our participation in a Test Well. These
      dilution rules apply equally to both County Line and our company.





Once
      the
      mineral rights to the land are acquired, the total capital outlay for the
      development of the prospect will be approximately $2,000,000 over a period
      of
      approximately 15 months. We will pay one-half of those development costs, unless
      our participation has been reduced as described above.





In
      the
      event that the interpreted seismic data does not indicate a high probability
      of
      oil reserves, the data will be of little value, the costs associated with
      obtaining the data will be written off as a loss, we will not participate in
      the
      land sale, and we will seek other opportunities.





**Results
      of Operations for the Period Ended November 30, 2006**





We
      have
      not earned any revenues from inception on July 19, 2005 through the year ending
      November 30, 2006.





For
      the
      eight month period beginning April 1, 2006 and ended November 30, 2006, we
      incurred Operating Expenses of $73,203. The primary components of our Operating
      Expenses were Accounting and Audit Fees of $23,361, legal Fees of $21,760,
      Mineral Property Exploration Payments of $12,669, and Management Fees of $9,750.
      For the approximately eight month period from July 19, 2005 (Date of Inception)
      to March 31, 2006, we incurred Operating Expenses of $4,626, which consisted
      mostly of Accounting and Audit Fees of $5,084 and Legal Fees of $2,493 (but
      were
      offset somewhat by a Foreign Exchange Gain of $3,506).




Our
      net
      loss for the eight month period ended November 30, 2006 was $73,203. Our net
      loss for the period from July 19, 2005 (Date of Inception) to March 31, 2006
      was
      $4,626.


11
 Table
          of Contents


**Assets,
      Liabilities and Stockholders Deficit**





As
      of
      November 30, 2006, we had total current assets of $38,799, all of
      which consisted of Cash .
      Our
      current liabilities as of November 30, 2006 were $$14,156. Thus our working
      capital was $24,643.





We
      had no
      long term assets or liabilities as of November 30, 2006.





**Liquidity
      and Capital Resources**





We
      had
      cash of $38,799 and working capital of $24,643 as of November 30, 2006.





We
      are a
      development stage company and have not attained profitable operations. Our
      working capital will allow us to fund the analysis of seismic data and possibly
      purchase the land represented by the data should the analysis so indicate,
      but
      we may not have funds sufficient to purchase and develop the land. In order
      to
      successfully implement our plan of operation, we will need to obtain additional
      financing. It is our intention to attempt to raise at least $2,000,000 through
      the sale of our securities over the next twelve months in order to grow the
      company.





**Off
      Balance Sheet Arrangements**





As
      of
      November 30, 2006, there were no off balance sheet arrangements.





**Going
      Concern**





Our
      independent auditors have stated in their Auditor’s Report included in our
      annual report on Form 10-KSB that we have incurred operating losses, accumulated
      deficit, and negative cash flow from operations. As of November 30, 2006, our
      accumulated deficit was $77,829. Our ability to raise capital through future
      issuances of common stock is unknown. Our future is dependent on our ability
      to
      obtain financing and obtain profitable operations.





These
      factors, among others, raise doubt about our ability to continue as a going
      concern. Our
      consolidated financial statements do not include any adjustments that may result
      from the outcome of these aforementioned uncertainties.





**Inflation**




M anagement
      believes that inflation has not had a material effect on our results of
      operations.





**Critical
      Accounting Policies**





In
      December 2001, the SEC requested that all registrants list their three to five
      most “critical accounting polices” in the Management Discussion and Analysis.
      The SEC indicated that a “critical accounting policy” is one which is both
      important to the portrayal of a company’s financial condition and results, and
      requires management’s most difficult, subjective or complex judgments, often as
      a result of the need to make estimates about the effect of matters that are
      inherently uncertain. We believe that the following accounting policies fit
      this
      definition


12
 Table
          of Contents


Principles
      of Consolidation





These
      consolidated financial statements include our accounts and the accounts of
      our
      wholly-owned subsidiary, FRC. All significant inter-company balances and
      transactions have been eliminated on consolidation.





Exploration
      Stage Company





We
      comply
      with the Statement of Financial Accounting Standards (“FAS”) No. 7 “Accounting
      and Reporting by Development Stage Enterprises” and The Securities and Exchange
      Commission Act Guide 7 for its characterization of us as exploration
      stage





Capitalization
      of Mineral Claim Costs





Cost
      of
      acquisition, exploration, carrying and retaining unproven properties are
      expensed as incurred until such time as reserves are proven. Costs incurred
      in
      proving and developing a property ready for production are capitalized and
      amortized over the life of the mineral deposit or over a shorter period if
      the
      property is shown to have an impairment in value. Expenditures for mining
      equipment are capitalized and depreciated over their useful life.





If
      an
      area of interest is abandoned or it is determined that its carrying value cannot
      be supported by future production or sale, the related costs are charged against
      operations in the year of abandonment or determination of value. The amounts
      recorded as mineral leases and claims represent costs to date and do not
      necessarily reflect present or future values.





Financial
      Instruments





The
      carrying value of our financial instruments, consisting of cash, accounts
      payable and accrued liabilities and due to related party approximate their
      fair
      value due to the short maturity of such instruments. Unless otherwise noted,
      it
      is management’s opinion that we are not exposed to significant interest or
      credit risks arising from these financial instruments.





Income
      Taxes





We
      use
      the asset and liability method of accounting for income taxes pursuant to FAS
      No. 109 “Accounting for Income Taxes”. Under the assets and liability method of
      FAS 109, deferred tax assets and liabilities are recognized for the future
      tax
      consequences attributable to temporary differences between the financial
      statements carrying amounts of existing assets and liabilities and loss
      carryforwards and their respective tax bases. Deferred tax assets and
      liabilities are measured using enacted tax rates expected to apply to taxable
      income in the years in which those temporary differences are expected to be
      recovered or settled.





Basic
      Loss Per Share





We
      report
      basic loss per share in accordance with FAS No. 128, “Earnings Per Share”. Basic
      loss per share is computed using the weighted average number of shares
      outstanding during the period. Fully diluted earnings (loss) per share is
      computed similar to basic income (loss) per share except that the denominator
      is
      increased to include the number of common stock equivalents (primarily
      outstanding options and warrants). Common stock equivalents represent the
      dilutive effect of the assumed exercise of the outstanding stock options and
      warrants, using the treasury stock method, at either the beginning of


13
 Table
          of Contents


the
      respective period presented or the date of issuance, whichever is later, and
      only if the common stock equivalents are considered dilutive based upon our
      net
      income (loss) position at the calculation date. Diluted loss per share has
      not
      been provided as it would be antidilutive.





Foreign
      Currency Translation





Our
      functional currency is the Canadian dollar as substantially all of our
      operations are in Canada. We use the United States dollar as our reporting
      currency for consistency with registrants of the Securities and Exchange
      Commission (“SEC”) in accordance with the FAS No. 52 “Foreign Currency
      Translation”.





Assets
      and liabilities denominated in a foreign currency are translated at the exchange
      rate in effect at the period-end and capital accounts are translated at
      historical rates. Income statement accounts are translated at the average rates
      of exchange prevailing during the period. Translation adjustments from the
      use
      of different exchange rates from period to period are included in the
      Comprehensive Income account in Stockholder’s Equity, if
      applicable.





Transactions
      undertaken in currencies other than the functional currency of the entity are
      translated using the exchange rate in effect as of the transaction date. Any
      exchange gains and losses are included in the Statement of
      Operations.





Recent
      Accounting Pronouncements





Management
      does not believe that there are any recently issued accounting pronouncements
      but not yet effective accounting standards that could have a material effect
      on
      the accompanying financial statements.


14
 Table
          of Contents


**Item
      7. Financial Statements**





Index
      to
      Financial Statements:




***Audited
                Financial Statements:***F-1
            Report
                of Independent Registered Public Accounting
                Firm;F-2
            Consolidated
                Balance Sheet as of November 30, 2006 and March
                31, 2006;F-3
            Consolidated
                Statements of Operations for the eight months ended November 30,
                2006, for
                the period from July 19, 2005 (Date of Inception) to March 31, 2006,
                and
                for the period from July 19, 2005 (Date of
              Inception)
                to November 30, 2006;F-4
            Consolidated
                Statements of Cash Flowsfor
                the eight months ended November 30, 2006, for
                the period from July 19, 2005 (Date of Inception) to March 31, 2006
                andfor
                the period from July 19, 2005 (Date of Inception) to November 30,
                2006F-5
            Statement
                of Stockholders’ Equity for the period from July 19,
                2005 (Date of Inception) to November 30, 2006;F-6
            Notes
                to Consolidated Financial
                Statements





15
 Table
            of Contents


NUANCE
        RESOURCES CORP.
  (formerly
        Farrier Resources Corp)
  (An
        Exploration Stage Company)
  REPORT
        AND CONSOLIDATED FINANCIAL STATEMENTS
  November
        30, 2006
  ( Stated
        in US Dollars )
  Table
            of Contents
 **A
                      P****ARTNERSHIP****O****F****I****NCORPORATED****P****ROFESSIONALS**
                  **A****misano********H****anson****C****hartered****A****ccountants**
 
 
 **REPORT
            OF INDEPENDENT****REGISTERED
            PUBLIC ACCOUNTING FIRM**
 
 
 To
            the
            Stockholders,
 Nuance
            Resources Corp.
 (formerly
            Farrier Resources Corp.)
 (An
            Exploration Stage Company)
  We
            have
            audited the accompanying consolidated balance sheets of Nuance Resources
            Corp.
            (formerly Farrier Resources Corp.) (An Exploration Stage Company) and
            its
            subsidiary as of November 30, 2006 and March 31, 2006 and the related
            consolidated statements of operations, cash flows and stockholders’ equity for
            the eight months ended November 30, 2006, for the period July 19, 2005
            (Date of
            Inception) to March 31, 2006 and the period July 19, 2005 (Date of
            Inception) to November 30, 2006. 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 of America). Those standards
            require
            that we plan and perform an audit to obtain reasonable assurance about
            whether
            the financial statements are free of material misstatement. An audit
            includes
            examining, on a test basis, evidence supporting the amounts and disclosures
            in
            the financial statements. An audit also includes assessing the accounting
            principles used and significant estimates made by management, as well
            as
            evaluating the overall financial statement presentation. We believe that
            our
            audits provide a reasonable basis for our opinion.
 
 In
            our
            opinion, these consolidated financial statements referred to above present
            fairly, in all material respects, the financial position of Nuance Resources
            Corp. and its subsidiary as of November 30, 2006 and March 31, 2006 and
            the
            results of their operations and their cash flows for the eight months
            ended
            November 30, 2006, for the period July 19, 2005 (Date of Inception) to
            March 31,
            2006 and the period from July 19, 2005 (Date of Inception) to November 30,
            2006 in conformity with accounting principles generally accepted in the
            United
            States of America.
 
 The
            accompanying consolidated financial statements referred to above have
            been
            prepared assuming that the Company will continue as a going concern.
            As
            discussed in Note 1 to the financial statements, the Company has working
            capital
            which may not be sufficient to sustain operations over the next year
            and is yet
            to attain profitable operations, both of which raise substantial doubt
            about the
            Company’s ability to continue as a going concern. Management’s plan in regard to
            these matters is also described in Note 1. The financial statements do
            not
            include any adjustments that might result from the outcome of these
            uncertainties.
  Vancouver,
                      Canada
                  ***“AMISANO
                      HANSON”***February
                      21, 2007
                  **C**hartered**A**ccountants
  750
                      WEST PENDER STREET, SUITE 604
                  TELEPHONE:604-689-0188VANCOUVER
                      CANADA
                  FACSIMILE:604-689-9773V6C
                      2T7E-MAIL:
                  amishan@telus.net
 F-1
 Table
            of Contents
 **NUANCE
        RESOURCES CORP.**
 (formerly
        Farrier Resources Corp)
 (An
        Exploration Stage Company)
 CONSOLIDATED
        BALANCE SHEETS
 November
        30, 2006 and March 31, 2006
 ( Stated
        in US Dollars )


**ASSETS**
                November
                      30,
                    2006
                
                March
                      31,
                    2006CurrentCash
                $
                38,799
                
                $
                104,222**LIABILITIES**CurrentAccounts
                    payable and accrued liabilities
                $
                14,156
                
                $
                6,306Due
                    to related party - Note 3
                
                -
                
                
                2,14214,156
                
                
                8,448**STOCKHOLDERS’
                    EQUITY**Preferred
                    stock, $0.001 par value10,000,000shares
                    authorized, none outstandingCommon
                    stock, $0.001 par value - Notes 1 and 4270,000,000shares
                    authorized (March 31, 2006 - 90,000,000 shares authorized)21,354,000shares
                    outstanding (March 31, 2006 - 21,327,000 shares
                    outstanding)
                
                
                7,118
                
                
                7,109Additional
                    paid-in capital
                
                95,412
                
                
                93,291Accumulated
                    other comprehensive loss
                
                (58)
                
                
                -Deficit
                    accumulated during the exploration stage
                
                (77,829)
                
                
                (4,626)24,643
                
                
                95,774$
                38,799
                
                $
                104,222Nature
                  and Continuance of Operations - Note
                  1Subsequent
                  Events - Notes 1 and 7
  SEE
          ACCOMPANYING NOTES
 F-2
 Table
            of Contents
 **NUANCE
        RESOURCES CORP.**
 (formerly
        Farrier Resources Corp)
 (An
        Exploration Stage Company)
 CONSOLIDATED
        STATEMENTS OF OPERATIONS
 for
        the
        eight months ended November 30, 2006,
 for
        the
        period from July 19, 2005 (Date of Inception) to March 31, 2006 and
 for
        the
        period from July 19, 2005 (Date of Inception) to November 30, 2006
 ( Stated
        in US Dollars )
 
 Eight
                        Months
                      Ended
                      November
                        30,
                        2006
              
              July
                          19, 2005
                        (Date
                          of
                        Inception)
                          to
                        March
                          31,
                        2006
              
              July
                          19, 2005
                        (Date
                          of
                        Inception)
                          to
                        November
                          30,
                        2006ExpensesAccounting
                  and audit fees
              $
              23,361
              
              $
              5,084
              
              $
              28,445Bank
                  charges and interest
              
              200
              
              
              87
              
              
              287Foreign
                  exchange gain
              
              (55)
              
              
              (3,506)
              
              
              (3,561)Legal
                  fees
              
              21,760
              
              
              2,493
              
              
              24,253Office
                  expenses
              
              2,009
              
              
              48
              
              
              2,057Management
                  fees
              
              9,750
              
              
              -
              
              
              9,750Mineral
                  property option payments - Note 6
              
              2,274
              
              
              -
              
              
              2,274Mineral
                  property exploration payments - Note 6
              
              12,669
              
              
              -
              
              
              12,669Transfer
                  and filing fees
              
              1,235
              
              
              420
              
              
              1,655Net
                  loss for the period
              
              (73,203)
              
              
              (4,626)
              
              
              (77,829)Other
                  comprehensive lossForeign
                  currency translation adjustment
              
              (58)
              
              
              -
              
              
              (58)Comprehensive
                  loss
              $
              (73,261)
              
              $
              (4,626)
              
              $
              (77,887)Basic
                  loss per share
              $
              (0.00)
              
              $
              (0.00)Weighted
                  average number of shares outstanding
              
              21,353,225
              
              
              1,736,220
 
 SEE
        ACCOMPANYING NOTES
 F-3
 Table
            of Contents
 **NUANCE
        RESOURCES CORP.**
 (formerly
        Farrier Resources Corp)
 (An
        Exploration Stage Company)
 CONSOLIDATED
        STATEMENTS OF CASH FLOWS
 for
        the
        eight months ended November 30, 2006,
 for
        the
        period from July 19, 2005 (Date of Inception) to March 31, 2006 and
 for
        the
        period from July 19, 2005 (Date of Inception) to November 30, 2006
 ( Stated
        in US Dollars )
 
 Eight
                        Months
                      Ended
                      November
                        30,
                      2006
              
              July
                          19, 2005
                        (Date
                          of
                        Inception)
                          to
                        March
                          31,
                        2006
              
              July
                          19, 2005
                        (Date
                          of
                        Inception)
                          to
                        November
                          30,
                        2006Cash
                  Flows used in Operating ActivitiesNet
                  loss for the period
              $
              (73,203)
              
              $
              (4,626)
              
              $
              (77,829)Change
                  in non-cash working capital itemrelated
                  to operations:Accounts
                  payable and accrued liabilities
              
              7,850
              
              
              6,306
              
              
              14,156Net
                  cash provided by (used in) operating activities
              
              (65,353)
              
              
              1,680
              
              
              (63,673)Cash
                  Flows from Financing ActivitiesCapital
                  stock issued
              
              2,130
              
              
              100,400
              
              
              102,530Increase
                  (decrease) in due to related party
              
              (2,142)
              
              
              2,142
              
              
              -Net
                  cash provided by (used in) financing activities
              
              (12)
              
              
              102,542
              
              
              102,530Effect
                  of foreign currency on cash
              
              (58)
              
              
              -
              
              
              (58)Increase
                  (decrease) in cash during the period
              
              (65,423)
              
              
              104,222
              
              
              38,799Cash,
                  beginning of the period
              
              104,222
              
              
              -
              
              
              -Cash,
                  end of the period
              $
              38,799
              
              $
              104,222
              
              $
              38,799
 SEE
        ACCOMPANYING NOTES
 F-4
 Table
            of Contents
 **NUANCE
        RESOURCES CORP.**
 (formerly
        Farrier Resources Corp)
 (An
        Exploration Stage Company)
 STATEMENTS
        OF STOCKHOLDERS’ EQUITY
 for
        the
        period July 19, 2005 (Date of Inception) to November 30, 2006
 ( Stated
        in US Dollars )


Note
                      1
                    Common
                      Shares
                
                Additional
                    Paid-in
                
                Accumulated
                    Comprehensive
                
                Deficit
                        Accumulated
                        During
                          the
                        ExplorationNumber
                
                Par
                    Value
                
                Capital
                
                Income/(Loss)
                
                Stage
                
                TotalCapital
                    stock issued for
                    cash-
                    at $0.00333
                
                15,000,000
                
                $
                5,000
                
                $
                45,000
                
                $
                -
                
                $
                -
                
                $
                50,000-
                    at $0.08333
                
                6,300,000
                
                
                2,100
                
                
                50,400
                
                
                -
                
                
                -
                
                
                52,500-
                    at $0.08333
                
                27,000
                
                
                9
                
                
                2,241
                
                
                -
                
                
                -
                
                
                2,250Less:
                    commissions
                
                -
                
                
                -
                
                
                (4,350)
                
                
                -
                
                
                -
                
                
                (4,350)Net
                    loss for the period
                
                -
                
                
                -
                
                
                -
                
                
                -
                
                
                (4,626)
                
                
                (4,626)Balance
                    as at March 31, 2006
                
                21,327,000
                
                
                7,109
                
                
                93,291
                
                
                -
                
                
                (4,626)
                
                
                95,774Capital
                    stock issued for cash-
                    at $0.08333
                
                27,000
                
                
                9
                
                
                2,241
                
                
                -
                
                
                -
                
                
                2,250Less:
                    commissions
                
                -
                
                
                -
                
                
                (120)
                
                
                -
                
                
                -
                
                
                (120)Foreign
                    currency translation adjustment
                
                -
                
                
                -
                
                
                -
                
                
                (58)
                
                
                -
                
                
                (58)Net
                    loss for the period
                
                -
                
                
                -
                
                
                -
                
                
                -
                
                
                (73,203)
                
                
                (73,203)Balance
                    as at November 30, 2006
                
                21,354,000
                
                $
                7,118
                
                $
                95,412
                
                $
                (58)
                
                $
                (77,829)
                
                $
                24,643
  SEE ACCOMPANYING NOTES
 F-5
 Table
            of Contents
 **NUANCE
        RESOURCES CORP.**
 (formerly
        Farrier Resources Corp)
 (An
        Exploration Stage Company)
 NOTES
        TO THE CONSOLIDATED FINANCIAL STATEMENTS
 November
        30, 2006
 ( Stated
        in US Dollars )
 
 
 Note
        1 Nature
        and Continuance of Operations
 
 Organization
 
 The
        Company was incorporated in the state of Nevada, United States of America
        on
        July 19, 2005. The Company was formed for the purpose of acquiring exploration
        and development stage natural resource properties. On April 3, 2006, the
        Company
        incorporated a wholly-owned subsidiary, FRC Explorations Ltd. (a BC Corporation)
        (“FRC”).
  The
        Company has been in the exploration stage since its formation and has not
        yet
        realized any revenues from its planned operations.
  Effective
        December 28, 2006 the Board of Directors authorized a 3 for 1 forward stock
        split on the common shares. The
        authorized number of common shares increased from 90,000,000 to 270,000,000
        common shares with a par value of $0.001. All
        references in the accompanying financial statements to the number of common
        shares have been restated to reflect the forward stock split.
 
 Effective
        December 29, 2006 the Company was part of a corporate reorganization
        (Note 7c) and the Company changed its year end to November 30, from March
        31.
 
 On
        January 4, 2007 the Company changed its name to Nuance Resources Corp. (Note
        7d)
  These
        financial statements have been prepared in accordance with generally accepted
        accounting principles applicable to a going concern, which assumes that the
        Company will be able to meet its obligations and continue its operations
        for its
        next year. Realization values may be substantially different from carrying
        values as shown and these financial statements do not give effect to adjustments
        that would be necessary to the carrying values and classification of assets
        and
        liabilities should the Company be unable to continue as a going concern.
        At
        November 30, 2006, the Company had not yet achieved profitable operations,
        has
        accumulated losses of $77,829 since its inception and expects to incur further
        losses in the development of its business, all of which casts substantial
        doubt
        about the Company’s ability to continue as a going concern. The Company’s
        ability to continue as a going concern is dependent upon its ability to generate
        future profitable operations and/or to obtain the necessary financing to
        meet
        its obligations and repay its liabilities arising from normal business
        operations when they come due. Management has no formal plan in place to
        address
        this concern but considers that the Company will be able to obtain additional
        funds by equity financing and/or related party advances, however there is
        no
        assurance of additional funding being available.
  F-6
 Table
            of Contents
  Note
        2 Summary
        of Significant Accounting Policies
 The
          consolidated financial statements of the Company have been prepared in
          accordance with accounting principles generally accepted in the United
          States of
          America. Because a precise determination of many assets and liabilities
          is
          dependent upon future events, the preparation of financial statements for
          a
          period necessarily involves the use of estimates, which may have been made
          using
          careful judgment. Actual results may vary from these estimates.
  The
          consolidated financial statements have, in management’s opinion, been properly
          prepared within the framework of the significant accounting policies summarized
          below:
 
 Principles
        of Consolidation
 
 These
        consolidated financial statements include the accounts of the Company and
        its
        wholly-owned subsidiary incorporated by the Company, FRC. All significant
        inter-company balances and transactions have been eliminated on
        consolidation.
 
 Exploration
        Stage Company
 
  The
        Company complies with the Statement of Financial Accounting Standards (“FAS”)
        No. 7 “Accounting and Reporting by Development Stage Enterprises” and The
        Securities and Exchange Commission Act Guide 7 for its characterization of
        the
        Company as exploration stage
 
 Capitalization
        of Mineral Claim Costs
  Cost
        of
        acquisition, exploration, carrying and retaining unproven properties are
        expensed as incurred until such time as reserves are proven. Costs incurred
        in
        proving and developing a property ready for production are capitalized and
        amortized over the life of the mineral deposit or over a shorter period if
        the
        property is shown to have an impairment in value. Expenditures for mining
        equipment are capitalized and depreciated over their useful life.
  If
        an
        area of interest is abandoned or it is determined that its carrying value
        cannot
        be supported by future production or sale, the related costs are charged
        against
        operations in the year of abandonment or determination of value. The amounts
        recorded as mineral leases and claims represent costs to date and do not
        necessarily reflect present or future values.
  F-7
 Table
            of Contents
 
 Note
        2 Summary
        of Significant Accounting Policies - (Cont’d)
 
 Financial
        Instruments
 
 The
        carrying value of the Company’s financial instruments, consisting of cash,
        accounts payable and accrued liabilities and due to related party approximate
        their fair value due to the short maturity of such instruments. Unless otherwise
        noted, it is management’s opinion that the Company is not exposed to significant
        interest or credit risks arising from these financial instruments.
 
 Income
        Taxes
 
 The
        Company uses the asset and liability method of accounting for income taxes
        pursuant to FAS No. 109 “Accounting for Income Taxes”. Under the assets and
        liability method of FAS 109, deferred tax assets and liabilities are recognized
        for the future tax consequences attributable to temporary differences between
        the financial statements carrying amounts of existing assets and liabilities
        and
        loss carryforwards and their respective tax bases. Deferred tax assets and
        liabilities are measured using enacted tax rates expected to apply to taxable
        income in the years in which those temporary differences are expected to
        be
        recovered or settled.
 
 Basic
        Loss Per Share
 
 The
        Company reports basic loss per share in accordance with FAS No. 128, “Earnings
        Per Share”. Basic loss per share is computed using the weighted average number
        of shares outstanding during the period. Fully diluted earnings (loss) per
        share
        is computed similar to basic income (loss) per share except that the denominator
        is increased to include the number of common stock equivalents (primarily
        outstanding options and warrants). Common stock equivalents represent the
        dilutive effect of the assumed exercise of the outstanding stock options
        and
        warrants, using the treasury stock method, at either the beginning of the
        respective period presented or the date of issuance, whichever is later,
        and
        only if the common stock equivalents are considered dilutive based upon the
        Company’s net income (loss) position at the calculation date. Diluted loss per
        share has not been provided as it would be antidilutive.
 
 Foreign
        Currency Translation
 
 The
        Company’s functional currency is the Canadian dollar as substantially all of the
        Company’s operations are in Canada. The Company uses the United States dollar as
        its reporting currency for consistency with registrants of the Securities
        and
        Exchange Commission (“SEC”) in accordance with the FAS No. 52 “Foreign Currency
        Translation”.
  F-8
 Table
            of Contents
 
 Note
        2 Summary
        of Significant Accounting Policies - (Cont’d)
 
 Foreign
        Currency Translation -
        (cont’d)
 
 Assets
        and liabilities denominated in a foreign currency are translated at the exchange
        rate in effect at the period-end and capital accounts are translated at
        historical rates. Income statement accounts are translated at the average
        rates
        of exchange prevailing during the period. Translation adjustments from the
        use
        of different exchange rates from period to period are included in the
        Comprehensive Income account in Stockholder’s Equity, if
        applicable.
 
 Transactions
        undertaken in currencies other than the functional currency of the entity
        are
        translated using the exchange rate in effect as of the transaction date.
        Any
        exchange gains and losses are included in the Statement of
        Operations.
 
 Recent
        Accounting Pronouncements
  Management
        does not believe that there are any recently issued accounting pronouncements
        but not yet effective accounting standards that could have a material effect
        on
        the accompanying financial statements.
 
 Note
        3 Related
        Party Transactions - Note
        4
 
 The
        amount due to related party was due to the Company’s president/director and was
        unsecured, non-interest bearing and has no specific terms for
        repayment.
 
 Note
            4 Capital
            Stock - Note
            1
 
 During
        the period ended March 31, 2006, the Company issued to its president 15,000,000
        shares at $0.00333 for total proceeds of $50,000.
 
 Note
            5 Deferred
            Tax Assets
 
 At
        November 30, 2006, the Company has incurred accumulated non-capital losses
        totalling approximately $61,936 which is available to reduce taxable income
        in
        future taxation years. These losses expire beginning in 2026. In addition,
        the
        Company has Canadian resource related expenditures totalling approximately
        $14,900 which can be carried forward indefinitely to offset future Canadian
        taxable income.
  F-9
 Table
            of Contents
 
 Note
            5 Deferred
            Tax Assets -
            (cont’d)
 
 The
        following table summarizes the significant components of the Company’s deferred
        tax assets:
 
 November
                  30,
                2006
              
              March
                  31,
                2006Deferred
                  Tax AssetsNet
                  operating loss carryforward
              $
              15,586
              
              $
              694Less
                  valuation allowance
              
              (15,586)
              
              
              (694)$-
              
              
              
              $
              -
 
 The
        amount taken into income as deferred tax assets must reflect that portion
        of the
        income tax loss carryforwards that is more likely than not to be realized
        from
        future operations. The Company has chosen to provide an allowance of 100%
        against all available income tax loss carryforwards, regardless of their
        time of
        expiry.
 
 Note
        6 Mineral
        Property Option Agreement
 
 On
                  May 24, 2006 FRC entered into a property option agreement whereby
                  FRC was
                  granted an option to earn up to an 85% interest in 50 full and
                  9
                  fractional mineral claims located in the Eskay Creek Area, Northwestern
                  British Columbia. Consideration for the option is cash payments
                  totalling
                  CDN$100,000 and exploration expenditures of CDN$450,000 as
                  follows:
 
 i)
            Cash
                payments as follows: 
 –
            CDN$2,500
                upon execution of the Option agreement;
                (paid) 
 –
            CDN$2,500
                on or before June 30, 2007; 
 –
            CDN$40,000
                on or before June 30, 2008; and 
 –
            CDN$55,000
                on or before June 30, 2009. 
 ii)
              Aggregate
                  exploration expenditures of CDN$12,000 on or before June 30, 2007,
                  CDN$24,000 in aggregate on or before June 30, 2008; CDN$160,000
                  in
                  aggregate on or before June 30, 2009; and CDN$450,000 in aggregate
                  on or
                  before June 30, 2010.
 
 During
        the eight month period ended November 30, 2006, FRC incurred exploration
        expenditures amounting to $12,669 (CDN$14,295).
  F-10
 Table
            of Contents
 
 Note
        6 Mineral
        Property Option Agreement -
        (cont’d)
 
 Upon
                  earning its 85% interest in the option, the Company shall enter
                  into a
                  joint venture agreement to develop and operate the
                  property.
 
 On
                  January 11, 2007, the Company abandoned its interest in the
                  property.
 
 Note
        7 Subsequent
        Events
 
 a)
              By
                  a participation agreement dated December 21, 2006, Nuance Exploration
                  Ltd., a wholly-owned subsidiary of Nuance Resources Corp. (“Nuance”),
                  incorporated by Nuance on November 20, 2006 under the Business
                  Corporations Act of British Columbia, acquired a 100% ownership
                  in the
                  interpretation of 3D seismic data covering four sections of certain
                  land
                  located in the province of Alberta by paying CDN$95,000 (US$82,650)
                  in
                  costs of acquiring and interpreting the seismic data. After completion
                  of
                  the aforementioned payment, should a drillable anomaly be located
                  from the
                  results of the seismic review, the Company will earn the right
                  to
                  participate in the Alberta Crown Land Sale by paying 50% of the
                  land sale
                  costs. By participating, the Company will acquire a 50% interest
                  in the
                  project and will assume 50% of all costs, expenses and
                  risks.
 
 b)
              On
                  December 29, 2006 the Company incorporated a wholly-owned subsidiary
                  company, Farrier Acquisition, Inc, (“Acquisition Inc.”), a Nevada
                  Corporation.
 
 c)
              Pursuant
                  to an Agreement of Merger and Plan of Reorganization between the
                  Company,
                  Farrier Acquisition Inc. (“Acquisition Inc”) and Nuance, a Nevada
                  Corporation, on December 29, 2006, Acquisition Inc and Nuance merged
                  and
                  Nuance became the surviving company of the merger. All common shares
                  outstanding of Acquisition Inc. were converted into an equal number
                  of
                  common shares of Nuance. Pursuant to the agreement, on December
                  29, 2006
                  the shareholders of record of Nuance exercised their right to exchange
                  their shares on a one for one basis for shares of the Company.
                  Since this
                  transaction will result in the Nuance shareholders owning a majority
                  of
                  the issued and outstanding shares of the Company, this transaction
                  will be
                  accounted for as a reverse acquisition. At this time the Company
                  changed
                  its year end to November 30, from March
                  31.
 
 d)
              On
                  January 4, 2007 the Company merged with Nuance. All common shares
                  outstanding of Nuance will be converted into an equal number of
                  common
                  shares of the Company. The Company will be the surviving entity
                  of the
                  merger. Upon completion of the merger the Company changed its name
                  to
                  Nuance Resources Corp.




F-11
 Table
          of Contents




**Item
      8. Changes In and Disagreements with Accountants on Accounting and Financial****Disclosure**





No
      events
      occurred requiring disclosure under Item 304(b) of Regulation S-B.





**Item
      8A. Controls and Procedures**





We
      carried out an evaluation of the effectiveness of the design and operation
      of
      our disclosure controls and procedures (as defined in Exchange Act Rules
      13a-15(e) and 15d-15(e)) as of November 30, 2006. This evaluation was carried
      out under the supervision and with the participation of our former Chief
      Executive Officer and Chief Financial Officer, Mr. Kent Kirby. Based upon that
      evaluation, our former Chief Executive Officer and Chief Financial Officer
      concluded that, as of November 30, 2006, our disclosure controls and procedures
      are effective.





Disclosure
      controls and procedures are controls and other procedures that are designed
      to
      ensure that information required to be disclosed in our reports filed or
      submitted under the Exchange Act are recorded, processed, summarized and
      reported, within the time periods specified in the SEC's rules and forms.
      Disclosure controls and procedures include, without limitation, controls and
      procedures designed to ensure that information required to be disclosed in
      our
      reports filed under the Exchange Act is accumulated and communicated to
      management, including our Chief Executive Officer and acting Chief Financial
      Officer, to allow timely decisions regarding required disclosure.





Limitations
      on the Effectiveness of Internal Controls





Our
      management does not expect that our disclosure controls and procedures or our
      internal control over financial reporting will necessarily prevent all fraud
      and
      material error. Our disclosure controls and procedures are designed to provide
      reasonable assurance of achieving our objectives and our Chief Executive Officer
      and acting Chief Financial Officer concluded that our disclosure controls and
      procedures are effective at that reasonable assurance level. Further, the design
      of a control system must reflect the fact that there are resource constraints,
      and the benefits of controls must be considered relative to their costs. Because
      of the inherent limitations in all control systems, no evaluation of controls
      can provide absolute assurance that all control issues and instances of fraud,
      if any, within the Company have been detected. These inherent limitations
      include the realities that judgments in decision-making can be faulty, and
      that
      breakdowns can occur because of simple error or mistake. Additionally, controls
      can be circumvented by the individual acts of some persons, by collusion of
      two
      or more people, or by management override of the internal control. The design
      of
      any system of controls also is based in part upon certain assumptions about
      the
      likelihood of future events, and there can be no assurance that any design
      will
      succeed in achieving its stated goals under all potential future conditions.
      Over time, control may become inadequate because of changes in conditions,
      or
      the degree of compliance with the policies or procedures may deteriorate.





**Item
      8B. Other information**





None.


16
 Table
            of Contents




**PART
      III**





**Item
      9. Directors, Executive Officers, Promoters and Control Persons;
      Compliance with Section 16(a) of the Exchange Act**





Our
      executive officers are appointed by our board of directors and hold office
      until
      removed by the board. The following table sets forth the names of our executive
      officers, their ages, and present positions.





*Name*
            *Position*
            *Age*James
                D. Bunney
            President
              Chief
                Executive Officer
              Director
            71





**James
      D. Bunney** is
      our
      Chief Executive Officer, Chief Financial Officer, President And Director as
      of
      December 29, 2006. He has acted as a Corporate Finance and Investor Relations
      consultant since 2000. Prior to that, he was the Vice President, Director and
      CFO of Pemberton Energy Ltd. Mr. Bunney has also previously served in senior
      management positions with both Texas T Resources Ltd. and Priority Ventures
      Ltd.





**Term
      of Office**





Our
      directors are appointed for a one-year term to hold office until the next annual
      meeting of our shareholders or until removed from office in accordance with
      our
      bylaws.





**Significant
      Employees**





We
      do not
      have any significant employees other than our President, CEO and sole Director,
      James D. Bunney. All other persons providing services to us are not employees.





**Family
      Relationships**





There
      are
      no family relationships between or among the directors, executive officers
      or
      persons nominated or chosen by us to become directors or executive
      officers.





**Involvement
      in Certain Legal Proceedings**





To
      the
      best of our knowledge, during the past five years, none of the following
      occurred with respect to a present or former director, executive officer, or
      employee: (1) any bankruptcy petition filed by or against any business of which
      such person was a general partner or executive officer either at the time of
      the
      bankruptcy or within two years prior to that time; (2) any conviction in a
      criminal proceeding or being subject to a pending criminal proceeding (excluding
      traffic violations and other minor offenses); (3) being subject to any order,
      judgment or decree, not subsequently reversed, suspended or vacated, of any
      court of competent jurisdiction, permanently or temporarily enjoining, barring,
      suspending or otherwise limiting his or her involvement in any type of business,
      securities or banking activities; and (4) being found by a court of competent
      jurisdiction (in a civil action), the SEC or the Commodities Futures Trading
      Commission to have violated a federal or state securities or commodities law,
      and


17
 Table
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the
      judgment has not been reversed, suspended or vacated.





**Audit
      Committee**





We
      do not
      have a separately-designated standing audit committee. The board of directors
      performs the functions of an audit committee, but no written charter governs
      the
      actions of the board of directors when performing the functions that would
      generally be performed by an audit committee. The board of directors approves
      the selection of our independent accountants and meets and interacts with the
      independent accountants to discuss issues related to financial reporting. In
      addition, the board of directors reviews the scope and results of the audit
      with
      the independent accountants, reviews with management and the independent
      accountants our annual operating results, considers the adequacy of our internal
      accounting procedures and considers other auditing and accounting matters
      including fees to be paid to the independent auditor and the performance of
      the
      independent auditor.





We
      do not
      have an audit committee financial expert because of the
      size
      of our company and our board of directors at this time. We believe that we
      do
      not require an audit committee financial expert at this time because we retain
      outside consultants who possess these attributes.





For
      the
      fiscal year ending November 30, 2006, the board of directors:





1.
            Reviewed
                and discussed the audited financial statements with management,
                and





2.
            Reviewed
                and discussed the written disclosures and the letter from our independent
                auditors on the matters relating to the auditor's
                independence.





Based
      upon the board of directors’ review and discussion of the matters above, the
      board of directors authorized inclusion of the audited financial statements
      for
      year ended November 30, 2006 to be included in this Annual Report on Form 10-KSB
      and filed with the Securities and Exchange Commission.





**Section
      16(a) Beneficial Ownership Reporting Compliance**





Section
      16(a) of the Exchange Act requires our directors and executive officers and
      persons who beneficially own more than ten percent of a registered class of
      the
      Company’s equity securities to file with the SEC initial reports of ownership
      and reports of changes in ownership of common stock and other equity securities
      of the Company. Officers, directors and greater than ten percent beneficial
      shareholders are required by SEC regulations to furnish us with copies of all
      Section 16(a) forms they file. To the best of our knowledge based solely on
      a
      review of Forms 3, 4, and 5 (and any amendments thereof) received by us during
      or with respect to the year
      ended November 30, 2006, the following persons have failed to file, on a timely
      basis, the identified reports required by Section 16(a) of the Exchange Act
      during fiscal year ended November 30, 2006:





Name
                and principal position
            Number
                of
              late
                reports
            Transactions
              not
                timely reported
            Known
                failures to file a required formKent
                Kirby
              Former
                CEO, CFO, and Director
            0
            0
            0


18
 Table
          of Contents


**Code
      of Ethics Disclosure**





As
      of
      November 30, 2006, we have not adopted a Code of Ethics for Financial
      Executives, which include our principal executive officer, principal financial
      officer, principal accounting officer or controller, or persons performing
      similar functions, as required by sections 406 and 407 of the Sarbanes-Oxley
      Act
      of 2002. Our management believes that the size of our company and current
      operations at this time do not require a code of ethics to govern the behavior
      of our sole officer. We anticipate that we will adopt a code of ethics once
      we
      commence operations.





**Item
      10. Executive Compensation**





Our
      sole
      officer, receives no salary, bonuses, or other compensation for his services.
      The table below summarizes all compensation awarded to, earned by, or paid
      to
      our current and former executive officers for each of the last three completed
      fiscal years.





Annual
                Compensation
            Long
                Term CompensationName
            Title
            Year
            Salary
              ($)
            Bonus
              ($)
            Other
                AnnualCompensation
              ($)
            Restricted
                Stock
              Awarded
              ($)
            Options/
              SARs
              (#)
            LTIP
              Payouts
              ($)
            All
                Other
              Compensation
              ($)Kent
                Kirby
            Former
                CEO, CFO and Director
            2006
              2005
              2004
            0
              0
              n/a
            0
              0
              n/a
            0
              0
              n/a
            0
              0
              n/a
            0
              0
              n/a
            0
              0
              n/a
            0
              0
              n/a





**Compensation
      to Directors**





Our
      sole
      director, receives no salary, bonuses, or other compensation for his services.





**Summary
      of Options Grants**





We
      have
      not granted any stock options to our executive officers or employees during
      the
      year ended November 30, 2006. We have not granted any stock options to our
      executive officers or employees since November 30, 2006.




**Item
          11.****Security
          Ownership of Certain Beneficial Owners and Management and Related Stockholder
          Matters**





The
      following table sets forth information regarding the beneficial ownership of
      our
      shares of common stock at February 1, 2007 by (i) each person known by us to
      be
      the beneficial owner of more than 5% of our outstanding shares of common stock,
      (ii) each of our directors, (iii) our executive officers, and (iv) by all
      directors and executive officers as a group. Each person named in the table,
      has
      sole voting and investment power with respect to all shares shown as
      beneficially owned by such person. Beneficial ownership is determined in
      accordance with the rules of the Securities and Exchange Commission.


19
 Table
          of Contents




**Title
                of class**
            **Name
                and address of beneficial owner**
            **Amount
                of**
              **beneficial**
              **ownership**
            **Percent
                of class**Common
            James
                D. Bunney
              203-3808
                35 Ave.
              Vernon,
                B.C. V1T 2T9
              Canada
            14,000,000
            31.56%1**Total of all directors and executive officers**
            14,000,000
            31.56%Common
            Kent
                Kirby
              Former
                Director, President and CFO
              305-3495
                Cambie Street
              Vancouver,
                B.C, V5Z 3W6
              Canada
            4,000,000
            9.01%





As
      used
      in this table, "beneficial ownership" means the sole or shared power to vote,
      or
      to direct the voting of, a security, or the sole or shared investment power
      with
      respect to a security (i.e., the power to dispose of, or to direct the
      disposition of, a security). In addition, for purposes of this table, a person
      is deemed, as of any date, to have "beneficial ownership" of any security that
      such person has the right to acquire within 60 days after such
      date.





1.
            The
                percent of class is based on 44,354,000 shares of common stock issued
                and
                outstanding as of February 1, 2007.





**Item
      12. Certain Relationships and Related
      Transactions**





None
      of
      our directors or executive officers, nor any proposed nominee for election
      as a
      director, nor any person who beneficially owns, directly or indirectly, shares
      carrying more than 5% of the voting rights attached to all of our outstanding
      shares, nor any members of the immediate family (including spouse, parents,
      children, siblings, and in-laws) of any of the foregoing persons has any
      material interest, direct or indirect, in any transaction during the last two
      years or in any presently proposed transaction which, in either case, has or
      will materially affect the Company.


20
 Table
          of Contents


**Item
      13. Exhibits**





Exhibit
                Number
            Description2.1
            Agreement
                of Merger and Plan of Reorganization, dated as of December 29, 2006,
                by
                and among Farrier Resources Corp., Farrier Acquisition, Inc. and
                Nuance
                Resources Corp.(1)3.1
            Articles
                of Incorporation(2)3.2
            Certificate
                of Amendment to Articles of Incorporation(1)3.3
            By-laws,
                as amended(2)10.1
            Participation
                Agreement between County Line Energy Corp. and Nuance Exploration
                Ltd.(1)10.2
            Dilution
                Agreement between Nuance Exploration Ltd. and County Line Energy
                Corp.(1)31.1
            Certification
                of Chief Executive Officer pursuant to
                Securities Exchange Act Rule 13a-14(a)/15d-14(a), as adopted pursuant
                to
                Section 302 of the Sarbanes-Oxley Act of 200231.2
            Certification
                of Chief Financial Officer pursuant to
                Securities Exchange Act Rule 13a-14(a)/15d-14(a), as adopted pursuant
                to
                Section 302 of the Sarbanes-Oxley Act of 200232.1
            Certification
                of Chief Executive Officer and Chief
                Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted
                pursuant
                to Section 906 of the Sarbanes-Oxley Act of
                2002





(1)
            Incorporated
                by reference to current report on Form 8-K filed on January 4,
                2007


(2)
            Incorporated
                by referencetothe
                Registration Statement on Form SB-2 filed on June 5,
                2006





**Item
      14. Principal Accountant Fees and Services**





**Audit
      Fees**





The
      aggregate fees billed by our auditors for professional services rendered in
      connection with a review of the financial statements included in our quarterly
      reports on Form 10-QSB and the audit of our annual consolidated financial
      statements during April 1, 2006 to November 30, 2006 were $14,167 and during
      July 19, 2005 to March 31, 2006 were $3,500.




**Audit-Related
      Fees**





Our
      auditors did not bill any additional fees for assurance and related services
      that are reasonably related to the performance of the audit or review of our
      financial statements.





**Tax
      Fees**





The
      aggregate fees billed by our auditors for professional services for tax
      compliance, tax advice, and tax planning were $0 for
      the
      period from July 19, 2005 (date of inception) to November 30, 2006.





**All
      Other Fees**





Our
      auditors did not bill any fees for all other non-audit services, such as
      attending meetings and other miscellaneous financial consulting, for the period from
      July
      19, 2005 (date of inception) to November 30, 2006.


21
 Table
            of Contents




**SIGNATURES**





In
      accordance with Section 13 or 15(d) of the Exchange Act, the registrant caused
      this report to be signed on its behalf by the undersigned, thereunto duly
      authorized.





**Nuance Resources Corp.**By:
              /s/James D.
                BunneyJames
                  D. Bunney
                President
                Chief
                  Executive Officer
                Chief
                  Financial Officer
                Director
                
                February
                  28, 2007




In
      accordance with the Exchange Act, this report has been signed below by the
      following persons on behalf of the registrant and in the capacities and on
      the
      dates indicated:





By:
              /s/James D.
                BunneyJames
                  D. Bunney
                President
                Chief
                  Executive Officer
                Chief
                  Financial Officer
                Director
                
                February
                  28, 2007