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

                                    FORM 10-Q
                 Quarterly Report under Section 13 or 15 (d) of
                         Securities Exchange Act of 1934

                For the quarterly period ended September 30, 2008

                        Commission File Number 333-144840


                             NORTHERN MINERALS INC.
                 (Name of small business issuer in its charter)

        Nevada                                                 20-8624019
(State of Incorporation)                                (IRS Employer ID Number)

                                167 Caulder Drive
                        Oakville, Ontario, Canada L6J 4T2
                                 (905) 248-3277
          (Address and telephone number of principal executive offices)

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 shell company (as defined in
Rule 12b-2 of the Exchange Act). Yes [X] No [ ]

There were 5,400,000 shares of Common Stock outstanding as of September 30,
2008.

Indicate by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer or a smaller reporting company.

Large accelerated filer [ ]                        Accelerated Filer [ ]

Non-accelerated filer [ ]                          Smaller reporting company [X]
(Do not check if Smaller reporting company)
<PAGE>
ITEM 1. FINANCIAL STATEMENTS

The un-audited quarterly financial statements for the period ended September 30,
2008, prepared by the company, immediately follow.



                                       2
<PAGE>
                             NORTHERN MINERALS INC.
                         (An Exploration Stage Company)
                                 Balance Sheet
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                    As of              As of
                                                                 September 30,        March 31,
                                                                     2008               2008
                                                                   --------           --------
<S>                                                                <C>                <C>
                                     ASSETS

CURRENT ASSETS
  Cash                                                             $  3,339           $ 22,271
  Deposits                                                               --              4,250
                                                                   --------           --------
      TOTAL CURRENT ASSETS                                            3,339             26,521
                                                                   --------           --------

                                                                   $  3,339           $ 26,521
                                                                   ========           ========

                       LIABILITIES & STOCKHOLDERS' EQUITY

CURRENT LIABILITIES
  Accounts payable                                                 $     --           $     --
  Loan from a director                                                3,200              3,200
                                                                   --------           --------
TOTAL CURRENT LIABILITIES                                             3,200              3,200

      TOTAL LIABILITIES                                               3,200              3,200

STOCKHOLDERS' EQUITY
  Common stock, ($0.001 par value, 75,000,000 shares
   authorized; 5,400,000 shares issued and outstanding
   as at September 30, 2008 and March 31, 2008                        5,400              5,400
  Additional paid-in capital                                         51,600             51,600
  Deficit accumulated during exploration stage                      (56,861)           (33,679)
                                                                   --------           --------
TOTAL STOCKHOLDERS' EQUITY                                              139             23,321
                                                                   --------           --------

      TOTAL LIABILITIES & STOCKHOLDERS' EQUITY                     $  3,339           $ 26,521
                                                                   ========           ========
</TABLE>


                        See Notes to Financial Statements

                                       3
<PAGE>
                             NORTHERN MINERALS INC.
                         (An Exploration Stage Company)
                             Statement of Operations
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                                                           March 5, 2007
                                          Three Months    Three Months     Six Months       Six Months      (inception)
                                             Ended           Ended           Ended            Ended           through
                                          September 30,   September 30,   September 30,    September 30,    September 30,
                                              2008            2007            2008             2007             2008
                                           ----------      ----------      ----------       ----------       ----------
<S>                                        <C>             <C>             <C>              <C>              <C>
REVENUES
  Revenues                                 $       --      $       --      $       --       $       --       $       --
                                           ----------      ----------      ----------       ----------       ----------
TOTAL REVENUES                                     --              --              --               --               --

EXPENSES
  Professional Fees                             1,500           3,000           5,500            6,000           14,500
  Mineral Claim Expenses                        8,578             750           8,578              750           21,328
  General & Administrative Expenses               900           2,368           9,104            2,423           21,033
                                           ----------      ----------      ----------       ----------       ----------
TOTAL GENERAL & ADMINISTRATIVE EXPENSES        10,978           6,118          23,182            9,173           56,861
                                           ----------      ----------      ----------       ----------       ----------

NET INCOME (LOSS)                          $  (10,978)     $   (6,118)     $  (23,182)      $   (9,173)      $  (56,861)
                                           ==========      ==========      ==========       ==========       ==========

BASIC EARNINGS PER SHARE                   $     0.00      $     0.00      $     0.00       $     0.00
                                           ==========      ==========      ==========       ==========
WEIGHTED AVERAGE NUMBER OF
 COMMON SHARES OUTSTANDING                  5,400,000       3,378,261       5,400,000        2,891,803
                                           ==========      ==========      ==========       ==========
</TABLE>


                        See Notes to Financial Statements

                                       4
<PAGE>
                             NORTHERN MINERALS INC.
                         (An Exploration Stage Company)
                             Statement of Cash Flows
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                                                          March 5, 2007
                                                                      Six Months         Six Months        (inception)
                                                                        Ended              Ended             through
                                                                     September 30,      September 30,      September 30,
                                                                         2008               2007               2008
                                                                       --------           --------           --------
<S>                                                                    <C>                <C>                <C>
CASH FLOWS FROM OPERATING ACTIVITIES
  Net income (loss)                                                    $(23,182)          $ (9,173)          $(56,861)
  Adjustments to reconcile net loss to net cash
   provided by (used in) operating activities:

  Changes in operating assets and liabilities:
    Increase (decrease) in Loan from a director                              --                 --              3,200
    Increase (decrease) in Accounts payable                                  --               (415)                --
    (Increase) decrease in Subscription Receivable                           --              5,000                 --
    (Increase) decrease in Deposits                                       4,250                 --                 --
                                                                       --------           --------           --------
          NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES           (18,932)            (4,588)           (53,661)

CASH FLOWS FROM INVESTING ACTIVITIES

          NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES                --                 --                 --

CASH FLOWS FROM FINANCING ACTIVITIES
  Issuance of common stock                                                   --              1,000              5,400
  Additional paid-in capital                                                 --              4,000             51,600
                                                                       --------           --------           --------
          NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES                --              5,000             57,000
                                                                       --------           --------           --------

NET INCREASE (DECREASE) IN CASH                                         (18,932)               412              3,339

CASH AT BEGINNING OF PERIOD                                              22,271                200                 --
                                                                       --------           --------           --------

CASH AT END OF PERIOD                                                  $  3,339           $    612           $  3,339
                                                                       ========           ========           ========

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION

Cash paid during year for:
  Interest                                                             $     --           $     --           $     --
                                                                       ========           ========           ========

  Income Taxes                                                         $     --           $     --           $     --
                                                                       ========           ========           ========
</TABLE>


                        See Notes to Financial Statements

                                       5
<PAGE>
                             NORTHERN MINERALS INC.
                         (An Exploration Stage Company)
                          Notes to Financial Statements
                            As at September 30, 2008
--------------------------------------------------------------------------------

NOTE 1 - NATURE AND PURPOSE OF BUSINESS

Northern  Minerals Inc. (the OCompanyO) was  incorporated  under the laws of the
State of Nevada on March 5, 2007.  The  Company's  activities  to date have been
limited to organization  and capital  formation.  The Company is Oan exploration
stage  companyO and has acquired a series of mining claims for  exploration  and
formulated a business plan to investigate the  possibilities of a viable mineral
deposit.

NOTE 2 - NATURE OF SIGNIFICANT ACCOUNTING POLICIES

CASH AND CASH EQUIVALENTS

The Company considers all highly liquid debt instruments purchased with maturity
of three months or less to be cash equivalents.

REVENUE RECOGNITION

The  Company  considers  revenue  to be  recognized  at the time the  service is
performed.

USE OF ESTIMATES

The preparation of the Company's  financial  statements  requires  management to
make estimates and assumptions that affect the amounts reported in the financial
statements  and  accompanying  notes.  Actual  results  could  differ from these
estimates.

FAIR VALUE OF FINANCIAL INSTRUMENTS

The  Company's  short-term  financial  instruments  consist  of  cash  and  cash
equivalents  and  accounts  payable.  The  carrying  amounts of these  financial
instruments approximate fair value because of their short-term maturities.
 Financial  instruments that potentially  subject the Company to a concentration
of credit risk consist  principally of cash. During the year the Company did not
maintain cash deposits at financial  institution in excess of the $100,000 limit
covered by the Federal Deposit Insurance Corporation.  The Company does not hold
or issue financial  instruments  for trading  purposes nor does it hold or issue
interest rate or leveraged derivative financial instruments.

                                       6
<PAGE>
                             NORTHERN MINERALS INC.
                         (An Exploration Stage Company)
                          Notes to Financial Statements
                            As at September 30, 2008
--------------------------------------------------------------------------------

NOTE 2 - NATURE OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

EARNINGS PER SHARE

Basic Earnings per Share (OEPSO) is computed by dividing net income available to
common  stockholders  by the  weighted  average  number of common  stock  shares
outstanding  during the year.  Diluted EPS is  computed  by dividing  net income
available to common stockholders by the weighted-average  number of common stock
shares outstanding  during the year plus potential dilutive  instruments such as
stock  options  and  warrant.  The effect of stock  options  on  diluted  EPS is
determined  through  the  application  of the  treasury  stock  method,  whereby
proceeds received by the Company based on assumed  exercises are  hypothetically
used to repurchase the Company's common stock at the average market price during
the period.  Loss per share is  unchanged  on a diluted  basis since the assumed
exercise of common stock equivalents would have an anti-dilutive effect.

INCOME TAXES

The Company uses the asset and liability  method of accounting  for income taxes
as required by SFAS No. 109 OAccounting for Income TaxesO. SFAS 109 requires the
recognition of deferred tax assets and  liabilities  for the expected future tax
consequences of temporary  differences  between the carrying amounts and the tax
basis of  certain  assets  and  liabilities.  Deferred  income  tax  assets  and
liabilities  are computed  annually  for the  difference  between the  financial
statement and tax bases of assets and liabilities that will result in taxable or
deductible amounts in the future, based on enacted tax laws and rates applicable
to the periods in which the  differences  are expected to affect taxable income.
Valuation  allowances  are  established  when  necessary to reduce  deferred tax
assets to the amount  expected  to be  realized.  Income tax  expense is the tax
payable or refundable for the period, plus or minus the change during the period
in deferred tax assets and liabilities.

Deferred income taxes may arise from temporary differences resulting from income
and  expense  items  reported  for  financial  accounting  and tax  purposes  in
different  periods.  Deferred  taxes are  classified as current or  non-current,
depending  on the  classification  of the assets and  liabilities  to which they
relate.  Deferred taxes arising from temporary  differences that are not related
to an asset or liability are classified as current or  non-current  depending on
the periods in which the  temporary  differences  are  expected to reverse.  The
Company had no  significant  deferred  tax items arise during any of the periods
presented.

CONCENTRATION OF CREDIT RISK

The Company does not have any concentration of related financial credit risk.

RECENT ACCOUNTING PRONOUNCEMENTS

The  Company  does not  expect  that the  adoption  of other  recent  accounting
pronouncements will have a material impact to its financial statements.

                                       7
<PAGE>
                             NORTHERN MINERALS INC.
                         (An Exploration Stage Company)
                          Notes to Financial Statements
                            As at September 30, 2008
--------------------------------------------------------------------------------

NOTE 3 - MINERAL CLAIMS

On March  29,  2007 the  Company  acquired  a 100%  interest  in a total of four
mineral claims located in the Weepah Hills area of Esmeralda County, Nevada.

The claims and related  geological  report were acquired for 1,400,000 shares of
common stock  valued at $.005 per share for a total of $7,000.  These costs have
been expensed as exploration costs during the year ended March 31, 2007.

Northern Minerals has been in the exploration stage since its formation on March
5, 2007 and has not yet  realized  any  revenues  from its  planned  operations.
Mineral property  exploration  costs are expensed as incurred.  When it has been
determined that a mineral property can be economically  developed as a result of
establishing  proven and probable  reserves,  the costs incurred to develop such
property   are   capitalized.   Such   costs   will  be   amortized   using  the
units-of-production  method over the estimated life of the probable reserve.  If
mineral properties are subsequently abandoned or impaired, any capitalized costs
will be charged to operations.

NOTE 4 - COMMON STOCK

Transactions,  other than  employees'  stock  issuance,  are in accordance  with
paragraph 8 of SFAS 123. Thus issuances shall be accounted for based on the fair
value of the consideration received. Transactions with employees' stock issuance
are in accordance with paragraphs  (16-44) of SFAS 123. These issuances shall be
accounted for based on the fair value of the consideration  received or the fair
value  of  the  equity   instruments   issued,  or  whichever  is  more  readily
determinable.

On March 5, 2007 the Company  issued  500,000  shares of common  stock to Damian
O'Hara,  a director  and  500,000  shares of common  stock to Nicole  O'Hara,  a
director, for cash in the amount of $0.005 per share for a total of $5,000.

On March 29, 2007 the Company issued a total of 1,400,000 shares of common stock
at $.005 per share to Damian O'Hara in repayment of $7,000 paid on behalf of the
Company for the acquisition of the mining claims.

On July 3, 2007 the Company  issued  1,000,000  shares of common stock to Nicole
O'Hara,  a  director,  for cash in the amount of $0.005 per share for a total of
$5,000.

On February 18, 2008 the Company issued  2,000,000  shares of common stock to 30
unrelated  investors in the  Company's  SB-2  offering for cash in the amount of
$0.02 per share for a total of $40,000.

                                       8
<PAGE>
                             NORTHERN MINERALS INC.
                         (An Exploration Stage Company)
                          Notes to Financial Statements
                            As at September 30, 2008
--------------------------------------------------------------------------------

NOTE 5 - RELATED PARTY TRANSACTIONS

Damian O'Hara and Nicole O'Hara,  the officers and directors of the Company may,
in the future,  become involved in other business  opportunities  as they become
available,  thus they may face a conflict in  selecting  between the Company and
their other business opportunities.  The Company has not formulated a policy for
the resolution of such conflicts.

As of September  30, 2008,  $3,200 is owed to Damian  O'Hara and is non interest
bearing with no specific repayment terms.

NOTE 6 - GOING CONCERN

The accompanying  financial  statements have been prepared  assuming the Company
will  continue  as a going  concern.  As  shown  in the  accompanying  financial
statements,  the  Company  has no sales and has  incurred  a net loss of $56,861
since  inception.  The future of the  Company is  dependent  upon its ability to
obtain financing and upon future  profitable  operations form the development of
its mineral properties.  The financial statements do not include any adjustments
relating to the  recoverability  and  classifications of recorded assets, or the
amounts of and  classification  of  liabilities  that might be  necessary in the
event the Company cannot continue in existence.

                                       9
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
        OF OPERATIONS

FORWARD-LOOKING STATEMENTS

This Quarterly Report on Form 10-Q contains forward-looking statements. Any
statements contained herein that are not statements of historical fact may be
deemed to be forward-looking statements within the meaning of Section 21E of the
Securities Exchange Act. The words "believes," "anticipates," "plans," "seeks,"
"expects," "intends" and similar expressions identify some of the
forward-looking statements. Forward-looking statements are not guarantees of
performance or future results and involve risks, uncertainties and assumptions.
The factors discussed elsewhere in this Form 10-Q could also cause actual
results to differ materially from those indicated by the Company's
forward-looking statements. The Company undertakes no obligation to publicly
update or revise any forward-looking statements.

BUSINESS AND PLAN OF OPERATION

Northern Minerals Inc. was incorporated in the State of Nevada on March 5, 2007
to engage in the acquisition, exploration and development of natural resource
properties. We are an exploration stage company with no revenues or operating
history.

We received the results of Phase 1 and Phase 1A of the exploration program from
the consulting geologist. The findings of the MMI soil data results from the two
surveys exhibited anomalous values in the GES, BMS and the PPS and are in some
instances coincident. He feels the possibility of encountering some meaningful
mineralization may further be tested by possibly a geophysical technique such as
induced polarization and/or a resistivity survey. We are currently reviewing his
recommendations and determining whether to proceed with further exploration
based on our limited capital. In addition to the $15,000 for the second phase of
the exploration program if we decide to proceed, we anticipate spending an
additional $8,500 on professional fees, including fees payable in complying with
reporting obligations, and general administrative costs. Total expenditures over
the next 12 months are therefore expected to be approximately $23,500.

The following work program has been recommended by the consulting geologist:

PHASE 1 (COMPLETED)

Detailed prospecting, mapping and MMI soil geochemistry.
This program is expected to take 30-45 days to complete
including turnaround time on the analyses that are
conducted exclusively in Australia. The estimated cost
for this all inclusive program is                                     $ 5,000

PHASE 1A (COMPLETED)

Follow up sampling and MMI soil geochemistry                          $ 8,500

                                       10
<PAGE>
PHASE 2

Magnetometer and VLF electromagnetic, grid controlled
surveys over the areas of interest determined by the
Phase 1 survey. This program is expected to take two
weeks to complete. Included in this estimated cost is
transportation, accommodation, board, grid installation,
the two geophysical surveys, maps and report                          $15,000

PHASE 3

Induced polarization and EM-resistivity surveys over grid
controlled anomalous areas of interest outlined by the
Phase 1&2 fieldwork. The estimated time to complete this
phase is three weeks.  Hoe or bulldozer trenching,
mapping and sampling of bedrock anomalies. Includes
assays, detailed maps and reports                                     $35,000
                                                                      -------

                                  Total                               $60,500
                                                                      =======

Each phase following phase 1 is contingent upon favorable results from the
previous phase.

The above program costs are management's estimates based upon the
recommendations of the professional consulting geologist's report and the actual
project costs may exceed our estimates.

If we decide to proceed with phase two of our exploration program it will take
approximately 2 weeks to complete.

Following phase two of the exploration program, if it proves successful, and we
can raise necessary funding, we intend to proceed with phase three of our
exploration program. The estimated cost of this program is $35,000 and will take
approximately 3 weeks to complete.

We have a verbal agreement with James McLeod, the consulting geologist who
prepared the geology report on our claims, to retain his services for our
planned exploration program. We cannot provide investors with any assurance that
we will be able to raise sufficient funds to proceed with phase 3 of the program
and any work after the exploration program if we find mineralization.

LIQUIDITY AND CAPITAL RESOURCES

Our cash in the bank at September 30, 2008 was $3,339 and outstanding
liabilities were $3,200. We have sold $57,000 in equity securities since
inception, $10,000 from the sale of 2,000,000 shares of stock to our officers
and directors, $7,000 from the issuance of 1,400,000 shares of stock to a
director in repayment of the funds paid by him for the acquisition of the
mineral claim and $40,000 from the sale of 2,000,000 shares registered pursuant
to our SB-2 Registration Statement which became effective on October 12, 2007.
If we experience a shortfall of funds our directors have agreed to loan us
funds, however they have no obligation to do so.

                                       11
<PAGE>
RESULTS OF OPERATIONS

We are still in our development stage and have no revenues to date.

We incurred operating expenses of $10,978 and $23,182 for the three and six
month periods ended September 30, 2008, respectively. For the same three and
nine month periods ended September 30, 2007 the operating expenses were $6,118
and $9,173. These expenses consisted of general operating expenses incurred in
connection with the day to day operation of our business and the filing of our
SB-2 Registration Statement. Our net loss since inception through June 30, 2008
was $56,861.

If we experience a shortage of funds we may utilize funds from our directors,
who have informally agreed to advance funds, however they have no formal
commitment, arrangement or legal obligation to advance or loan funds to the
company. If they fail to do so we may be required to terminate our business. We
are an exploration stage company and have generated no revenue to date. Through
September 30, 2008 we had sold $57,000 in equity securities to pay for our
business operations. On February 18, 2008, we closed our offering pursuant to a
SB-2 Registration Statement filed with the U.S. Securities and Exchange
Commission, which became effective on October 12, 2007. We sold 2,000,000 shares
of common stock to 30 unaffiliated shareholders at $.02 per share for total
proceeds of $40,000.

Our auditor has issued a going concern opinion. This means that there is
substantial doubt that we can continue as an on-going business for the next
twelve months unless we obtain additional capital to pay our bills. This is
because we have not generated revenues and no revenues are anticipated until we
begin removing and selling minerals. There is no assurance we will ever reach
that point.

OFF-BALANCE SHEET ARRANGEMENTS

We have no off-balance sheet arrangements.

ITEM 4. CONTROLS AND PROCEDURES

EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES

Under the supervision and with the participation of our management, including
our principal executive officer and the principal financial officer, we have
conducted an evaluation of the effectiveness of the design and operation of our
disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e)
under the Securities and Exchange Act of 1934, as of the end of the period
covered by this report. Based on this evaluation, our principal executive
officer and principal financial officer concluded as of the evaluation date that
our disclosure controls and procedures were effective such that the material
information required to be included in our Securities and Exchange Commission
reports is recorded, processed, summarized and reported within the time periods
specified in SEC rules and forms relating to our company, particularly during
the period when this report was being prepared.

                                       12
<PAGE>
Additionally, there were no significant changes in our internal controls or in
other factors that could significantly affect these controls subsequent to the
evaluation date. We have no identified any significant deficiencies or material
weaknesses in our internal controls, and therefore there were no corrective
actions taken.

                           PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

Northern Minerals Inc. is not currently involved in any legal proceedings and we
are not aware of any pending or potential legal actions.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

There were no sales of unregistered securities during the period covered by this
report.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

There were no defaults upon senior securities during the period covered by this
report.

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

There were no matters submitted to a vote of security holders during the period
covered by this report.

ITEM 5. OTHER INFORMATION

There was no information required to be disclosed on Form 8-K during the period
covered by this report.

ITEM 6. EXHIBITS

The following exhibits are included with this quarterly filing. Those marked
with an asterisk and required to be filed hereunder, are incorporated by
reference and can be found in their entirety in our original Form SB-2
Registration Statement, filed under SEC File Number 333-144840, at the SEC
website at www.sec.gov:

     Exhibit No.                    Description
     -----------                    -----------

        3.1            Articles of Incorporation*
        3.2            Bylaws*
       31.1            Rule 13a-14(a)/15d-14(a) Certification
       31.2            Rule 13a-14(a)/15d-14(a) Certification
       32.1            Certification Pursuant to 18 U.S.C. 1350
       32.2            Certification Pursuant to 18 U.S.C. 1350

                                       13
<PAGE>
                                   SIGNATURES

Pursuant to the requirements 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.

November 11, 2008                 Northern Minerals Inc., Registrant


                                      /s/ Damian O'Hara
                                      ------------------------------------------
                                  By: Damian O'Hara, President & Director
                                      (Chief Executive Officer, Principal
                                      Financial Officer & Principal
                                      Accounting Officer)


                                      /s/ Nicole O'Hara
                                      ------------------------------------------
                                  By: Nicole O'Hara
                                      (Director, Secretary)

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


/s/ Damian O'Hara                                              November 11, 2008
-------------------------------------                          -----------------
Damian O'Hara, President & Director                                  Date
(Chief Executive Officer, Principal Financial
Officer, Principal Accounting Officer)


/s/ Nicole O'Hara                                              November 11, 2008
-------------------------------------                          -----------------
Nicole O'Hara, Secretary & Director                                  Date

                                       14