UNITED STATES SECURITIES AND EXCHANGE
COMMISSION WASHINGTON, D.C. 20549  FORM
10-K  R
ANNUAL REPORT PURSUANT TO SECTION 13 or 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934  For the fiscal year ended December 31,
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
No. 333-132796  TECHNOLOGY RESOURCES, INC.(Exact name of small business
issuer as specified in its charter)FLORIDA

59-3364116(State or other jurisdiction
of

(IRS Employer Identification
No.)incorporation or
organization)77-6360 Halawai Place, Kailua Kona,
HI, 96740(Address of Principal Executive
Offices)(808) 329-4809(Registrants Telephone Number,
Including Area Code)(Former name, former address, 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 during the preceding 12 months (or for such shorter period that the
issuer was required to file such reports), and (2)has been subject to such
filing requirements for the past 90 days. Yes  R No £  Indicate by check mark if disclosure of delinquent filers
pursuant to Item 405 of Regulation S-K (§ 229.405 of this chapter) is not
contained herein, and will not be contained, to the best of registrants
knowledge, in definitive proxy or information statements incorporated by
reference in Part III of this Form 10-K or any amendment to this Form 10-K
   R  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.
     R  Indicate by check mark whether the
registrant is a shell company (as defined in Rule 12b-2 of the
Act).  Yes £  NoR  State the aggregate market value of the voting and
non-voting common equity held by non-affiliates computed by reference to the
price at which the common equity was last sold, or the average bid and asked
price of such common equity, as of the last business day of the registrants
most recently completed second fiscal quarter, June 30, 2008: N/A.  Number of the issuers Common Stock outstanding as of
March 8, 2009:  38,986,200  Documents incorporated by reference: None.  Transitional Small Business Disclosure Format (Check
One): Yes£  NoR   1     TABLE OF CONTENTS  PagePart I

3Item 1
Business
3Item 1A
Risk Factors
4Item 1B
Unresolved Staff Comments
5Item 2
Properties
5Item 3
Legal Proceedings
5Item 4
Submission of Matters to a Vote of Security
Holders
5Part II

6Item 5
Market for Registrants Common Equity, Related
Stockholder Matters and Issuer Purchases of Equity Securities.
6Item 6
Selected Financial Data.
6Item 7
Managements Discussion and Analysis of Financial
Condition and Results of Operation
7Item 7A
Quantitative and Qualitative Disclosures about
Market Risk
9Item 8
Financial Statements and Supplementary Data
10Item 9
Changes in and Disagreements with Accountants on
Accounting and Financial Disclosure
20Item 9A
Controls and Procedures
20Item 9B
Other Information
20Part III

21Item 10
Directors and Executive Officers and Corporate
Governance.
21Item 11
Executive Compensation
23Item 12
Security Ownership of Certain Beneficial Owners and
Management and Related Stockholder Matters
24Item 13
Certain Relationships and Related Transactions, and
Director Independence.
24Item 14
Principal Accounting Fees and Services
24Part IV

25Item 15
Exhibits, Financial Statement Schedules
25Signatures

26                         2     PART I   ITEM 1.BUSINESS  Background Information  Technology Resources, Inc. was incorporated in Florida on
March 1, 1996, as Integrated Marketing Technology, Inc. Its name was changed to
Technology Resources, Inc., on January 1, 1997.  Up until May 20, 2008, the Company provided employee
placement services nationally and internationally with the immediate market in
the Tampa Bay region. The Company was primarily a permanent employment agency;
however, temporary staff augmentation provides ancillary revenue. Accordingly,
the Company developed a range of services to offer in the consulting industry.
These included a full range of business services typically found in small to
large executive placement firms such as interviewing candidates, performing
reference checks, and developing candidate interviewing techniques.  In January 2008, the Company received an unsolicited
offer to do a business combination with a shoe and apparel design and
manufacturing company located in Hawaii.  The Hawaii-based company was
formed in 2005 and has experienced growth throughout the United States and
internationally.   In January 2009, subsequent to this report date, we
have completed a transfer of 20,000,000 shares of the Companys common stock in
exchange for the stock of the Hawaii-based company.  Business Operations  On May 20,2008, a change of control of the
Company occurred, pursuant to the transactions completed by the Stock Purchase
Agreement.  The Company has ceased operations as an employee placement
service and is awaiting completion of the Stock Purchase Agreement to commence
new business operations as directed by the new controlling stockholders.  In January 2008, the Company received an unsolicited
offer (the Stock Purchase Agreement)to do a business combination with a shoe
and apparel design and manufacturing company, Shaka Shoes, Inc., located in
Hawaii.  The Hawaii-based company was formed in 2005 and has experienced
growth throughout the United States and internationally.   In January
2009, subsequent to the year end report date, we have completed a transfer of
20,000,000 shares of the Companys common stock in exchange for the stock of the
Hawaii-based company.  Business Development  To meet our need for cash we raised money from a
regulation D 506 Offering for U.S. citizens and Regulation S for non-U.S.
citizens.  We believe we will have sufficient working capital to meet our
needs for the next twelve months.  If we are unable to generate meaningful
revenues, through the new business operating plan, during the next twelve
months, or if we are unable to make a reasonable profit after twelve months, we
may have to raise additional capital or cease operations.  At the present
time, we have not made any plans to raise additional cash other than through our
own operations.  If we need additional cash and cannot raise it we will
either have to suspend operations until we do raise the cash, or cease
operations entirely.  Employees  We presently have no full-time employees.  Current management consists of the majority shareholders:
Lynae Gambee, Brett Walters, Trent Walters, Cliff Walters and Tiffany Williams.
  The current management is providing strategic direction and support
to the new operating initiatives.  No compensation has been declared for
services performed.  Prior to the change in control, Mr. William Lee provided
necessary labor to support the operation. In the year 2007, Mr. Lee received no
compensation for services provided  There are also no key consulting contracts with any
individuals or companies at this time.  We currently have no other key
employees.  3     ITEM 1A.   RISK FACTORS  The statements contained in Item 1A that are
not historical facts are forward-looking statements within the meaning of the
federal securities laws (Section 27A of the Securities Act of 1933 and
Section 21E of the Securities Exchange Act of 1934). You can identify such
forward-looking statements by the words "expects," "intends," "plans,"
"projects," "believes," "estimates," "likely," "possibly," "probably," "goal,"
"objective," "target," "assume," "outlook," "guidance," "predicts," "appears,"
"indicator" and similar expressions. Forward-looking statements involve a number
of risks and uncertainties. In the normal course of business, Technology
Resources, Inc., in an effort to help keep our stockholders and the public
informed about our operations, may from time to time issue such forward-looking
statements, either orally or in writing. Generally, these statements relate to
business plans or strategies, projected or anticipated benefits or other
consequences of such plans or strategies, or projections involving anticipated
revenues, earnings, unit growth, profit per worksite employee, pricing,
operating expenses or other aspects of operating results. We base the
forward-looking statements on our current expectations, estimates and
projections. These statements are not guarantees of future performance and
involve risks and uncertainties that we cannot predict. In addition, we have
based many of these forward-looking statements on assumptions about future
events that may prove to be inaccurate. Therefore, the actual results of the
future events described in such forward-looking statements could differ
materially from those stated in such forward-looking statements. Among the
factors that could cause actual results to differ materially are:
(i) changes in general economic conditions; (ii) regulatory environmental
developments and possible adverse application of various federal, state and
local regulations; (iii) the effectiveness of our sales and marketing
efforts; and (iv) changes in the competitive environment in the industry,
including the entrance of new competitors and our ability to advance existing
technology. These factors are discussed in detail in our 2007 annual report on
Form 10-K/A under "Factors That May Affect Future Results and the Market Price
of Common Stock. Any of these factors, or a combination of such factors, could
materially affect the results of our operations and whether forward-looking
statements we make ultimately prove to be accurate. There have been no material changes in market risk since
the filing of the Company's Annual Report on Form 10-KSB for the fiscal year
ended December 31, 2007.   The following are certain market risks
identified by management.  We have not identified operations or a date of
commencement of these operations as of December 31, 2008, and therefore there is
limited information that can be used to evaluate us, and the likelihood of our
success must be considered in light of the problems, expenses, difficulties,
complications and delays that we may encounter because we are a small business.
As a result, we may not be profitable and we may not be able to generate
sufficient revenue to develop as we have planned.  Our ability to achieve and maintain profitability and
positive cash flow will be dependent upon: · Managements ability to establish a
successor operating business and plan; · The Companys ability to keep abreast
of the changes by the government agencies and law; · Our ability to attract customers who
require the product and services we will offer; and · Our ability to generate revenues
through the sale of our product and services to potential customers who desire
our products or need our services.  We cannot be sure that we will be successful in
generating revenues in the future to cover our expenses.  Failure to
generate sufficient revenues will cause us to go out of business and any
investment in our Company would be lost. Managing a small public company
involves a high degree of risk. Few small public companies ever reach market
stability and we will be subject to oversight from governing bodies and
regulations that will be costly to meet.  Our present officers and
directors do not have limited experience in managing a fully reporting public
company so we may be forced to obtain outside consultants to assist with our
meeting these requirements.  These outside consultants are expensive and
can have a direct impact on our ability to be profitable. This will make an
investment in our Company a highly speculative and risky investment. While the Company is attempting to disclose all of the
potential risks associated with an investment in the Company, there can be no
assurance that all of the risks are visible to management.  Events
occurring in the future may be additional risks to an investment in the Company
which are currently unforeseen.  We will require financing to achieve our
current business strategy and our inability to obtain such financing could
prohibit us from executing our business plan and cause us to slow down our
expansion of operations. We may need to raise additional funds through
public or private debt or sale of equity to achieve our plan of operations, as
defined by new management. Such financing may not be available when needed. Even
if such financing is available, it may be on terms that are materially adverse
to your interests with respect to dilution of book value, dividend preferences,
liquidation preferences, or other terms.  These funds may not be available
or, if available, will be on commercially reasonable terms satisfactory to us.
We may not be able to obtain financing if and when it is needed on terms we deem
acceptable.  4     If we are unable to obtain financing on
reasonable terms, we could be forced to delay or scale back our plans. In
addition, such inability to obtain financing on reasonable terms may delay the
execution of our plan to expand our operations.  We have no operating history for the new
business plan that you can use to evaluate us, and the likelihood of our success
must be considered in light of the problems, expenses, difficulties,
complications and delays that we may encounter because we are a small
enterprise.  As a result, we may not be profitable and we may not be able
to generate sufficient revenue to develop as we have planned.  Currently we have no significant assets. The
likelihood of our success must be considered in light of the expenses and
difficulties in developing or merging operating companies and obtaining
financing to meet the needs of our plan.  Failure to comply with government
regulations will severely limit our sales opportunities and future
revenue  Failure to comply with federal and state
regulatory and environmental requirements, could affect our abilities to market
and sell our products and could substantially reduce the value of your
investment and the market price of our common stock.  Because we are smaller and have fewer
financial and other resources than many companies, we may not be able to
successfully compete in the very competitive industry, as will be defined in the
new business operating plan.  Our Competitors
have greater financial, marketing and distribution resources than we do and if
we are unable to compete effectively with our competitors, we will not be able
to increase revenues or generate profits.These other producers may be
substantially more profitable than us, which may make it more difficult for us
to raise any financing necessary for us to achieveour business plan and may have a materially
adverse effect on the market price of our common stock.  ITEM 1B.   UNRESOLVED STAFF
COMMENTS  There are no unresolved staff comments.  ITEM 2.
     PROPERTIES  Our principal executive offices are located at 77-6360
Halawai Place, Kailua Kona, HI, 96740. Our phone number is (808) 329-4809.
  The Company has had limited need for use of office space or
equipment during the current period.  Any use of office space or
equipment supplied by the shareholders or parties related to the shareholders
has, thus far, been immaterial.  ITEM 3.      LEGAL
PROCEEDINGS  We are not engaged in any litigation, and we are unaware
of any claims or complaints that could result in future
litigation.  We will seek to minimize disputes with our customers but
recognize the inevitability of legal action in todays business environment as
an unfortunate price of conducting business.  ITEM 4.      SUBMISSIONS
OF MATTERS TO A VOTE OF SECURITY HOLDERS  None.   5      PART II  ITEM 5.      MARKET FOR
REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDERS MATTERS AND ISSUER PURCHASES OF
EQUITY SECURITIES  Price Range of Common
Stock The Companys common stock is listed on the Over the
Counter Bulletin Board ("OTC: BB") under the symbol MNGA.   The
Company received its "Notice of Effectiveness" on December 12, 2007 from the
SEC.    The Company's stock commenced trading on the exchange in
the first quarter of 2008.  High

LowFiscal Year
2008Fourth
quarter ended December 31, 2008
$
 1.01

$
 1.01Third
quarter ended September 30, 2008
1.01

1.01Second
quarter ended June 30, 2008
1.01

.45First
quarter, ended March 31, 2008
.75

.45Fiscal Year
2007Fourth
quarter ended December 31, 2007
NA

NAThird
quarter ended September 30, 2007
NA

NASecond
quarter ended June 30, 2007
NA

NAFirst
quarter, ended March 31, 2007
NA

NA  Approximate Number of Equity Security
Holders On March 6, 2009 the Company's
common stock had a closing price quotation of $.06.   As of March 6,
2009, there were approximately 436 certificate holders of record of the
Companys common stock. Dividends We have not declared or paid cash
dividends on our common stock. ITEM 6.
     SELECTED FINANCIAL DATA The following financial data is
derived from, and should be read in conjunction with, the Financial Statements
and notes thereto. Information concerning significant trends in the financial
condition and results of operations is contained in Managements Discussion and
Analysis of Financial Condition and Results of Operations.  Selected Historical DataDecember 31,2008

2007Total
Assets
$
  883,792

$
         799Total
Liabilities
$
  108,543

$
    56,518Total
Stockholders' Equity
$
  775,328

$
  (55,719)Net Working
Capital
$
  775,249

$
  (55,719)Revenues
$
              -

$
    56,583Operating
Expenses
$
    55,175

$
    54,073Net income
(Loss)
$
   (55,175)

$
       2,519    6     ITEM 7.      MANAGEMENT'S
DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS.  Cautionary Notice Regarding Forward Looking
Statements  The information contained in Item 7 contains
forward-looking statements within the meaning of Section 27A of the Securities
Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934,
as amended. Actual results may materially differ from those projected in the
forward-looking statements as a result of certain risks and uncertainties set
forth in this report. Although management believes that the assumptions made and
expectations reflected in the forward-looking statements are reasonable, there
is no assurance that the underlying assumptions will, in fact, prove to be
correct or that actual results will not be different from expectations expressed
in this report.  We desire to take advantage of the safe harbor
provisions of the Private Securities Litigation Reform Act of 1995. This filing
contains a number of forward-looking statements which reflect managements
current views and expectations with respect to our business, strategies,
products, future results and events, and financial performance. All statements
made in this filing other than statements of historical fact, including
statements addressing operating performance, events, or developments which
management expects or anticipates will or may occur in the future, including
statements related to distributor channels, volume growth, revenues,
profitability, new products, adequacy of funds from operations, statements
expressing general optimism about future operating results, and non-historical
information, are forward looking statements. In particular, the words believe,
expect, intend, anticipate, estimate, may, variations of such words,
and similar expressions identify forward-looking statements, but are not the
exclusive means of identifying such statements, and their absence does not mean
that the statement is not forward-looking. These forward-looking statements are
subject to certain risks and uncertainties, including those discussed below. Our
actual results, performance or achievements could differ materially from
historical results as well as those expressed in, anticipated, or implied by
these forward-looking statements. We do not undertake any obligation to revise
these forward-looking statements to reflect any future events or
circumstances.  Readers should not place undue reliance on these
forward-looking statements, which are based on managements current expectations
and projections about future events, are not guarantees of future performance,
are subject to risks, uncertainties and assumptions (including those described
below), and apply only as of the date of this filing. Our actual results,
performance or achievements could differ materially from the results expressed
in, or implied by, these forward-looking statements. Factors which could cause
or contribute to such differences include, but are not limited to, the risks to
be discussed in our Annual Report on form 10-K and in the press releases and
other communications to shareholders issued by us from time to time which
attempt to advise interested parties of the risks and factors which may affect
our business. We undertake no obligation to publicly update or revise any
forward-looking statements, whether as a result of new information, future
events, or otherwise.  Use of Generally Accepted Accounting Principles
(GAAP) Financial Measures  We use GAAP financial measures in the section of this
report captioned "Managements Discussion and Analysis or Plan of Operation"
(MD&A).  All of the GAAP financial measures used by us in this report
relate to the inclusion of financial information.  Overview  This subsection of MD&A provides an overview of the
important factors that management focuses on in evaluating our businesses,
financial condition and operating performance, our overall business strategy and
our earnings for the periods covered.  General We were incorporated in Florida on March 1, 1996, as
Integrated Marketing Technology, Inc. Our name was changed to Technology
Resources, Inc., on January 1, 1997.  Up until May 20, 2008, we provided employee placement
services nationally and internationally with our immediate market in the Tampa
Bay region. In conjunction with our current Tampa Bay operation, we developed a
website presence to allow us to be competitive nationally. Our website address
is www.technologyresourcesinc.com. Permanent employment staffing, technical and
functional, was our emphasis, however, temporary staff augmentation provided
ancillary revenue. Accordingly, we developed a range of services to offer in the
consulting industry. These included a full range of business services typically
found in small to large executive placement firms such as interviewing
candidates, performing reference checks, and developing candidate interviewing
techniques. We believed the development of these services allows us to deliver
the right candidate for the right position to companies in business today.  On May 20, 2008, a change of control in the Company
occurred.  We ceased operations as an employee placement service and are
awaiting direction from the new controlling stockholders.   7     In January 2008, the Company received an unsolicited
offer to do a business combination with a shoe and apparel design and
manufacturing company located in Hawaii.  The Hawaii-based company was
formed in 2005 and has experienced growth throughout the United States and
internationally.   In January 2009, subsequent to this report date, we
have completed a transfer of 20,000,000 shares of the Companys common stock in
exchange for the stock of the Hawaii-based company.  Prior Sources of Revenue  Up until May 20, 2008, our source of revenue was the
placement of a candidate in a permanent or temporary position.  We did this
on our own or on a fee-splitting basis with another placement agency.
 While the basic method of operation remained constant in our business and
the personnel placement business in general, we refined our operation to provide
more detailed services required by our clients. We believed that it was our
personal attention to clients needs that has allowed us to penetrate the
technology market. We further believed that it was this refinement that would
have allowed us to expand our operations successfully based on concentrated
efforts at specializing in technology positions and the candidates needed for
them.  We had such a fee-splitting agreement in writing with
Maki & Company. This is a company owned by one of our Officers, who has
since resigned.  Economic and Industry Wide Factors Relevant to our
Company  During economic slow-down it was anticipated that there
would be a slow-down in permanent placements, as the companies that we service
tend to down-size their personnel.  Management anticipated this slow-down
and entered into an agreement to sell a majority interest in the Company that
would bring a more recession-proof business into the company.  Alternative Business Strategy  Since our Registration Statement has been declared
effective, the Company has actively been seeking capital from Investment Banks
and Private and Venture Capitalists.  As of the date of the filing of this
report, the Company has not been able to secure additional capital on terms
favorable to the Company and its stockholders.  The Officers and Directors
have determined that it must consider alternative methods of maintaining and
increasing company revenues as well as shareholder value.  They have
determined that strategic alliances, joint ventures, roll-ups, or acquisitions
should be considered as a part of a prudent business plan for the future.
 The Company has begun considering these latter approaches as all efforts
at seeking capital have been unsuccessful.  The Officers and Director
believe they are responsible for maintaining the Company operations as well as
increasing shareholder value and are in process of completing transaction for
the control of a new operating company.  Plan of Operation (Successor Strategy)  In January 2008, the Company received an unsolicited
offer to do a business combination with a shoe and apparel design and
manufacturing company located in Hawaii.  The Hawaii-based company was
formed in 2005 and has experienced growth throughout the United States and
internationally.   In January 2009, subsequent to this report date, we
have completed a transfer of 20,000,000 shares of the Companys common stock in
exchange for the stock of the Hawaii-based company.  The plan of operation is being designed for the new
business model.  In the next twelve months the Company is seeking
additional capital investments and or financing for: · expansion of production
facilities · additional production equipment to
meet global demand · increase in sales and marketing
efforts  Results of Operations  For the twelve months ended December 31, 2008 and
2007  Revenues. For the years ended December 31, 2008
and 2007 revenues were $0 and $56,583.  Since the business experienced a
drop in opportunities, due to economic conditions, resulting in the decision to
cease operations in the second quarter of 2008, no revenue was earned for
2008.  Operating Expenses.Due to limitations the
Company ceased operations, therefore costs decreased.  Operation expenses
were $55,175 for the year ended December 31, 2008, compared to $54,073 for the
year ended December 31, 2007.  Operating expenses incurred for the majority
of 2008 have been for the continued support of the entity and reporting
requirements. These expenses are primarily professional fees for legal and
accounting services.  Net (Loss) Income. The Company incurred a net loss
of $55,175 and net income of $2,519 for the years ended December 31, 2008 and
2007, respectively.  The Company has found the current year economic
environment challenging, resulting in losses due to the difficulty in placing
potential employees. The Company ceased its current operations in the second
quarter of 2008; no revenue was earned as of December 31, 2008.  8      Liquidity and Capital Resources  As of December 31, 2008, we had cash and cash equivalents
of $70.  Liabilities at December 31, 2008 totaled $108,543 and consisted of
$48,203 in Accounts Payable and Accrued Expenses and $60,340 in Loans from
previous shareholders. Due to the new operating company, the Company may seek
additional capital investments for support and expansion of the new operations
and its working capital needs.   To achieve this objective, the
Company may sell shares of common stock.  However, completion of our
operating plan is subject to attaining adequate revenue and profits. We cannot
assure investors that adequate revenues or profits will be generated. In the
absence of our projected revenues, we may be unable to proceed with our plan of
operations. Even without achieving projected revenue and profit results within
the next twelve months, we anticipate being able to continue with our present
activities, but we may require financing to achieve our goal of profit, revenue
and growth.  Inflation  Inflation does not materially affect our business or the
results of our operations.  Subsequent Events  In January 2008, the Company received an unsolicited
offer to do a business combination with a shoe and apparel design and
manufacturing company located in Hawaii.  The Hawaii-based company was
formed in 2005 and has experienced growth throughout the United States and
internationally.   In January 2009, subsequent to this report date, we
have completed a transfer of 20,000,000 shares of the Companys common stock in
exchange for the stock of the Hawaii-based company.  On January 21, 2009 the Board of Directors of the Company
received and accepted the resignation of Cliff Walters as Chief Executive
Officer and Director of the Company and David Rees as Director of the Company.
  On January 21, 2009, the Board of Directors of the Company elected
Trent Walters to serve as the Chief Executive Officer of the Company. Trent
Walters will also continue his duties as Senior Vice President,
Manufacturing-Product Development for the Company.  Off-Balance Sheet Arrangements  We have no off-balance sheet arrangements.  Critical Accounting Policies  The Companys significant accounting policies are
presented in the Companys notes to financial statements for the period ended
December 31, 2008 and 2007, which are contained in this filing, the Companys
2008 Annual Report on Form 10-K. The significant accounting policies that are
most critical and aid in fully understanding and evaluating the reported
financial results include the following:  The Company prepares its financial
statements in conformity with generally accepted accounting principles in the
United States of America. These principals require management to make estimates
and assumptions that affect the reported amounts of assets and liabilities and
disclosure of contingent assets and liabilities at the date of the financial
statements and the reported amounts of revenues and expenses during the
reporting period. Management believes that these estimates are reasonable and
have been discussed with the Board of Directors; however, actual results could
differ from those estimates.  Recent Accounting Pronouncements  The Financial Accounting Standards Board and other
standard-setting bodies issued new or modifications to, or interpretations of,
existing accounting standards during the year. The Company has carefully
considered the new pronouncements that alter previous generally accepted
accounting principles and does not believe that any new or modified principles
will have a material impact on the corporations reported financial position or
operations in the near term.  These recently issued pronouncements
have been addressed in the footnotes to the financial statements included in
this filing.   ITEM 7A.   QUANTITATIVE AND QUALITIATIVE
DISCLOSURES ABOUT MARKET RISK  We are a smaller reporting company, as defined by Rule
229.10(f)(1) and are not required to provide the information required by this
Item.   9      ITEM 8.      FINANCIAL
STATEMENTS AND SUPPLEMENTARY DATA  Financial Statements  Technology Resources, Inc.  As of December 31, 2008 and December 31,
2007 And for the Years Ended December 31,
2008, and 2007   Contents  Financial
StatementsReport of Independent Registered Public
Accounting Firm
11Balance Sheets
12Statements of Operations
13Statements of Changes in Stockholders
Equity
14Statements of Cash Flows
15Notes to Financial
Statements
16- 19                             10     [technologies08decform10kf001.jpg]  Report of Independent Registered Public Accounting Firm  To
the Board of Directors and Shareholders ofTechnology Resources,
Inc.Kailua Kona, HI We have audited the accompanying balance sheet of Technology
Resources, Inc. as of December 31, 2008, and the related statement of income,
stockholders equity and comprehensive income, and cash flows for the year ended
December 31, 2008.  Technology Resources, Inc.s management is responsible
for these financial statements. Our responsibility is to express an opinion on
these financial statements based on our audits. We
conducted our audit in accordance with the standards of the Public Company
Accounting Oversight Board (United States).  Those standards require that
we plan and perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement.  An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures in
the financial statements.  An audit also includes assessing the accounting
principles used and significant estimates made by management, as well as
evaluating the overall financial statement presentation.  We believe that
our audit provides reasonable basis for our opinion. In our opinion, the financial statements referred to above present
fairly, in all material respects, the financial position of Technology
Resources, Inc. as of December 31, 2008, and the results of its operations and
its cash flows for the year ended December 31, 2008 in conformity with
accounting principles generally accepted in the United States of America. The
accompanying financial statements have been prepared assuming the Company will
continue as a going concern.  As discussed in note C to the financial
statements, the Company has incurred net losses since inception, which raise
substantial doubt about its ability to continue as a going concern.  The
financial statements do not include any adjustments that might result from the
outcome of this uncertainty. /s/ Hawkins
Accounting
Hawkins
AccountingApril 14,
2009Los Angeles,
CA         11      Technology Resources,
Inc.Balance SheetAs of December 31, 2008 and
20072008

2007ASSETSCurrent AssetsCash

$
70
$
127Accounts receivable,
related party

883,722

-Total
current assets

883,792

127Furniture and equipment

19,954

19,954Accumulated depreciation

(19,954)

(19,361)Furniture
and equipment, net

-

593Investment in wholly-owned subsidiary

79

79TOTAL ASSETS
$
883,871
$
799LIABILITIES &
STOCKHOLDERS' EQUITYLiabilitiesCurrent LiabilitiesAccounts payable and
accrued expenses
$
48,203
$
21,798Due to shareholder

60,340

-Line of credit



34,720Total
current liabilities

108,543

56,518Stockholders' EquityCommon stock, $.001 par
value,50,000,000
shares authorized,18,986,200
and 15,360,000 issuedand
outstanding

18,986

15,360Paid in capital

1,018,648

115,664Stock subscription
receivable

(20,388)Accumulated deficit

(241,918)

(186,743)775,328

(55,719)TOTAL LIABILITIES AND STOCKHOLDERS'
EQUITY
$
883,871
$
799See accompanying notes to the
financial statement and accountant's
report.       12      Technology Resources, Inc.Statement of OperationsFor the Years Ended December 31, 2008 and
20072008

2007Revenue

$
-
$
56,583Operating ExpensesComputer and
Internet Expenses

409

2,122Contract
labor


-

27,257Depreciation
Expense


593

200Interest
Expense


1,002

3,495Office Supplies
and Miscellaneous

205

7,093Professional
Fees


52,516

12,594Telephone


450

1,312Total
Expenses


55,175

54,073Net Income (Loss) from Operations

(55,175)

2,510Other Income (Expenses)Interest Income


-

59Provision for Income
Taxes

-

(50)Total
Other Income (Expenses)

-

9Net Income (Loss)

$
(55,175)
$
2,519Earnings per Common Share
$
(0.00)
$
0.00Weighted Average Common Shares

17,575,381

15,360,000See accompanying notes to the
financial statement and accountant's
report.            13       Technology Resources, Inc.Statement of Changes in Stockholders EquityFor the Twelve Months Ended December 31, 2008 and
2007StockCommon Stock
Contributed

Subscription
AccumulatedShares
Amount
Capital

Receivable
Deficit
TotalBalances at
January 1, 2007
1,024,000
$        1,024
$     130,000

$
                -
$    (189,262)
$    (58,238)Stock Split 15:1September
3, 2007 (Note F)
14,336,000
14,336
(14,336)

-
-
-Net
Income
--
-
-

-
2,519
2,519Balances at
December 31, 2007
15,360,000
15,360
115,664

-
(186,743)
(55,719)Stock
issued
3,626,200
3,626
902,984

(20,388)

886,222Net loss
-
-
-

-
(55,175)
(55,175)Balances at
December 31, 2008
18,986,200
$         18,986
1,018,648

$
       (20,388)
$
       (241,918)
$
       775,328See accompanying notes to the
financial statement and accountant's report.                  14      Technology Resources, Inc.Statement of Cash FlowsFor the Years Ended December 31, 2008 and
20072008

2007OPERATING ACTIVITIES:Net (Loss) Income

$
(55,175)
$
2,519Adjustments to reconcile net loss to cash used
inand provided by operating activitiesDepreciation


593

200Changes in:Receivable from related
party

(883,772)

-Accounts payable and accrued
expenses

26,405

18,311Net Cash (used in) provided by operating
activities
(911,899)

21,030INVESTMENT ACTIVITIES:Investment in Wholly-Owned Subsidiary

-

79Net Cash provided by investment activities
-

79FINANCING ACTIVITIES:Repayment of Line of Credit


(34,720)

(85)Shareholder Loans


60,340

(21,914)Sale of Common Stock


886,222

-Net provided by (used in) Financing
Activities
911,842

(21,999)NET CASH (DECREASE) INCREASE FOR THE PERIOD
(57)

(890)BEGINNING CASH


127

1,017ENDING CASH DECEMBER 31, 2008 AND 2007
$
70
$
127See accompanying notes to the
financial statement and accountant's
report.                  15      Technology Resources, Inc. Notes to Financial Statements December 31, 2008 and 2007   NOTE A  ORGANIZATION AND NATURE OF
BUSINESS  The Company was incorporated March 1, 1996
in the State of Florida.  The Company is in the business of providing
placement services in the field of technical and executive personnel.  Up until May 20, 2008, the Company provided employee
placement services nationally and internationally with the immediate market in
the Tampa Bay region. The Company was primarily a permanent employment agency;
however, temporary staff augmentation provides ancillary revenue. Accordingly,
the Company developed a range of services to offer in the consulting industry.
These included a full range of business services typically found in small to
large executive placement firms such as interviewing candidates, performing
reference checks, and developing candidate interviewing techniques.  On May 20,2008, a change of control of the
Company occurred, pursuant to the transactions completed by the Stock Purchase
Agreement (see Note H).  The Company has ceased operations as an employee
placement service and is awaiting current business operations directed by the
new controlling stockholders (See Note J).  In January 2008, the Company received an unsolicited
offer to do a business combination with Shaka Shoes, Inc. (SHAKA), a shoe and
apparel design and manufacturing company located in Hawaii.  The
Hawaii-based company was formed in 2005 and has experienced growth throughout
the United States and internationally.   In January 2009, subsequent
to this report date, we have completed a transfer of 20,000,000 shares of the
Companys common stock in exchange for the stock of the Hawaii-based company.
(See Note J).  NOTE B  SIGNIFICANT ACCOUNTING
POLICIES  Basis of Presentation In the opinion of management, all adjustments consisting
of normal recurring adjustments necessary for a fair statement of (a) the result
of operations for the years ended December 31, 2008 and 2007; (b) the financial
position at December 31, 2008, and (c) cash flows for the years ended December
30, 2008 and 2007, has been made.  Certain reclassifications have been made to prior
reported amounts.  These reclassifications were made for the purpose of
comparability to the current information presented and any reclassifications are
considered immaterial.  Use of Estimates The Company prepares its financial statements in
conformity with generally accepted accounting principles in the United States of
America. These principals require management to make estimates and assumptions
that affect the reported amounts of assets and liabilities and disclosure of
contingent assets and liabilities at the date of the financial statements and
the reported amounts of revenues and expenses during the reporting period.
Management believes that these estimates are reasonable and have been discussed
with the Board of Directors; however, actual results could differ from those
estimates.  Financial Instruments The Companys balance sheets include the following
financial instruments: cash, receivable from related party, accounts payable and
amounts due to stockholder. The carrying amounts of current assets and current
liabilities approximate their fair value because of the relatively short period
of time between the origination of these instruments and their expected
realization.  Due to the demand nature of the temporary agreements,
receivable form related party and amounts due to stockholder, the carrying
values approximate their fair value.  Cash and Cash Equivalents The majority of cash is maintained with a
major financial institution in the United States.  Deposits with this
bank may exceed the amount of insurance provided on such
deposits.  Generally, these deposits may be redeemed on demand and,
therefore, bear minimal risk.  The Company considers all highly liquid
investments purchased with an original maturity of three months or less to be
cash equivalents.  Furniture and Equipment Furniture and equipment is stated at cost.
 Depreciation is computed using accelerated methods over the estimated
useful lives of the assets (five years for furniture and equipment).
 Expenditures for major renewals and betterments that extend the useful
lives of property and equipment are capitalized.  Expenditures for
maintenance and repairs are charged to expense as incurred.  The carrying
amount of all long-lived assets is evaluated periodically to determine if
adjustment to the depreciation and amortization period or the unamortized
balance is warranted.  Based upon its analysis, the Company believes that
no impairment of furniture and equipment existed as of December 31, 2007.
 Furniture and equipment were fully depreciated as of December 31,
2008.  16      Revenue Recognition The Company generated revenue by providing
placement services in the field of technical and executive personnel.
 Permanent employment staffing and staff augmentation was another avenue of
revenue. The Company provided these services and billed for them when a
candidate was placed.  The Company recognized its revenue when a candidate
was placed and customers were billed. At that point in time the price had been
determined and collectability reasonably assured. The Company developed
relationships with other companies within the industry with whom the Company
worked on a fee-splitting basis. When fee splitting occurred it was done equally
between the two companies. Revenues were being reported net of any fee-splitting
arrangements.  Major Customers Historically, the Company has been reliant
on three major customers to provide seventy five percent of its revenue.  Shareholder Loans Shareholder loans consist of amounts
advanced to the Company.  These advances are non-interest bearing and
payable on demand.   Advances are intended to be temporary; therefore
no interest is imputed on the amounts advanced by shareholders.  NOTE C  GOING
CONCERN  The accompanying financial statements
have been prepared on a going concern basis, which contemplates the realization
of assets and the settlement of liabilities and commitments in the normal course
of business.  As reflected in the accompanying financial statements, the
Company has a net loss and an accumulated deficit.  These factors raise
substantial doubt about its ability to continue as a going concern.  The
ability of the Company to continue as a going concern is dependent on the
companys ability to raise additional funds and implement its new business plan.
Based on managements viable plan, the financial statements do not include any
adjustments that might be necessary if the company is unable to continue as a
going concern.  NOTE D  LINE-OF-CREDIT **** The Company cancelled a $35,000 renewable
line-of-credit with Wachovia Bank. The line-of-credit was secured by the
personal guarantee of the company shareholders. Interest was payable monthly at
a rate of 11.50% per annum. The line-of credit was closed effective June 11,
2008.  The total unused credit line available at December 30, 2008 is
$0.  NOTE E - INCOME TAXES **** Income taxes are provided for the tax effects of
transactions reported in the financial statements and consist of taxes currently
due plus deferred taxes, if and when applicable, related primarily to
differences between the bases of certain assets and liabilities for financial
and tax reporting.  The company fully utilized all available net operating
losses at December 31, 2007.   The tax benefit for the periods
presented is offset by a valuation allowance established against deferred tax
assets arising from operating losses and other temporary differences, the
realization of which could not be considered more likely than not.  In
future periods, tax benefits and related deferred tax assets will be recognized
when management considers realization of such amounts to be more likely than
not.  NOTE F  EARNINGS PER COMMON SHARE **** The Company follows SFAS No. 128, Earnings Per Share.
Basic earnings (loss) per share calculations are determined by dividing net
income (loss) by the weighted average number of shares outstanding during the
year. Diluted earnings (loss) per share calculations are determined by dividing
net income (loss) by the weighted average number of shares. There are no share
equivalents and, thus, anti-dilution issues are not applicable.   For
comparative purposes, the weighted average shares were restated from prior
periods to reflect subsequent stock splits.  NOTE G  RECENT ACCOUNTING PRONOUNCEMENTS  In December 2007, the Financial Accounting Standards
Board ("FASB") issued Statement of Financial Accounting Standards ("SFAS") No.
141(revised 2007), Business Combinations, which replaces SFAS No.
141.  The statement retains the purchase method of accounting for
acquisitions, but requires a number of changes, including changes in the way
assets and liabilities are recognized in the purchase accounting.  It
also changes the recognition of assets acquired and liabilities assumed arising
from contingencies, requires the capitalization of in-process research and
development at fair value, and requires the expensing of acquisition-related
costs as incurred.  SFAS No. 141(R) is effective for the Company
beginning January 1, 2009 and will apply prospectively to business combinations
completed on or after that date.  In September 2006, the Financial Accounting Standards
Board issued Statement of Financial Accounting Standards (SFAS) No. 157,
Fair Value Measurements. SFAS No. 157 clarifies the principle that fair
value should be based on the assumptions market participants would use when
pricing an asset or liability and establishes a fair value hierarchy that
prioritizes the information used to develop those assumptions. Under the
standard, fair value measurements would be separately disclosed by level within
the fair hierarchy. SFAS No. 157 is effective for financial statements issued
for fiscal years beginning after November 15, 2007 and interim periods within
those fiscal years, with early adoption permitted. The adoption of SFAS No. 157
did not have a material impact on the Company's financial condition or results
of its operations.  17      In February 2007, the Financial Accounting Standards
Board issued Statement of Financial Accounting Standards (SFAS) No. 159,
The Fair Value Option for Financial Assets and Financial Liabilities.
SFAS No. 159 permits entities to choose to measure many financial instruments
and certain other items at fair value. The objective is to improve financial
reporting by providing entities with the opportunity to mitigate volatility in
reported earnings caused by measuring related assets and liabilities differently
without having to apply complex hedge accounting provisions. SFAS No. 159 is
effective for financial statements issued for fiscal years beginning after
November 15, 2007 and interim periods within those fiscal years, with early
adoption permitted. The adoption of SFAS No. 159 did not have a material impact
on the Company's financial condition or results of its operations.  In December 2007, the FASB issued SFAS No. 160;
Noncontrolling Interest in Consolidated Financial Statements, and
amendment of ARB 51, which changes the accounting and reporting for minority
interest.  Minority interest will be recharacterized as noncontrolling
interest and will be reported as component of equity separate from the parent's
equity, and purchases or sales of equity interests that do not result in change
in control will be accounted for as equity transactions.  In addition,
net income attributable to the noncontrolling interest will be included in
consolidated net income on the date of the income statement and, upon a loss of
control, the interest sold, as well as any interest retained, will be recorded
at fair value with any gain or loss recognized in earnings.  SFAS No.
160 is effective for the Company beginning January 1, 2009 and will apply
prospectively, except for the presentation and disclosure requirements, which
will apply retrospectively.  The Company is not part of a
consolidating group and currently is not affected by this pronouncement.  In March 2008, the Financial Accounting Standards Board
issued SFAS No. 161, Disclosures about Derivative Instruments and Hedging
Activities.  SFAS No. 161 requires additional disclosures related
to the use of derivative instruments, the accounting for derivatives and the
financial statement impact of derivatives.  SFAS No. 161 is effective
for fiscal years beginning after November 15, 2008.  The adoption of
SFAS No. 161 will not impact the Company's financial statements.  In May 2008, the FASB issued SFAS No. 162, The
Hierarchy of Generally Accepted Accounting Principles (SFAS 162).
SFAS 162 identifies the sources of accounting principles and the framework
for selecting the principles used in the preparation of financial statements of
nongovernmental entities that are presented in conformity with generally
accepted accounting principles (the GAAP hierarchy). SFAS 162 will become
effective 60 days following the SECs approval of the Public Company
Accounting Oversight Board amendments to AU Section 411, The Meaning
of Present Fairly in Conformity With Generally Accepted Accounting Principles.
The Company does not currently expect the adoption of SFAS 162 to have a
material effect on our results of operations and financial condition.  In May 2008, the FASB issued FSP Accounting
Principles Board (APB) 14-1 Accounting for Convertible Debt instruments That
May Be Settled in Cash upon Conversion (Including Partial Cash Settlement)
(FSP APB 14-1). FSP APB 14-1 requires the issuer of certain
convertible debt instruments that may be settled in cash (or other assets) on
conversion to separately account for the liability (debt) and equity
(conversion option) components of the instrument in a manner that reflects the
issuers non-convertible debt borrowing rate. FSP APB 14-1 is effective for
fiscal years beginning after December 15, 2008 on a retroactive basis. As
we do not have convertible debt at this time, we currently believe the adoption
of FSP APB 14-1 will have no effect on our results of operations and
financial condition.  In April 2008, the FASB issued
FSP FAS 142-3, Determination of the Useful Life of Intangible Assets(FSP FAS 142-3). FSP FAS 142-3 amends the factors that should be
considered in developing renewal or extension assumptions used to determine the
useful life of a recognized intangible asset under SFAS No. 142, Goodwill and
Other Intangible Assets(SFAS 142). The intent of FSP FAS 142-3 is to
improve the consistency between the useful life of a recognized intangible asset
under SFAS 142 and the period of expected cash flows used to measure the fair
value of the asset under SFAS 141(R) and other applicable accounting literature.
FSP FAS 142-3 is effective for financial statements issued for fiscal years
beginning after December 15, 2008.  The Company does not anticipate that
the adoption of FSP FAS 142-3 will have an impact on its results of operations
or financial condition.  In June 2008, the FASB
issued FSP EITF 03-6-1, Determining Whether Instruments Granted in Share-Based
PaymentTransactions Are Participating Securities(FSP EITF 03-6-1),
which addresses whether instruments granted in share-based payment transactions
are participating securities prior to vesting and, therefore, need to be
included in the computation of earnings per share under the two-class method
described in SFAS No. 128, Earnings per Share. FSP EITF 03-6-1 is effective
retrospectively for financial statements issued for fiscal years and interim
periods beginning after December 15, 2008. The adoption of FSP EITF 03-6-1 will
not materially impact the Companys financial condition and results of
operations.  18      NOTE H  EQUITY
TRANSACTIONS  Completion of Disposition of Assets
and Change of Control On May 20, 2008, the Companys majority shareholders,
Emily Lee and William S. Lee, completed the transaction set forth in the
Majority Stock Purchase Agreement entered into on January 4, 2008 with certain
Majority Purchasers, related parties to the Hawaii-based manufacturing company
(see Note J).  Pursuant to the terms of the Majority Stock Purchase
Agreement, the Majority Purchasers have transferred to Emily and William S. Lee
a total consideration of $422,360 to purchase an aggregate of 7,940,000 shares
personally owned by Emily and William S. Lee.  A change of control of the
Company has occurred.  51.69% of the issued and outstanding shares of the
Company have been transferred at an average purchase price of $.053 per share.
 Pursuant to the transactions completed by the Stock Purchase Agreement
above, there has been a change of control in the Company.  NOTE I  RELATED PARTY
TRANSACTIONS  The Company advanced funds totaling
$883,722 to Shaka Shoes, Inc. (Shaka), an entity related by common interests
(See Note J).  The advanced funds are of a short-term and temporary in
nature.  The Company borrowed $60,340 from the
prior controlling shareholders of the Company for working capital purposes as of
December 31, 2008.  During the transition period, the
Company has minimal needs for office space.  The current shareholders have
provided, as necessary, any minimal use of office and office equipment at no
charge.  The amounts and terms of the above
transactions may not necessarily be indicative of the amounts and terms that
would have been incurred had comparable transactions been entered into with
independent third parties.  NOTE J  SUBSEQUENT EVENT  Business Combination and Share
Exchange Agreement The Company received an unsolicited offer
to do a business combination with a Hawaii-based manufacturing firm, related
party to the Majority Purchasers (See Note H), in the latter part of 2007,. On
December 14, 2007 the Company received a formal Letter of Intent from this
entity to obtain the controlling portion of Technology Resources, Inc.  On November 13, 2008, the Company entered into an
Agreement for Share Exchange with Shaka Shoes, Inc., the Hawaii company
(SHAKA) and Lynae Gambee, Brett Walters, Trent Walters, Cliff Walters and
Tiffany Williams, individually, the owners and shareholders of SHAKA (the
Shareholders)  Pursuant to the terms of the Agreement, the Company shall
acquire a 100% ownership interest in SHAKA from the
Shareholders.  Consideration to be paid by TGYR to the Shareholders
shall be a total of 20,000,000 shares of its common stock (the Exchange
Shares) in exchange for 100% of the ownership interests in
SHAKA. According to the terms of the Agreement, Lynae Gambee, Brett
Walters, Trent Walters, Cliff Walters and Tiffany Williams shall each receive
4,000,000 shares of common stock in the Company. The Exchange shall take place
according to the terms of the Agreement and in accordance with applicable
law.  Immediately following completion of the share exchange transaction
through the issuance of the Exchange Shares, TGYR shall have a total of
approximately 38,930,200 shares of its common stock issued and
outstanding. The Agreement will close subject to the provisions and
conditions of the Agreement and the discretion of the parties  In January 2009, subsequent to this report date, we have
completed a transfer of 20,000,000 shares of the Companys common stock in
exchange for the stock of the Hawaii-based company.  Change in Directors On January 21, 2009 the Board of Directors of the Company
received and accepted the resignation of Cliff Walters as Chief Executive
Officer and Director of the Company and David Rees as Director of the
Company.  On January 21, 2009, the Board of Directors of the
Company elected Trent Walters to serve as the Chief Executive Officer of the
Company. Trent Walters will also continue his duties as Senior Vice President,
Manufacturing-Product Development for the Company.      19      ITEM 9.      CHANGES IN
AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL
DISCLOSURE  On August 20, 2008 the Company filed, on Form 8-K notice
of change in our principal auditor.  There have been no disagreements with
our successor or predecessor auditor regarding accounting and financial
disclosure.  ITEM 9A.   CONTROLS AND
PROCEDURES  Evaluation of Disclosure Controls and
Procedures  The President (Principal Executive Officer), Director,
and Chief Financial Officer (Principal Accounting and Financial Officer) has
evaluated the effectiveness of the Companys disclosure controls and procedures
(as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) as of the
fiscal period ending December 31, 2008 covered by this Annual Report on
Form 10-K. Based upon such evaluation, the President (Principal Executive
Officer), Director, and Chief Financial Officer (Principal Accounting and
Financial Officer) has concluded that, as of the end of such period, the
Companys disclosure controls and procedures were not effective as required
under Rules 13a-15(e) and 15d-15(e) under the Exchange Act. This conclusion by
the Companys President (Principal Executive Officer), Director, and Chief
Financial Officer (Principal Accounting and Financial Officer) does not
relate to reporting periods after December 31, 2008.  Managements Report on Internal Control Over
Financial Reporting  Management is responsible for establishing and
maintaining adequate internal control over financial reporting (as defined in
Rules 13a-15(f) and 15d-15(f) of the Exchange Act) of the Company. Internal
control over financial reporting is a process designed to provide reasonable
assurance regarding the reliability of financial reporting and the preparation
of financial statements for external purposes in accordance with accounting
principles generally accepted in the United States of America.  The Companys internal control over financial reporting
includes those policies and procedures that (i) pertain to the maintenance
of records that, in reasonable detail, accurately and fairly reflect the
transactions and dispositions of the assets of the company; (ii) provide
reasonable assurance that transactions are recorded as necessary to permit
preparation of financial statements in accordance with accounting principles
generally accepted in the United States of America, and that receipts and
expenditures of the Company are being made only in accordance with
authorizations of management and directors of the Company; and
(iii) provide reasonable assurance regarding prevention or timely detection
of unauthorized acquisition, use or disposition of the Companys assets that
could have a material effect on the financial statements.  Because of its inherent limitations, internal control
over financial reporting may not prevent or detect misstatements. Also,
projections of any evaluation of effectiveness to future periods are subject to
the risk that controls may become inadequate because of changes in conditions,
or that the degree of compliance with the policies or procedures may
deteriorate.  Management, under the supervision of the Companys
President (Principal Executive Officer), Director, and Chief Financial Officer
(Principal Accounting and Financial Officer), conducted an evaluation of the
effectiveness of internal control over financial reporting based on the
framework in Internal ControlIntegrated Framework issued by the
Committee of Sponsoring Organizations of the Treadway Commission. Based on this
evaluation, management concluded that the Companys internal control over
financial reporting was not effective as of December 31, 2008 under the criteria
set forth in the in Internal ControlIntegrated Framework.  A material weakness is a deficiency, or combination
of deficiencies, in internal control over financial reporting such that there is
a reasonable possibility that a material misstatement of the Company's annual or
interim financial statements will not be prevented or detected on a timely
basis.   Management has determined that material weaknesses exist
due to a lack of segregation of duties, resulting from the Company's limited
resources.  This annual report does not include an attestation report
of the Companys registered public accounting firm regarding internal control
over financial reporting. Managements report was not subject to attestation by
our registered public accounting firm pursuant to temporary rules of the SEC
that permit us to provide only managements report in this Annual Report on Form
10-K.  Changes in Internal Control Over Financial
Reporting  There were no significant changes in the Companys
internal controls, or other factors, that could significantly affect the
Companys controls subsequent to the date of the evaluations performed by the
executive officers of the Company.  No deficiencies or material weaknesses
were found that would require corrective action.  ITEM 9B.    OTHER
INFORMATION  None.  20      PART III  ITEM 10.     DIRECTORS AND
EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE Our executive officers and directors and their ages as of
December 31, 2008 is as follows:  NAME
AGE
POSITIONCliff Walters
59
Chief Executive OfficerSeth Gambee
37
Chief Financial Officers and Senior Vice President,
Global DistributionJohn Garcia
54
DirectorTrent Walters
38
Senior Vice President, Manufacturing-Product
DevelopmentBrett Walters
35
Senior Vice President, Global Sales &
MarketingLynae Gambee
33
Controller of the Company  Set forth below is a brief description of the background
and business experience of our executive officers and directors for the past
five years.  On June 16, 2008, the Board of Directors appointed the
following individuals as officers of the Company:  Lynae Gambee, 33, graduated from Howard College with an
Associates Degree of Applied Science, Dental Hygiene and is Dental Hygiene Board
Certified in Western Regional, Central Regional, and Alberta, Canada. Lynae
worked as a dental hygienist for seven years. Since 2003, she has worked in
customer service and accounting for several Hawaii-based businesses . Seth Gambee, 37, graduated from Brigham Young University
in Provo, UT with a B.S. in Physical Therapy in 1997, and graduated from Palmer
College of Chiropractic in Davenport, IA in 2001. Seth has served in numerous
leadership positions including serving as the National Marketing Director for
Legacy for Life, an International Direct Sales Company, where his
responsibilities included regional promotions and sales, and training of an
organization of sales representatives from over 20 different states. Seth has
also founded a number of companies within Hawaii including Manta Ray Snorkel
& Dive, Kealakekua Kayak & Dive, Shaka Discount Activities, and
ISpyUSA.com.  John Garcia, 54, has backed or helped incubate early
stage investments for the past 18 years in such sectors as life sciences,
technology, air travel, and most recently media and the emerging Latino markets.
Mr. Garcia has been a senior executive with several biotech companies and other
large companies including Boehringer-Mannheim Diagnostics, Hitachi, and Coulter
Electronics. He co-founded Sierra Medical Supply in Sacramento, California. In
1983, Mr. Garcia co-founded ATEK/Sierra Medical Systems, later acquired by Alcon
Labs. Prior to his corporate career, Mr. Garcia had an accomplished career as a
psychotherapist and author. He is a member of several corporate Boards of
Directors, including HeathLink and POW! Entertainment, Inc. Additionally, Mr.
Garcia serves on think tanks at Stanford University and is a Member of the Board
of Governors and a Member of the Executive Fellows of Chapman University.  Brett Walters, 35, graduated from Olds College with a
Degree in Land Management. He also attended Brigham Young University where he
studied Public Relations and Marketing. Brett has worked with several companies
in various sales and marketing capacities, including Midwest Surveys where he
served as a Marketing and Sales Manager, Challenger Geomatics, were he served as
Vice President of Marketing and Sales, and AT&T Canada. Brett has also
founded a number of companies within Hawaii including Manta Ray Snorkel &
Dive, Kealakekua Kayak & Dive, Shaka Discount Activities, and
ISpyUSA.com  Cliff Walters, 59, has over 35 years of experience in
administration. He graduated from Brigham Young University with a BA in
Political Science in 1970, and Graduated from University of Lethbridge B. of Ed
one year later. He then spent the next 32 years as an award and title-winning a
coach, teacher, administrator, and counselor. Prior to Shaka, Cliff was an
owner-operator of Manta Ray Dive shops in Kona, Hawaii, and Lamina Maui, Hawaii.
Cliff is also Co-Owner operator of Kona Sunset Pools, Kona, Hawaii, one of the
largest pool construction companies on the Island of Hawaii.  Trent Walters, 38, holds a BS in Chemistry from Donnelly
College as well a Land Agent Degree. He worked in the Chemical Industry as a lab
Manager for Exxon and Hampshire Chemicals and later worked for Pioneer Land,
where he gained a wealth of knowledge in the Oil and Gas industry. Trent was the
former President of Avalanche Acquisitions, a company that was instrumental in
implementing wireless telecommunication service in Western Canada.  Trent's
entrepreneurial desire took him to Hawaii where he proceeded to open and operate
four dive shops in the Hawaiian Islands, a wholesale activity business, and an
internet business directory.  21      Term of Office Our directors are appointed for a one-year term to hold
office until the next annual general meeting of our shareholders or until
removed from office in accordance with our bylaws. Our officers are appointed by
our board of directors and hold office until removed by the board.  Code of Ethics We have adopted a code of
ethics that applies to our principal executive officer, principal financial
officer, and principal accounting officer as well as our employees.  Our
standards are in writing and are to be posted on our website at a future time.
  The following is a summation of the key points of the Code of Ethics
we adopted: · Honest and ethical conduct, including
ethical handling of actual or apparent conflicts of interest between personal
and professional relationships; · Full, fair, accurate, timely, and
understandable disclosure reports and documents that a small business issuer
files with, or submits to, the Commission and in other public communications
made by our Company; · Full compliance with applicable
government laws, rules and regulations; · The prompt internal reporting of
violations of the code to an appropriate person or persons identified in the
code; and · Accountability for adherence to the
code.  Corporate Governance We are a small reporting
company, not subject to the reporting requirements of Section 13(a) or 15(d) of
the Exchange Act respecting any director.  We have conducted special Board
of Director meetings almost every month since inception.  Each of our
directors has attended all meetings either in person or via telephone
conference. We have no standing committees regarding audit, compensation or
other nominating committees.   In addition to the contact information
in private placement memorandum, each shareholder will be given specific
information on how he/she can direct communications to the officers and
directors of the corporation at our annual shareholders meetings.  All
communications from shareholders are relayed to the members of the Board of
Directors. Section 16(a) Beneficial Ownership Reporting
Compliance  Under Section 16(a) of the Exchange Act, our directors
and certain of our officers, and persons holding more than 10 percent of our
common stock are required to file forms reporting their beneficial ownership of
our common stock and subsequent changes in that ownership with the United States
Securities and Exchange Commission.  Such persons are also required to
furnish Coastline Corporate Services, Inc. with copies of all forms so
filed.  Based solely upon a review of copies of such forms filed
on Forms 3, 4, and 5, and amendments thereto furnished to us, we believe that as
of the date of this report, our executive officers, directors and greater than
10 percent beneficial owners complied on a timely basis with all Section 16(a)
filing requirements.  22      ITEM 11.     EXECUTIVE
COMPENSATION The following table sets forth
information concerning the annual and long-term compensation of our Officers and
the most highly compensated employees who served at the end of the fiscal year
December 31, 2008 and whose salary and bonus exceeded $100,000 for the fiscal
years ended December 31, 2008 for services rendered in all capacities to us. The
listed individuals shall be hereinafter referred to as the "Named Executive
Officers."  There has been no compensation paid to any officer, director or
other employee for the year ended December 31, 2008. SUMMARY COMPENSATION TABLE   Annual CompensationName and Principal
Position
Year
Salary
Bonus
Stock
Awards
($)
Option
Awards
($)
Non-Equity
Incentive Plan Compensation ($)
Non-Qualified
Deferred Compensation Earnings
($)
All Other
Compensation
($)
Totals
($)Cliff Walters,,
Chief Executive Officer2008
2007
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0Seth Gambee,
 Chief Financial Officers and Senior Vice President, Global
Distribution
2008
2007
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0John Garcia,
Senior Vice President, Manufacturing-Product Development
2008
2007
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0Trent Walters,
Director
2008
2007
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0Brett Walters,
Se. VP, Global Sales and Marketing
2008
2007
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0Lynae Gambee,
 Controller and Senior Vice President, Global Sales and Marketing
2008
2007
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0  Additional Compensation of Directors  All of our directors are unpaid. Compensation for the
future will be determined when and if additional funding is obtained.  Board of Directors and Committees  Currently, our Board of Directors consists of Cliff
Walters, Seth Gambee, John Garcia, Trent Walters, Bret Walters, and Lynae
Gambee.  We are actively seeking additional board members with industry
experience..  Employment Agreements  Currently, we have no employment agreements with any of
our Directors or Officers.  Director Compensation  We have provided no compensation to our directors for
services provided as directors.  Stock Option Grants We have not granted any stock options to our executive
officers since our incorporation.  23     ITEM 12.     SECURITY OWNERSHIP
OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER
MATTERS  The following table provides the names and addresses of
each person known to us to own more than 5% of our outstanding common stock as
of December 31, 2008, and by the officers and directors, individually and as a
group. Except as otherwise indicated, all shares are owned directly.  Title of
Class
Name and
Address
of
Beneficial Owner
Amount and Nature
of Beneficial Owner
Percent of
ClassCommon Stock
Lynae D. Gambee
75-6132 Lea Place
Kailua-Kona, HI 96740
1,972,500
5%Common Stock
Trent Walters
77-6360 Halawai Place
Kailua-Kona, HI 96740
1,972,500
5%Common Stock
Brett Walters
76-832 Kalana IO Place
Kailua-Kona, HI 96740
1,912,500
5%  *   Less than one (1%) percent.  The percent of class is based on 38,986,200 shares of
common stock issued and outstanding as of March 5, 2008.  ITEM 13.    CERTAIN RELATIONSHIPS
AND RELATED PARTY TRANSACTIONS, AND DIRECTOR INDEPENDENCE.  The Company has had limited need for use of office space
or equipment.  Any use of office space or equipment supplied by
related parties has, thus far, been immaterial.  There have been no other material related party
transactions.  ITEM 14.     PRINCIPAL
ACCOUNTING FEES AND SERVICES  Audit Fees The aggregate fees billed by Randall N. Drake, CPA, PA
and Hawkins Accounting for professional services rendered for the audit of the
Companys financial statements for the fiscal years ended December 31, 2008 and
2007, for the review of the Companys financial statements for the periods ended
March 31, 2008, June 30, 2008, and September 30, 2008.   Audit
fees by year were:  Total


Randall N.
Drake

Hawkins2008

$
  11,500


6,500

5,0002007

$
    6,500


6,500

-2006

$
    4,000


4,000

-   Audit Related Fees For our fiscal years ended December 31, 2008 and 2007 we
did not incur any audit related fees.  Tax Fees For our fiscal years ended December 31, 2008 and 2007, we
were not billed for professional services rendered for tax compliance, tax
advice, and tax planning.  All Other Fees We did not incur any other fees related to services
rendered by our principal accountant for the fiscal years ended December 31,
2008 and 2007.  24     Audit and Non-Audit Service Pre-Approval
Policy In accordance with the requirements of the Sarbanes-Oxley
Act of 2002 and the rules and regulations promulgated there under, the Audit
Committee has adopted an informal approval policy that it believes will result
in an effective and efficient procedure to pre-approve services performed by the
independent registered public accounting firm.  Audit Services.Audit
services include the annual financial statement audit (including quarterly
reviews) and other procedures required to be performed by the independent
registered public accounting firm to be able to form an opinion on our financial
statements. The Audit Committee pre-approves specified annual audit services
engagement terms and fees and other specified audit fees. All other audit
services must be specifically pre-approved by the Audit Committee. The Audit
Committee monitors the audit services engagement and may approve, if necessary,
any changes in terms, conditions and fees resulting from changes in audit scope
or other items.  Audit-Related Services.Audit-related services are assurance and related services that are
reasonably related to the performance of the audit or review of our financial
statements which historically have been provided to us by the independent
registered public accounting firm and are consistent with the SECs rules on
auditor independence. The Audit Committee pre-approves specified audit-related
services within pre-approved fee levels. All other audit-related services must
be pre-approved by the Audit Committee.  Tax Services.The Audit
Committee pre-approves specified tax services that the Audit Committee believes
would not impair the independence of the independent registered public
accounting firm and that are consistent with SEC rules and guidance. The Audit
Committee must specifically approve all other tax services.  All Other Services.Other services are services provided by the independent registered
public accounting firm that do not fall within the established audit,
audit-related and tax services categories. The Audit Committee pre-approves
specified other services that do not fall within any of the specified prohibited
categories of services.  Procedures.All
proposals for services to be provided by the independent registered public
accounting firm, which must include a detailed description of the services to be
rendered and the amount of corresponding fees, are submitted to the Chairman of
the Audit Committee and the Chief Financial Officer. The Chief Financial Officer
authorizes services that have been pre-approved by the Audit Committee. If there
is any question as to whether a proposed service fits within a pre-approved
service, the Audit Committee chair is consulted for a determination. The Chief
Financial Officer submits requests or applications to provide services that have
not been pre-approved by the Audit Committee, which must include an affirmation
by the Chief Financial Officer and the independent registered public accounting
firm that the request or application is consistent with the SECs rules on
auditor independence, to the Audit Committee (or its Chair or any of its other
members pursuant to delegated authority) for approval.  PART IV  ITEM 15.     EXHIBITS,
FINANCIAL STATEMENT SCHEDULES  Item 6.      Exhibits
and Reports of Form 8-K.  (a)
During the quarter ending December 31, 2008, the
Company filed the following Exhibits and Form 8Ks:
·
January 21, 2009, filed an 8K
for:
o
Item 1.01, Entry into a
Material Definitive Agreement
o
Item 2.01, Completion or of
Acquisition or Disposition of Assets
·
August 20, 2008, item 4.01, the
Company filed a form 8K for change in auditor.
·
June 16, 2008, filed an 8K
for:
o
Item 5.01, Change in Control of
Registrant.
o
Item 9.01, Stock Purchase
Agreement(b)
ExhibitsExhibit
Number
Exhibit Title31.1
Certification of Cliff Walters pursuant to 18
U.S.C. Section 1350 as adopted pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002.31.2
Certification of Seth Gambee, pursuant to 18 U.S.C.
Section 1350 as adopted pursuant to Section 302 of the Sarbanes-Oxley Act
of 2002.32.1
Certification of Cliff Walters pursuant to 18
U.S.C. Section 1350 as adopted pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002.32.2
Certification of Seth Gambee, pursuant to 18 U.S.C.
Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act
of 2002.  25          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, there unto duly authorized.  Technology Resources,
Inc.By:
/s/ Trent WaltersTrent WaltersChief Executive OfficerDated:   April 15, 2009   In accordance with the
requirements of the Securities Act of 1933, this registration statement was
signed by the following persons in the capacities and on the dates stated. Name
Title
Date/s/ Trent Walters
Trent Walters
Chief Executive Officer
April 15, 2009/s/ Seth Gambee
Seth Gambee
Chief Financial Officer
April 15, 2009   26