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UNITED STATES 
SECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549

FORM 10-Q

[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2008

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

For the transition period from ________ to ________

COMMISSION FILE NUMBER 000-52767

SUNERGY, INC.(Exact name of registrant as specified in its charter)

|                                                 |                                     
|------------------------------------------------ | ------------------------------------
|NEVADA                                           | None                                
|(State or other jurisdiction of incorporation or | (I.R.S. Employer Identification No.)
|organization)                                    |                                     
|2575 Palmerston Avenue                           |                                     
|West Vancouver, British Columbia, Canada         | V7V 2W4                             
|(Address of principal executive offices)         | (Zip code)                          

(604) 809-9400(Registrant's telephone number, including area code)

Not Applicable(Former name, former address and former fiscal year, if changed since last report)

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

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

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

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

Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date: As of July 31, 2008, the Issuer had 10,139,500 shares of common stock issued and outstanding.







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|TABLE OF CONTENTS                                
|-------------------------------------------------
|                                                 
|PART I  FINANCIAL INFORMATION                   
|Item 1.                                          
|Balance Sheet (unaudited)                        
|Statement of Operations (unaudited)              
|Statement of Cash Flows (unaudited)              
|Statement of Shareholders Deficiency (unaudited)
|Notes to Financial Statements                    
|Item 2.                                          
|Item 3.                                          
|Item 4.                                          
|PART II  OTHER INFORMATION                      
|Item 1.                                          
|Item 1A.                                         
|Item 2.                                          
|Item 3.                                          
|Item 4.                                          
|Item 5.                                          
|Item 6.                                          
|SIGNATURES                                       







2



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PART I - FINANCIAL INFORMATION

|        |                      
|------- | ---------------------
|ITEM 1. | FINANCIAL STATEMENTS.







SUNERGY, INC.

(A Pre-exploration Stage Company)

INTERIM BALANCE SHEETS

June 30, 2008 and December 31, 2007

(Stated in US Dollars)

(Unaudited)





|                                                     |        | June 30, |      |   | December 31, |     
|---------------------------------------------------- | ------ | -------- | ---- | - | ------------ | ----
|                                                     | ASSETS |          | 2008 |   |              | 2007
|                                                    
|Current                                              |        |          |      |   |              |     
|Cash                                                 | $      | 59       |      | $ | 195          |     
|Prepaid expenses                                     |        | -        |      |   | 2,712        |     
|                                                    
|                                                     | $      | 59       |      | $ | 2,907        |     
|                                                    
|LIABILITIES                                         
|                                                    
|Current                                              |        |          |      |   |              |     
|Accounts payable and accrued liabilities  Note 4    | $      | 99,011   |      | $ | 89,042       |     
|Related party loan  Note 4                          |        | 100,637  |      |   | 79,234       |     
|                                                    
|                                                     |        | 199,648  |      |   | 168,276      |     
|                                                    
|STOCKHOLDERS DEFICIENCY                            
|                                                    
|Common stock, $0.001 par value                       |        |          |      |   |              |     
|75,000,000 shares authorized                         |        |          |      |   |              |     
|10,139,500 shares issued (2007: 10,139,500)          |        | 10,139   |      |   | 10,139       |     
|Additional paid-in capital                           |        | 17,109   |      |   | 17,109       |     
|Deficit accumulated during the pre-exploration stage |        | (226,837 | )    |   | (192,617     | )   
|                                                    
|                                                     |        | (199,589 | )    |   | (165,369     | )   
|                                                    
|                                                     | $      | 59       |      | $ | 2,907        |     





3



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SUNERGY, INC.

(A Pre-exploration Stage Company)

INTERIM STATEMENTS OF OPERATIONS

for the three and six months ended June 30, 2008 and 2007 and

for the period January 28, 2003 (Date of Inception) to June 30, 2008

(Stated in US Dollars)

(Unaudited)





|                                              |   |                    |   |            |                  |   |            |          |            |   |         |   |   | January 28, 2003    |  
|--------------------------------------------- | - | ------------------ | - | ---------- | ---------------- | - | ---------- | -------- | ---------- | - | ------- | - | - | ------------------- | -
|                                              |   |                    |   |            |                  |   |            |          |            |   |         |   |   | (Date of Inception) |  
|                                              |   | Three Months Ended |   |            | Six Months Ended |   |            | To       |           
|                                              |   | June 30,           |   |            | June 30,         |   |            | June 30, |           
|                                              |   | 2008               |   |            | 2007             |   |            | 2008     |            |   | 2007    |   |   | 2008                |  
|                                             
|Expenses                                      |   |                    |   |            |                  |   |            |          |            |   |         |   |   |                     |  
|Accounting and audit fees                     | $ | 9,224              |   | $          | 4,698            |   | $          | 15,468   |            | $ | 8,315   |   | $ | 74,108              |  
|Bank charges                                  |   | 87                 |   |            | 37               |   |            | 138      |            |   | 87      |   |   | 861                 |  
|Consulting fees                               |   | -                  |   |            | -                |   |            | -        |            |   | 5,000   |   |   | 5,000               |  
|Filing fees                                   |   | 778                |   |            | 371              |   |            | 3,937    |            |   | 1,240   |   |   | 18,090              |  
|Interest  Note 4                             |   | 1,023              |   |            | 592              |   |            | 1,736    |            |   | 959     |   |   | 7,252               |  
|Legal fees                                    |   | -                  |   |            | -                |   |            | 3,000    |            |   | -       |   |   | 11,920              |  
|Office and miscellaneous                      |   | -                  |   |            | -                |   |            | -        |            |   | -       |   |   | 100                 |  
|Management fees  Note 4                      |   | 3,000              |   |            | 3,000            |   |            | 6,000    |            |   | 6,000   |   |   | 65,000              |  
|Mineral property costs                        |   | 475                |   |            | -                |   |            | 941      |            |   | -       |   |   | 12,006              |  
|Rent  Note 4                                 |   | 1,500              |   |            | 1,500            |   |            | 3,000    |            |   | 3,000   |   |   | 32,500              |  
|                                             
|Net loss for the period                       | $ | (16,087            | ) | $          | (10,198          | ) | $          | (34,220  | )          | $ | (24,601 | ) | $ | (226,837            | )
|                                             
|Basic and diluted loss per share              | $ | (0.00              | ) | $          | (0.00            | ) | $          | (0.00    | )          | $ | (0.00   | ) |   |                     |  
|                                             
|Weighted average number of shares outstanding |   | 10,139,500         |   | 10,139,500 |                  |   | 10,139,500 |          | 10,139,500 |   |         |   |  





4



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SUNERGY, INC.

(A Pre-exploration Stage Company)

INTERIM STATEMENTS OF CASH FLOWS

for the six months ended June 30, 2008 and 2007 and

for the period January 28, 2003 (Date of Inception) to June 30, 2008

(Stated in US Dollars)

(Unaudited)





|                                                                  |   |                  |   |   |          |   |   | January 28, 2003    |  
|----------------------------------------------------------------- | - | ---------------- | - | - | -------- | - | - | ------------------- | -
|                                                                  |   |                  |   |   |          |   |   | (Date of Inception) |  
|                                                                  |   | Six Months Ended |   |   | to       |  
|                                                                  |   | June 30,         |   |   | June 30, |  
|                                                                  |   | 2008             |   |   | 2007     |   |   | 2008                |  
|                                                                 
|Cash Flows Used in Operating Activities                           |   |                  |   |   |          |   |   |                     |  
|Net loss for the period                                           | $ | (34,220          | ) | $ | (24,601  | ) | $ | (226,837            | )
|Add item not affecting cash:                                      |   |                  |   |   |          |   |   |                     |  
|Accrued Interest                                                  |   | -                |   |   | 959      |   |   | 3,298               |  
|Change in non-cash working capital balances related to operations |   |                  |   |   |          |   |   |                     |  
|Prepaid expenses                                                  |   | 2,712            |   |   | -        |   |   | -                   |  
|Accounts payable and accrued liabilities                          |   | 9,969            |   |   | 1,943    |   |   | 99,011              |  
|                                                                 
|Cash used in operating activities                                 |   | (21,539          | ) |   | (21,699  | ) |   | (124,528            | )
|                                                                 
|Cash Flows Provided by Financing Activities                       |   |                  |   |   |          |   |   |                     |  
|Increase (decrease) in bank indebtedness                          |   | -                |   |   | (9       | ) |   | -                   |  
|Capital stock issued                                              |   | -                |   |   | -        |   |   | 23,950              |  
|Increase in related party loan                                    |   | 21,403           |   |   | 21,737   |   |   | 100,637             |  
|                                                                 
|Cash from financing activities                                    |   | 21,403           |   |   | 21,728   |   |   | 124,587             |  
|                                                                 
|Increase (decrease) in cash during the period                     |   | (136             | ) |   | 29       |   |   | 59                  |  
|                                                                 
|Cash, beginning of the period                                     |   | 195              |   |   | -        |   |   | -                   |  
|                                                                 
|Cash, end of the period                                           | $ | 59               |   | $ | 29       |   | $ | 59                  |  









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SUNERGY, INC.

(A Pre-exploration Stage Company)

INTERIM STATEMENT OF STOCKHOLDERS DEFICIENCY

for the period January 28, 2003 (Date of Inception) to June 30, 2008

(Stated in US Dollars)

(Unaudited)





|                                 |               |   |           |   |                 |   | Deficit     |   |   |          |  
|-------------------------------- | ------------- | - | --------- | - | --------------- | - | ----------- | - | - | -------- | -
|                                 |               |   |           |   |                 |   | Accumulated |   |   |          |  
|                                 |               |   |           |   | Additional      |   | During the  |   |   |          |  
|                                 | Common Shares |   | Paid-in   |   | Pre-Exploration |   |             |   |  
|                                 | Number        |   | Par Value |   | Capital         |   | Stage       |   |   | Total    |  
|                                
|Capital stock issued for cash    |               |   |           |   |                 |   |             |   |   |          |  
| at $0.001                      | 10,000,000    | $ | 10,000    | $ | -               | $ | -           |   | $ | 10,000   |  
| at $0.10                       | 139,500       |   | 139       |   | 13,811          |   | -           |   |   | 13,950   |  
|Net loss for the period          | -             |   | -         |   | -               |   | (30,313     | ) |   | (30,313  | )
|                                
|Balance, as at December 31, 2003 | 10,139,500    |   | 10,139    |   | 13,811          |   | (30,313     | ) |   | (6,363   | )
|Contributed interest             | -             |   | -         |   | 401             |   | -           |   |   | 401      |  
|Net loss for the year            | -             |   | -         |   | -               |   | (41,362     | ) |   | (41,362  | )
|                                
|Balance, as at December 31, 2004 | 10,139,500    |   | 10,139    |   | 14,212          |   | (71,675     | ) |   | (47,324  | )
|Contributed interest             | -             |   | -         |   | 938             |   | -           |   |   | 938      |  
|Net loss for the year            | -             |   | -         |   | -               |   | (26,093     | ) |   | (26,093  | )
|                                
|Balance, as at December 31, 2005 | 10,139,500    |   | 10,139    |   | 15,150          |   | (97,768     | ) |   | (72,479  | )
|Contributed interest             | -             |   | -         |   | 1,959           |   | -           |   |   | 1,959    |  
|Net loss for the year            | -             |   | -         |   | -               |   | (39,746     | ) |   | (39,746  | )
|                                
|Balance, as at December 31, 2006 | 10,139,500    |   | 10,139    |   | 17,109          |   | (137,514    | ) |   | (110,266 | )
|Net loss for the period          | -             |   | -         |   | -               |   | (55,103     | ) |   | (55,103  | )
|                                
|Balance, as at December 31, 2007 | 10,139,500    |   | 10,139    |   | 17,109          |   | (192,617    | ) |   | (165,369 | )
|Net loss for the period          | -             |   | -         |   | -               |   | (34,220     | ) |   | (34,220  | )
|                                
|Balance, as at June 30, 2008     | 10,139,500    | $ | 10,139    | $ | 17,109          | $ | (226,837    | ) | $ | (199,589 | )



6



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SUNERGY, INC.

(A Pre-exploration Stage Company)

NOTES TO THE INTERIM FINANCIAL STATEMENTS

June 30, 2008

(Stated in US Dollars)

(Unaudited)





Note 1

Interim Reporting



The accompanying unaudited interim financial statements have been prepared by Sunergy, Inc. (the Company) pursuant to the rules and regulations of the United States Securities and Exchange Commission.  Certain information and disclosures normally included in annual financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted pursuant to such rules and regulations.  In the opinion of management, all adjustments and disclosures necessary for a fair presentation of these interim financial statements have been included.  Such adjustments consist of normal recurring adjustments.  These interim financial statements should be read in conjunction with the audited financial statements of the Company for the year ended December 31, 2007, as filed with the United States Securities and Exchange Commission.  The results of operations for the six months ended June 30, 2008 are not indicative of results that may be expected for the full year.



Note 2

Nature of Operations and Ability to Continue as a Going Concern



These interim 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 twelve months.  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 June 30, 2008, the Company had not yet achieved profitable operations, has accumulated losses of $226,837 since its inception, has a working capital deficiency of $199,589 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.  Since inception, the Company has funded operations through common stock issuances and related party loans.



7



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Note 3

Mineral Property



Hummingbird Claim



By a mineral property staking and sales agreement dated April 10, 2003, the Company acquired a 100% undivided right, title and interest in and to the Hummingbird Claims located in the province of British Columbia, Canada by the payment of $3,450.





Note 4

Related Party Transactions



The Company was charged management fees and rent and interest on a loan provided by a director of the Company as follows:



|                |   |                    |   |                  |   |               |   |       |   | January 28, 2003
|--------------- | - | ------------------ | - | ---------------- | - | ------------- | - | ----- | - | ----------------
|                |   |                    |   |                  |   |               |   |       |   | (Date of        
|                |   | Three Months Ended |   | Six Months Ended |   | Inception to)
|                |   | June 30,           |   | June 30,         |   | June 30,     
|                |   | 2008               |   | 2007             |   | 2008          |   | 2007  |   | 2008            
|               
|Interest        | $ | 896                | $ | 592              | $ | 1,609         | $ | 959   | $ | 7,125           
|Management fees |   | 3,000              |   | 3,000            |   | 6,000         |   | 6,000 |   | 65,000          
|Rent            |   | 1,500              |   | 1,500            |   | 3,000         |   | 3,000 | $ | 32,500          
|               
|                | $ | 5,396              | $ | 5,092            | $ | 10,609        | $ | 9,959 | $ | 104,625         



These charges were measured by the exchange amount which is the amount agreed upon by the transacting parties.



Included in accounts payable and accrued liabilities is $61,200 (December 31, 2007:  $52,200) owing to a director of the Company for unpaid rent and management fees.



Included in the related party loan is $76,967 (December 31, 2007: $55,564) due to directors of the Company which bears interest of 5% per annum, is unsecured and has no specific terms for repayment and $23,670 (December 31, 2007: $23,670) is unsecured, non-interest bearing and has no specific terms for repayment.



8



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Item 2.  Managements Discussion and Analysis of Financial Condition and Results of Operations



Cautionary Statement Regarding Forward-Looking Statements

Certain statements contained in this Quarterly Report constitute "forward-looking statements. These statements, identified by words such as plan, "anticipate," "believe," "estimate," "should," "expect" and similar expressions include our expectations and objectives regarding our future financial position, operating results and business strategy. These statements reflect the current views of management with respect to future events and are subject to risks, uncertainties and other factors that may cause our actual results, performance or achievements, or industry results, to be materially different from those described in the forward-looking statements. Such risks and uncertainties include those set forth under the caption "Part II  Item 1A. Risk Factors" and elsewhere in this Quarterly Report. We do not intend to update the forward-looking information to reflect actual results or changes in the factors affecting such forward-looking information. We advise you to carefully review the reports and documents we file from time to time with the Securities and Exchange Commission (the SEC), particularly our Annual Reports on Form 10-KSB, Quarterly Reports on Form 10-QSB and our Current Reports on Form 8-K.

As used in this Quarterly Report, the terms we, us, our, Sunergy, and the Company mean Sunergy, Inc. unless otherwise indicated. All dollar amounts in this Quarterly Report are expressed in U.S. dollars, unless otherwise indicated.

Introduction

We were incorporated in the State of Nevada, USA, on January 28, 2003. We are in a pre-exploration stage of the exploration of our mineral property, called the Hummingbird Claims, located in the Province of British Columbia, Canada.



Plan of Operation



Our plan of operation over the next 12 months is to complete the recommended grid establishment, line cutting, soil sampling and mapping, and potentially performing drilling on the Hummingbird property.



We commenced and completed initial exploration of the Hummingbird property in January 2004. We intend to continue with exploration and conduct magnetometer and VLF-EM surveys over the grid area. We anticipate that the cost of these surveys will be approximately $7,500. Based upon positive results, we expect to commence a drill program on the Hummingbird property at a cost of about $75,000.



Our directors will make the assessment as to whether to commence the drill program based on the recommendations of a qualified geologist. We do not currently have arrangements with any geologist in this regard.



9



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If the drill program is not justified given exploration results from our initial work, we intend to acquire additional mineral property interests for the purpose of exploration. We do not have any agreements in place with respect to other mineral properties or any specific properties in mind.



If we complete the initial drill program on the Hummingbird property, we will not be able to determine the potential cost of subsequent exploration until the initial drill results are reviewed. However, it is likely that if significant mineralization is encountered, we will need to conduct additional drilling on the claim to determine whether the mineral content extends over a greater distance. The cost of additional drilling will depend on the nature of the initial drilling results, but it is expected that such drilling would cost $200,000 to $300,000.



Upon the completion of these preliminary exploration programs, we will need to spend extensive amounts of money and time on additional exploration before we are able to determine whether the Hummingbird property contains economic quantities of mineralization.



Administrative expenses over the next 12 months are expected to be approximately $60,000.

Management intends to continue to have Sunergys outside consultant assist in the preparation of its quarterly and annual financial statements and have these financial statements reviewed or audited by its independent auditor.  Our outside consultant is expected to charge Sunergy approximately $2,835 to prepare its quarterly financial statements and approximately $945 to prepare its annual financial statements.  Our independent auditor is expected to charge approximately $9,600 to review its quarterly financial statements and approximately $10,000 to audit its annual financial statements.  In the next 12 months, management anticipates spending approximately $23,380 to pay for Sunergys accounting and audit requirements.



Additionally, management expects to incur legal costs of approximately $2,500 per quarter to support three quarterly 10-Q filings and $5,000 to support one annual 10-K filing.  In the next twelve months, management anticipates spending approximately $12,500 for legal costs to pay for three quarterly filings and one annual filing.



Total expenditures over the next 12 months are therefore expected to be $142,500. This is just an estimate as there may be cost variations over the next 12 months regarding administration, property exploration and development, and there may be potential changes in our mining property portfolio through acquisitions or dispositions of properties. We are not able to proceed with this plan of operation without additional financing. We have not retained anyone to conduct our planned exploration programs. However, we expect that the person will be a professional geologist who is familiar with the property area. We anticipate that this program will take approximately 30 days, including the interpretation of all data collected.



At June 30, 2008, our liabilities included $99,011 in accounts payable and accrued liabilities, including $61,200 due to Christian Brulé, for rent and management fees.



As well, at June 30, 2008 we owed $90,582 to our President, Christian Brulé and $10,055 to our Chief Financial Officer, Lorne Lilley for funds that they have lent to us. Included in the related party loan is $76,967, which bears interest of 5% per annum, is unsecured and has no specific terms for repayment and $23,670, which is non-interest bearing, is unsecured and has no specific terms for repayment.



10



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We do not have any written agreements regarding the payment of our outstanding liabilities. However, all of our creditors, other than Mr. Brulé and Mr. Lilley, are seeking payment of their liabilities in the short term. The remedies available to these creditors include commencing legal action against us or withholding future services from us, though none of our creditors has indicated that he or she will be seeking such a remedy.



We will require additional funding in order to proceed with our intended exploration. We anticipate that additional funding will be required in the form of equity financing from the sale of our common stock. However, we cannot provide investors with any assurance that we will be able to raise sufficient funding from the sale of our common stock to fund the second phase of the exploration program. We believe that debt financing will not be an alternative for funding the complete exploration program. We do not have any arrangements in place for any future equity financing.



Our cash reserves are not sufficient to meet our obligations for the next twelve-month period. As a result, we will need to seek additional funding in the near future.



In its audit report relating to our financial statements for the period ended December 31, 2007, our independent accountants indicated that there are a number of factors that raise substantial doubt about our ability to continue as a going concern. Such factors identified in the report are our net loss position, our failure to attain profitable operations and our dependence upon obtaining adequate financing. All of these factors continue to exist and raise doubt about our status as a going concern.



In order to address our working capital deficiency, our management intends to raise additional funding. We currently do not have a specific plan of how we will obtain such funding; however, we anticipate that additional funding will be in the form of equity financing from the sale of our common stock. We may also seek to obtain short-term loans from our directors, although no such arrangement has been made. At this time, we cannot provide investors with any assurance that we will be able to raise sufficient funding from the sale of our common stock or through a loan from our directors to meet our obligations over the next twelve months.



We do not have any arrangements in place for any future equity financing.



Results of Operations For Period Ending June 30, 2008 and 2007

Revenue

We have not earned any revenues since our inception and we do not anticipate earning revenues in the upcoming quarter.

We do not anticipate earning revenues until such time as we have entered into commercial production on the Hummingbird property. We have not commenced the exploration stage of our business and can provide no assurance that we will discover economic mineralization on the property, or if such minerals are discovered, that we will enter into commercial production.



11



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Three month Summary ending June 30, 2008 and 2007



|                   |   |                            |   |       
|------------------ | - | -------------------------- | - | ------
|                   |   | Three Months Ended
June 30
|                   |   | 2008                       |   | 2007  
|Revenue            | $ | Nil                        | $ | Nil   
|Operating Expenses | $ | 16,087                     | $ | 10,198
|Net Loss           | $ | 16,087                     | $ | 10,198

Expenses

Our operating expenses for the three month periods ended June 30, 2008 and 2007 are outlined in the table below:



|                          |   |                            |   |      
|------------------------- | - | -------------------------- | - | -----
|                          |   | Three Months Ended
June 30
|                          |   | 2008                       |   | 2007 
|Accounting and audit fees | $ | 9,224                      | $ | 4,698
|Bank charges              | $ | 87                         | $ | 37   
|Consulting fees           | $ | Nil                        | $ | Nil  
|Filing fees               | $ | 778                        | $ | 371  
|Interest                  | $ | 1,023                      | $ | 592  
|Legal fees                | $ | Nil                        | $ | Nil  
|Office and miscellaneous  | $ | Nil                        | $ | Nil  
|Management fees           | $ | 3,000                      | $ | 3,000
|Mineral property costs    | $ | 475                        | $ | Nil  
|Rent                      | $ | 1,500                      | $ | 1,500

Operating expenses for the three months ended June 30, 2008, increased by 57.75% as compared to the comparative period in 2007 primarily as a result of an increase in accounting and audit fees and interest.

Six month Summary ending June 30, 2008 and 2007



|                   |   |                          |   |       
|------------------ | - | ------------------------ | - | ------
|                   |   | Six Months Ended
June 30
|                   |   | 2008                     |   | 2007  
|Revenue            | $ | Nil                      | $ | Nil   
|Operating Expenses | $ | 34,220                   | $ | 24,601
|Net Loss           | $ | 34,220                   | $ | 24,601

Expenses

Our operating expenses for the six month periods ended June 30, 2008 and 2007 are outlined in the table below:



12



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|                          |   |                           |   |      
|------------------------- | - | ------------------------- | - | -----
|                          |   | Six Months Ended
April 30
|                          |   | 2008                      |   | 2007 
|Accounting and audit fees | $ | 15,468                    | $ | 8,315
|Bank charges              | $ | 138                       | $ | 87   
|Consulting fees           | $ | Nil                       | $ | 5,000
|Filing fees               | $ | 3,937                     | $ | 1,240
|Interest                  | $ | 1,736                     | $ | 959  
|Legal fees                | $ | 3,000                     | $ | Nil  
|Office and miscellaneous  | $ | Nil                       | $ | Nil  
|Management fees           | $ | 6,000                     | $ | 6,000
|Mineral property costs    | $ | 941                       | $ | Nil  
|Rent                      | $ | 3,000                     | $ | 3,000

Operating expenses for the six months ended June 30, 2008, increased by 39.10% as compared to the comparative period in 2007 primarily as a result of an increase in accounting and audit fees, filing fees, legal fees and interest.



Liquidity and Financial Condition



|                    |   |                  |   |                      |                              | 
|------------------- | - | ---------------- | - | -------------------- | ---------------------------- | 
|Working Capital     |   |                  |   |                      |                              | 
|                    |   | At June 30, 2008 |   | At December 31, 2007 | Percentage Increase/Decrease | 
|Current Assets      | $ | 59               | $ | 2,907                | (98%)                        | 
|Current Liabilities | $ | 199,648          | $ | 168,276              | 18.64%                       | 
|Working Capital     | $ | (199,589)        | $ | (165,369)            | 20.69%                       | 





|                                                    |   |                  |   |                 
|--------------------------------------------------- | - | ---------------- | - | ----------------
|Cash Flows                                          |   |                  |   |                 
|                                                    |   | At June 30, 2008 |   | At June 30, 2007
|Net Cash Used in Operating Activities               | $ | (21,539)         | $ | (21,699)        
|Net Cash Provided by (Used In) Investing Activities | $ | Nil              | $ | Nil             
|Net Cash Provided by Financing Activities           | $ | 21,403           | $ | 21,728          
|Increase In Cash During The Period                  | $ | (136)            | $ | 29              

As of June 30, 2008, our company had a working capital deficit of $199,589. We plan to raise additional capital required to meet immediate short-term needs and to meet the balance of our estimated funding requirements for the twelve months, primarily through the private placement of our securities.

We are not aware of any known trends, demands, commitments, events or uncertainties that will result in or that are reasonably likely to result in our liquidity increasing or decreasing in any material way.



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Going Concern



We have not attained profitable operations and are dependent upon obtaining financing to pursue exploration activities. For these reasons our auditors believe that there is substantial doubt that we will be able to continue as a going concern.



Off-Balance Sheet Arrangements



We have no off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that is material to our stockholders.



Critical Accounting Policies



Our financial statements are based on the selection and application of generally accepted accounting principles, which require us to make estimates and assumptions about future events that affect the amounts reported in our financial statements and the accompanying notes. Future events and their effects cannot be determined with certainty. Therefore, the determination of estimates requires the exercise of judgment. Actual results could differ from those estimates, and any such differences may be material to our financial statements. We believe that our policies may involve a higher degree of judgment and complexity in their application than our other accounting policies and represent the critical accounting policies used in the preparation of our financial statements. If different assumptions or conditions were to prevail, the results could be materially different from our reported results. Our significant accounting policies are presented in the notes to our financial statements.



When we prepare our financial statements, we use estimates and assumptions that may affect reported amounts and disclosures. We base these estimates on historical results and various other assumptions believed to be reasonable, the results of which form the basis for making estimates concerning the carrying value of assets and liabilities that are not readily available from other sources. Actual results could differ from the amounts previously estimated, which were based on the information available at the time the estimates were made. Changes in estimates are recorded if and when better information becomes available.



We consider an accounting estimate to be critical if: (1) the accounting estimate requires us to make an assumption about a matter that was highly uncertain at the time the estimate was made, and (2) changes in the estimate that are reasonably likely to occur from period to period, or use of a different estimate that we reasonably could have used in the current period, could have a material impact on our consolidated results of operations or financial condition.



As we are currently a pre-development stage company, with no revenues, we do not yet have an Audit Committee.





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New Accounting Pronouncements



In December 2007, the FASB issued FASB Statement No. 141 (revised 2007),Business Combinations. This Statement replaces FASB Statement No. 141, Business Combinations. This Statement retains the fundamental requirements in Statement 141 that the acquisition method of accounting (which Statement 141 called the purchase method) be used for all business combinations and for an acquirer to be identified for each business combination. This Statement defines the acquirer as the entity that obtains control of one or more businesses in the business combination and establishes the acquisition date as the date that the acquirer achieves control. This Statements scope is broader than that of Statement 141, which applied only to business combinations in which control was obtained by transferring consideration. By applying the same method of accountingthe acquisition methodto all transactions and other events in which one entity obtains control over one or more other businesses, this Statement improves the comparability of the information about business combinations provided in financial reports.

This Statement requires an acquirer to recognize the assets acquired, the liabilities assumed, and any non-controlling interest in the acquiree at the acquisition date, measured at their fair values as of that date, with limited exceptions specified in the Statement. That replaces Statement 141s cost-allocation process, which required the cost of an acquisition to be allocated to the individual assets acquired and liabilities assumed based on their estimated fair values.

This Statement applies to all transactions or other events in which an entity (the acquirer) obtains control of one or more businesses (the acquirer), including those sometimes referred to as true mergers or mergers of equals and combinations achieved without the transfer of consideration, for example, by contract alone or through the lapse of minority veto rights. This Statement applies to all business entities, including mutual entities that previously used the pooling-of-interests method of accounting for some business combinations. It does not apply to: (a) The formation of a joint venture, (b) The acquisition of an asset or a group of assets that does not constitute a business, (c) A combination between entities or businesses under common control, (d) A combination between not-for-profit organizations or the acquisition of a for-profit business by a not-for-profit organization.

This Statement applies prospectively to business combinations for which the acquisition date is on or after the beginning of the first annual reporting period beginning on or after December 15, 2008. An entity may not apply it before that date. Management believes this Statement will have no impact on the financial statements of the Company once adopted.



In December 2007, the FASB issued FASB Statement No. 160  Non-controlling Interests in Consolidated Financial Statements  an amendment of ARB No. 51. This Statement applies to all entities that prepare consolidated financial statements, except not-for-profit organizations, but will affect only those entities that have an outstanding non-controlling interest in one or more subsidiaries or that deconsolidate a subsidiary.

This Statement amends ARB 51 to establish accounting and reporting standards for the non-controlling interest in a subsidiary and for the deconsolidation of a subsidiary. It clarifies that a non-controlling interest in a subsidiary is an ownership interest in the consolidated entity that should be reported as equity in the consolidated financial statements. Before this Statement was issued, limited guidance existed for reporting non-controlling interests. As a result, considerable diversity in practice existed. So-called minority interests were reported in the consolidated statement of financial position as liabilities or in the mezzanine section between liabilities and equity. This Statement improves comparability by eliminating that diversity.



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A non-controlling interest, sometimes called a minority interest, is the portion of equity in a subsidiary not attributable, directly or indirectly, to a parent. The objective of this Statement is to improve the relevance, comparability, and transparency of the financial information that a reporting entity provides in its consolidated financial statements by establishing accounting and reporting standards that require: (a) The ownership interests in subsidiaries held by parties other than the parent be clearly identified, labeled, and presented in the consolidated statement of financial position within equity, but separate from the parents equity, (b) The amount of consolidated net income attributable to the parent and to the non-controlling interest be clearly identified and presented on the face of the consolidated statement of income, (c)  Changes in a parents ownership interest while the parent retains its controlling financial interest in its subsidiary be accounted for consistently. A parents ownership interest in a subsidiary changes if the parent purchases additional ownership interests in its subsidiary or if the parent sells some of its ownership interests in its subsidiary. It also changes if the subsidiary reacquires some of its ownership interests or the subsidiary issues additional ownership interests. All of those transactions are economically similar, and this Statement requires that they be accounted for similarly, as equity transactions, (d) When a subsidiary is deconsolidated, any retained non-controlling equity investment in the former subsidiary be initially measured at fair value. The gain or loss on the deconsolidation of the subsidiary is measured using the fair value of any non-controlling equity investment rather than the carrying amount of that retained investment, (e) Entities provide sufficient disclosures that clearly identify and distinguish between the interests of the parent and the interests of the non-controlling owners.



This Statement is effective for fiscal years, and interim periods within those fiscal years, beginning on or after December 15, 2008 (that is, January 1, 2009, for entities with calendar year-ends). Earlier adoption is prohibited. This Statement shall be applied prospectively as of the beginning of the fiscal year in which this Statement is initially applied, except for the presentation and disclosure requirements. The presentation and disclosure requirements shall be applied retrospectively for all periods presented. Management believes this Statement will have no impact on the financial statements of the Company once adopted.



Management does not believe that any other recently issued, but not yet effective accounting pronouncements if currently adopted would have a material effect on the accompanying consolidated financial statements.



Item 3. Quantitative and Qualitative Disclosures About Market Risk



We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.



Item 4. Controls and Procedures.



We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in our reports filed under the Securities Exchange Act of 1934, as amended, is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission's rules and forms, and that such information is accumulated and communicated to our management, including our principal executive officer (our president) and principal accounting and financial officer (our secretary, treasurer and chief financial officer) to allow for timely decisions regarding required disclosure.  In designing and evaluating our disclosure controls and procedures, our management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives, and our management is required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures.



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As of June 30, 2008, the end of period covered by this report, we carried out an evaluation, under the supervision and with the participation of our management, including our president and chief financial officer, of the effectiveness of the design and operation of our disclosure controls and procedures.  Based on the foregoing, our president and chief financial officer concluded that our disclosure controls and procedures were effective as of the end of the period covered by this quarterly report.

There have been no significant changes in our internal controlsoverfinancial reporting that occurred during the quarter ended June 30, 2008 that have materially affected, or are reasonably likely to materially affect, our internal controls over financial reporting.



PART II  OTHER INFORMATION



Item 1.

Legal Proceedings



We know of no material, existing or pending legal proceedings against our company, nor are we involved as a plaintiff in any material proceeding or pending litigation. There are no proceedings in which any of our directors, officers or affiliates, or any registered or beneficial shareholder, is an adverse party or has a material interest adverse to our interest.



Item 1A. Risk Factors



In addition to other information in this quarterly report, the following risk factors should be carefully considered in evaluating our business because such factors may have a significant impact on our business, operating results, liquidity and financial condition. As a result of the risk factors set forth below, actual results could differ materially from those projected in any forward looking statements. Additional risks and uncertainties not presently known to us, or that we currently consider to be immaterial, may also impact our business, operating results, liquidity and financial condition. If any such risks occur, our business, operating results, liquidity and financial condition could be materially affected in an adverse manner. Under such circumstances, the trading price of our securities could decline, and you may lose all or part of your investment.

Risks Associated With Mining

Our property is in the pre-exploration stage. There is no assurance that we can establish the existence of any mineral resource on our property in commercially exploitable quantities. Until we can do so, we cannot earn any revenues from operations and if we do not do so we will lose all of the funds that we expend on exploration. If we do not discover any mineral resource in a commercially exploitable quantity, our business could fail.

Despite pre-exploration work on our mineral property, we have not established that they contain any mineral reserve, nor can there be any assurance that we will be able to do so. If we do not, our business could fail.

A mineral reserve is defined by the Securities and Exchange Commission in its Industry Guide 7 (which can be viewed over the Internet at http://www.sec.gov/divisions/corpfin/forms/industry.htm#secguide7) as that part of a mineral deposit which could be economically and legally extracted or produced at the time of the reserve determination. The probability of an individual prospect ever having a "reserve" that meets the requirements of the Securities and Exchange Commission's Industry Guide 7 is extremely remote; in all probability our mineral resource property does not contain any 'reserve' and any funds that we spend on exploration will probably be lost.



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Even if we do eventually discover a mineral reserve on our property, there can be no assurance that we will be able to develop our property into a producing mine and extract those resources. Both mineral exploration and development involve a high degree of risk and few properties which are explored are ultimately developed into producing mines.

The commercial viability of an established mineral deposit will depend on a number of factors including, by way of example, the size, grade and other attributes of the mineral deposit, the proximity of the resource to infrastructure such as a smelter, roads and a point for shipping, government regulation and market prices. Most of these factors will be beyond our control, and any of them could increase costs and make extraction of any identified mineral resource unprofitable.

Mineral operations are subject to applicable law and government regulation. Even if we discover a mineral resource in a commercially exploitable quantity, these laws and regulations could restrict or prohibit the exploitation of that mineral resource. If we cannot exploit any mineral resource that we might discover on our properties, our business may fail.

Both mineral exploration and extraction require permits from various foreign, federal, state, provincial and local governmental authorities and are governed by laws and regulations, including those with respect to prospecting, mine development, mineral production, transport, export, taxation, labour standards, occupational health, waste disposal, toxic substances, land use, environmental protection, mine safety and other matters. There can be no assurance that we will be able to obtain or maintain any of the permits required for the continued exploration of our mineral property or for the construction and operation of a mine on our property at economically viable costs. If we cannot accomplish these objectives, our business could fail.

We believe that we are in compliance with all material laws and regulations that currently apply to our activities but there can be no assurance that we can continue to remain in compliance. Current laws and regulations could be amended and we might not be able to comply with them, as amended. Further, there can be no assurance that we will be able to obtain or maintain all permits necessary for our future operations, or that we will be able to obtain them on reasonable terms. To the extent such approvals are required and are not obtained, we may be delayed or prohibited from proceeding with planned exploration or development of our mineral properties.

If we establish the existence of a mineral resource on our property in a commercially exploitable quantity, we will require additional capital in order to develop the property into a producing mine. If we cannot raise this additional capital, we will not be able to exploit the resource, and our business could fail.

If we do discover mineral resources in commercially exploitable quantities on our property, we will be required to expend substantial sums of money to establish the extent of the resource, develop processes to extract it and develop extraction and processing facilities and infrastructure. Although we may derive substantial benefits from the discovery of a major deposit, there can be no assurance that such a resource will be large enough to justify commercial operations, nor can there be any assurance that we will be able to raise the funds required for development on a timely basis. If we cannot raise the necessary capital or complete the necessary facilities and infrastructure, our business may fail.



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Mineral exploration and development is subject to extraordinary operating risks. We do not currently insure against these risks. In the event of a cave-in or similar occurrence, our liability may exceed our resources, which would have an adverse impact on our company.

Mineral exploration, development and production involves many risks which even a combination of experience, knowledge and careful evaluation may not be able to overcome. Our operations will be subject to all the hazards and risks inherent in the exploration for mineral resources and, if we discover a mineral resource in commercially exploitable quantity, our operations could be subject to all of the hazards and risks inherent in the development and production of resources, including liability for pollution, cave-ins or similar hazards against which we cannot insure or against which we may elect not to insure. Any such event could result in work stoppages and damage to property, including damage to the environment. We do not currently maintain any insurance coverage against these operating hazards. The payment of any liabilities that arise from any such occurrence would have a material adverse impact on our company.

Mineral prices are subject to dramatic and unpredictable fluctuations.

We expect to derive revenues, if any, either from the sale of our mineral resource property or from the extraction and sale of precious and base metals. The price of those commodities has fluctuated widely in recent years, and is affected by numerous factors beyond our control, including international, economic and political trends, expectations of inflation, currency exchange fluctuations, interest rates, global or regional consumptive patterns, speculative activities and increased production due to new extraction developments and improved extraction and production methods. The effect of these factors on the price of base and precious metals, and therefore the economic viability of any of our exploration properties and projects, cannot accurately be predicted.

The mining industry is highly competitive and there is no assurance that we will continue to be successful in acquiring mineral claims. If we cannot continue to acquire properties to explore for mineral resources, we may be required to reduce or cease operations.

The mineral exploration, development, and production industry is largely un-integrated. We compete with other exploration companies looking for mineral resource properties. While we compete with other exploration companies in the effort to locate and acquire mineral resource properties, we will not compete with them for the removal or sales of mineral products from our properties if we should eventually discover the presence of them in quantities sufficient to make production economically feasible. Readily available markets exist worldwide for the sale of mineral products. Therefore, we will likely be able to sell any mineral products that we identify and produce.

In identifying and acquiring mineral resource properties, we compete with many companies possessing greater financial resources and technical facilities. This competition could adversely affect our ability to acquire suitable prospects for exploration in the future. Accordingly, there can be no assurance that we will acquire any interest in additional mineral resource properties that might yield reserves or result in commercial mining operations.



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Risks Related To Our Company

We have a limited operating history on which to base an evaluation of our business and prospects.

We have been in the business of exploring mineral resource properties since 2003 and we have not yet located any mineral reserve. As a result, we have never had any revenues from our operations. In addition, our operating history has been restricted to the acquisition and exploration of our mineral properties and this does not provide a meaningful basis for an evaluation of our prospects if we ever determine that we have a mineral reserve and commence the construction and operation of a mine. We have no way to evaluate the likelihood of whether our mineral property contains any mineral reserve or, if it does that we will be able to build or operate a mine successfully. We anticipate that we will continue to incur operating costs without realizing any revenues during the period when we are exploring our properties. We therefore expect to continue to incur significant losses into the foreseeable future. We recognize that if we are unable to generate significant revenues from mining operations and any disposition of our property, we will not be able to earn profits or continue operations. At this early stage of our operation, we also expect to face the risks, uncertainties, expenses and difficulties frequently encountered by companies at the start up stage of their business development. We cannot be sure that we will be successful in addressing these risks and uncertainties and our failure to do so could have a materially adverse effect on our financial condition. There is no history upon which to base any assumption as to the likelihood that we will prove successful and we can provide investors with no assurance that we will generate any operating revenues or ever achieve profitable operations.

The fact that we have not earned any operating revenues since our incorporation raises substantial doubt about our ability to continue to explore our mineral properties as a going concern.

We have not generated any revenue from operations since our incorporation and we anticipate that we will continue to incur operating expenses without revenues unless and until we are able to identify a mineral resource in a commercially exploitable quantity on our mineral property and build and operate a mine. We had cash in the amount of $59as of June 30, 2008. At June 30, 2008, we had a working capital deficit of $199,589. We incurred a net loss of $16,087for the three months ended June 30, 2008 and $226,837 since inception. We will have to raise additional funds to meet our currently budgeted operating requirements for the next 12 months. As we cannot assure a lender that we will be able to successfully explore and develop our mineral property, we will probably find it difficult to raise debt financing from traditional lending sources. We have traditionally raised our operating capital from sales of equity and debt securities, but there can be no assurance that we will continue to be able to do so. If we cannot raise the money that we need to continue exploration of our mineral property, we may be forced to delay, scale back, or eliminate our exploration activities. If any of these were to occur, there is a substantial risk that our business would fail.

These circumstances lead our independent registered public accounting firm, in their report dated April 3, 2008, to comment about our companys ability to continue as a going concern.  Management has plans to seek additional capital through a private placement of our capital stock. These conditions raise substantial doubt about our companys ability to continue as a going concern. Although there are no assurances that managements plans will be realized, management believes that our company will be able to continue operations in the future.



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Risks Associated with Our Common Stock

Trading on the OTC Bulletin Board may be volatile and sporadic, which could depress the market price of our common stock and make it difficult for our stockholders to resell their shares.

Our common stock is quoted on the OTC Bulletin Board service of the Financial Industry Regulatory Authority. Trading in stock quoted on the OTC Bulletin Board is often thin and characterized by wide fluctuations in trading prices, due to many factors that may have little to do with our operations or business prospects. This volatility could depress the market price of our common stock for reasons unrelated to operating performance. Moreover, the OTC Bulletin Board is not a stock exchange, and trading of securities on the OTC Bulletin Board is often more sporadic than the trading of securities listed on a quotation system like NASDAQ or a stock exchange like Amex. Accordingly, shareholders may have difficulty reselling any of their shares.

Our stock is a penny stock. Trading of our stock may be restricted by the SECs penny stock regulations and FINRAs sales practice requirements, which may limit a stockholders ability to buy and sell our stock.

Our stock is a penny stock. The Securities and Exchange Commission has adopted Rule 15g-9 which generally defines penny stock to be any equity security that has a market price (as defined) less than $5.00 per share or an exercise price of less than $5.00 per share, subject to certain exceptions. Our securities are covered by the penny stock rules, which impose additional sales practice requirements on broker-dealers who sell to persons other than established customers and accredited investors. The term accredited investor refers generally to institutions with assets in excess of $5,000,000 or individuals with a net worth in excess of $1,000,000 or annual income exceeding $200,000 or $300,000 jointly with their spouse. The penny stock rules require a broker-dealer, prior to a transaction in a penny stock not otherwise exempt from the rules, to deliver a standardized risk disclosure document in a form prepared by the SEC which provides information about penny stocks and the nature and level of risks in the penny stock market. The broker-dealer also must provide the customer with current bid and offer quotations for the penny stock, the compensation of the broker-dealer and its salesperson in the transaction and monthly account statements showing the market value of each penny stock held in the customers account. The bid and offer quotations, and the broker-dealer and salesperson compensation information, must be given to the customer orally or in writing prior to effecting the transaction and must be given to the customer in writing before or with the customers confirmation. In addition, the penny stock rules require that prior to a transaction in a penny stock not otherwise exempt from these rules, the broker-dealer must make a special written determination that the penny stock is a suitable investment for the purchaser and receive the purchasers written agreement to the transaction. These disclosure requirements may have the effect of reducing the level of trading activity in the secondary market for the stock that is subject to these penny stock rules. Consequently, these penny stock rules may affect the ability of broker-dealers to trade our securities. We believe that the penny stock rules discourage investor interest in, and limit the marketability of, our common stock.

In addition to the penny stock rules promulgated by the Securities and Exchange Commission, the Financial Industry Regulatory Authority has adopted rules that require that in recommending an investment to a customer, a broker-dealer must have reasonable grounds for believing that the investment is suitable for that customer. Prior to recommending speculative low priced securities to their non-institutional customers, broker-dealers must make reasonable efforts to obtain information about the customers financial status, tax status, investment objectives and other information. Under interpretations of these rules, the Financial Industry Regulatory Authority believes that there is a high probability that speculative low-priced securities will not be suitable for at least some customers. The Financial Industry Regulatory Authority  requirements make it more difficult for broker-dealers to recommend that their customers buy our common stock, which may limit your ability to buy and sell our stock.



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Other Risks

Trends, Risks and Uncertainties

We have sought to identify what we believe to be the most significant risks to our business, but we cannot predict whether, or to what extent, any of such risks may be realized nor can we guarantee that we have identified all possible risks that might arise. Investors should carefully consider all of such risk factors before making an investment decision with respect to our common stock.



Item 2.  Unregistered Sales of Equity Securities and Use of Proceeds

None



Item 3.  Defaults Upon Senior Securities

None



Item 4.  Submission Matters to a Vote of Security Holders

None



Item 5.  Other Information

None



Item 6.  Exhibits



|            |  |                                                      
|----------- |  | -----------------------------------------------------
|Exhibit No. |  | Description                                          
|31.1        |  | Sec. 302 Certification of Principal Executive Officer
|31.2        |  | Sec. 302 Certification of Principal Financial Officer
|32.1        |  | Sec. 906 Certification of Principal Executive Officer
|32.2        |  | Sec. 906 Certification of Principal Financial Officer





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SIGNATURES



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



|                    |                                                                                                      |                    
|------------------- | ---------------------------------------------------------------------------------------------------- | -------------------
|                    |                                                                                                      |                    
|                    | SUNERGY, INC.                                                                                       
|                    |                                                                                                      |                    
|Date: July 31, 2008 | By:                                                                                                  | /s/ Christian Brulé
|                    | Name:   Christian Brule
Title:     President and Chief Executive Officer
Principal Executive Officer





|                    |                                                                                               |                 
|------------------- | --------------------------------------------------------------------------------------------- | ----------------
|                    |                                                                                               |                 
|                    | SUNERGY, INC.                                                                                
|                    |                                                                                               |                 
|Date: July 31, 2008 | By:                                                                                           | /s/ Lorne Lilley
|                    | Name:   Lorne Lilley
Title:     Secretary, Treasurer and Director
Principal Financial Officer







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