U.S. SECURITIES AND EXCHANGE COMMISSION 
WASHINGTON, D.C. 20549

FORM 10-KSB

| |  | ANNUAL  REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
| |  | -------------------------------------------------------------------------------------

| | For
the fiscal year ended September 30, 2007
| | --------------------------------------------

OR

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

| | For
the transition period from ____________ to ____________
| | -----------------------------------------------------------

Commission file number:000-52516



PLAZA RESOURCES INC.

(Exact name of registrant as specified in its charter)



|NEVADA                                   |  | 20-3629431         
|---------------------------------------- |  | -------------------
|(State or other jurisdiction of          |  | (I.R.S. Employer   
|incorporation or organization)           |  | Identification No.)
|                                         |  |                    
|3830 8th Street SW
Calgary, AB Canada    |  | T2T 3A9            
|(Address of principal executive offices) |  | (Zip Code)         



(403) 630-3830

(Registrants telephone number, including area code)



N/A

(Former name, former address and former fiscal year, if changed since last report)



Securities registered pursuant to Section 12(b) of the Act:

|Title of each class | Name of each exchange on which registered
|------------------- | -----------------------------------------
|N/A                 | N/A                                      



Securities registered pursuant to Section 12(g) of the Act:   Common Stock, $0.001 par value per share



Check whether the issuer is not required to file reports pursuant to Section 13 or Section 15(d) of the Exchange Act. [   ]



Check whether the issuer (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 | No
|--- | --



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



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



State  the   issuers   revenues   for  its  most   recent   fiscal   year:$0



State the aggregate market value of the voting and non-voting common equity held
by non-affiliates  computed by reference to the price at which the common equity
was sold,  or the average bid and asked  price of such  common  equity,  as of a
specified  date within the past 60 days.  (See  definition  of affiliate in Rule
12b-2 of the Exchange Act.):  $618,000 as of January 9, 2008, based on a sales
price of $0.30 per share of the Companys  common stock. The Companys
common stock is presently not quoted on any market or securities  exchange.  The
sales  price to the  public is fixed at $0.30 per share  until  such time as the
shares of our common stock are quoted on the National  Association of Securities
Dealers Over-the-Counter Bulletin Board.

As of January 9,  2008,  we had  10,030,000  shares of common stock issued and
outstanding.



DOCUMENTS INCORPORATED BY REFERENCE

Not Applicable



Transition Small Business Disclosure Format (Check One)



|Yes | No
|--- | --



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TABLE OF CONTENTS

|ITEM 1.     | DESCRIPTION OF BUSINESS                                                                                                                                | 2  
|----------- | ------------------------------------------------------------------------------------------------------------------------------------------------------ | ---
|ITEM 2.     | DESCRIPTION OF PROPERTIES                                                                                                                              | 4  
|ITEM 3.     | LEGAL PROCEEDINGS                                                                                                                                      | 4  
|ITEM 4.     | SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS                                                                                                    | 5  
|ITEM 5.     | MARKET FOR COMMON EQUITY,  RELATED STOCKHOLDER MATTERS AND 
SMALL BUSINESS ISSUER
PURCHASES              OF             EQUITY              SECURITIES | 5  
|ITEM 6.     | MANAGEMENTS DISCUSSION AND ANALYSIS OR PLAN OF OPERATION                                                                                              | 5  
|ITEM 7.     | FINANCIAL STATEMENTS                                                                                                                                   | F-1
|ITEM 8.     | CHANGES IN AND  DISAGREEMENTS  WITH  ACCOUNTANTS  ON  ACCOUNTING  AND  FINANCIAL
DISCLOSURE                                                            | 11 
|ITEM 8A(T). | CONTROLS AND PROCEDURES                                                                                                                                | 11 
|ITEM 8(B).  | OTHER INFORMATION                                                                                                                                      | 11 
|ITEM 9.     | DIRECTORS, EXECUTIVE OFFICERS AND CONTROL PERSONS; SECTION 16(A) COMPLIANCE                                                                            | 11 
|ITEM 10.    | EXECUTIVE COMPENSATION                                                                                                                                 | 14 
|ITEM 11.    | SECURITY  OWNERSHIP  OF CERTAIN  BENEFICIAL  OWNERS AND  MANAGEMENT  AND RELATED
STOCKHOLDER                                                  MATTERS  | 14 
|ITEM 12.    | CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS                                                                                                         | 16 
|ITEM 13.    | EXHIBITS                                                                                                                                               | 17 
|ITEM 14.    | PRINCIPAL ACCOUNTANT FEES AND SERVICES                                                                                                                 | 17 
|SIGNATURES  | 19                                                                                                                                                    



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FORWARD-LOOKING STATEMENTS



Certain statements contained in this Annual Report on Form 10-KSB constitute forward-looking statements. These statements, identified by words such as plan, anticipate, believe, estimate, should, expect and similar expressions include our expectations and objectives regarding our future financial position, operating results and business strategy. These statements reflect the current views of management with respect to future events and are subject to risks, uncertainties and other factors that may cause our actual results, performance or achievements, or industry results, to be materially different from those described in the forward-looking statements. Information concerning the interpretation of drill results and mineral resource estimates also may be deemed to be forward-looking statements, as such
information constitutes a prediction of what mineralization might be found to be present if and when a project is actually developed. You are cautioned that any such forward-looking statements are not guarantees and may involve risks and uncertainties. Our actual results may differ materially from those in the forward-looking statements due to risks facing us or due to actual facts differing from the assumptions underlying our predictions. Some of these risks and assumptions include:



| |  | general economic and business conditions, including changes in interest rates, fluctuations in the prices for base metals, fluctuations in prices for securities in the resource sector, demand for base metals and other economic and business conditions;
| | - | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| |  | natural phenomena or disasters that may affect completion of drill programs, exploration work, completion of feasibility studies or development, if warranted;
| | - | --------------------------------------------------------------------------------------------------------------------------------------------------------------

| |  | actions by government authorities, including changes in government regulation, permitting requirements or environmental legislation;
| | - | ------------------------------------------------------------------------------------------------------------------------------------

| |  | the Companys ability to raise sufficient financing to complete its planned exploration work on its properties and to place its properties into development, if warranted;
| | - | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| |  | future decisions by management in response to changing conditions, and
| | - | ----------------------------------------------------------------------

| |  | misjudgments, inaccurate assumptions or changes in conditions related to forward-looking statements.
| | - | ----------------------------------------------------------------------------------------------------



Certain risks and uncertainties include those set forth under the caption Managements Discussion and Analysis or Plan of Operation and elsewhere in this Form 10-KSB. We advise you to carefully review the reports and documents we file from time to time with the Securities and Exchange Commission (the SEC), particularly our quarterly reports on Form 10-QSB and our current reports on Form 8-K.



We advise you that these cautionary remarks expressly qualify in their entirety all forward-looking statements attributable to us or persons acting on our behalf. The Company assumes no obligation to update its forward-looking statements to reflect actual results, changes in assumptions or changes in other factors affecting such statements. You should not place undue reliance on such forward-looking statements.



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





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ITEM 1.DESCRIPTION OF BUSINESS

Overview

The Company was incorporated in the State of Nevada on October 6, 2005 with the intention of acquiring mineral exploration projects.  Our principal offices are located at 3830 8th Street SW, Calgary, Alberta, Canada T2T 3A9. Our phone number is (403) 630-3830. Our fax number is (403) 229-3160.

Ruby Creek Claim

On February 15, 2006 we entered into a sale and acquisition agreement whereby we acquired a 100% interest in one unpatented mineral claim, representing 378.194 hectares, known as the Ruby Creek Claim. The Ruby Creek Claim is located east of Harrison Lake in the New Westminster Mining District, British Columbia, Canada. We purchased the Ruby Creek Claim from Nicholson and Associates Natural Resources Development Inc. (Nicholson) of Vancouver, British Columbia for $7,500, inclusive of the assessment costs, which sum consisted of geological report costs of $2,000, and a property purchase payment of $5,500.

In order to maintain the Ruby Creek Claim in good standing,  we were required to
make minimal  expenditures on the claim or pay renewal fees to the B.C. Ministry
of Energy and Mines. We maintained the Ruby Creek Claim through July 31, 2007.
On July 31, 2007, we attempted to pay the renewal fees prior to the expiration
on the B.C.  Ministry  of  Energy  and  Mines - Mineral  Titles  Online  system;
however,  due to  technical  problems  the system was not  available  to process
payments.  Section 35(1) of the Mineral  Tenure Act operates such that a mineral
or placer claim forfeits  automatically when exploration and development work or
payment instead of work has not been registered by the end of the expiry date of
the claim. We have been informed that this statutory  provision is not set aside
due to the  unavailability  of  Mineral  Titles  Online  system  and our  claims
expired.



We were unable to reinstate our interests in the Ruby Creek Claim. We currently have no property interests. We are in the process of reviewing other business opportunities, including the acquisition of other exploration properties and business in other industries.

RISK FACTORS AND UNCERTAINTIES

An investment in our common stock involves a high degree of risk. Readers should carefully consider the risks and uncertainties described below before deciding whether to invest in shares of our common stock.

We currently have no business operations or assets. Consequently, our operations are subject to a variety of unknown risks related to acquisitions of assets or an operating business. Our failure to successfully address the risks and uncertainties described below would have a material adverse effect on our business, financial condition and/or results of operations, and the trading price of our common stock may decline and investors may lose all or part of their investment. We cannot assure you that we will successfully address these risks or other unknown risks that may affect our business.

Risks Related to our Financial Condition and Business Model

Since we have not yet selected a target business with which to complete a business or asset acquisition, we are unable to currently ascertain the merits or risks of the business in which we may ultimately operate.

There is no current basis for our stockholders to evaluate the possible merits or risks of the target business or assets which we may ultimately acquire. To the extent we complete an acquisition of a financially unstable company or an entity or assets in its development stage, we may be affected by numerous risks inherent in the business operations of those entities or assets. Although our management will endeavor to evaluate the risks inherent in a target business or assets, we cannot assure you that we will properly ascertain or assess all of the significant risk factors.



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We may issue shares of our capital stock or debt securities to complete an acquisition which would reduce the equity interest of our stockholders and could likely cause a change in control of our ownership.

We may issue a substantial number of additional shares of our common stock to complete a business or asset acquisition. The issuance of additional shares of our common stock:

| |  | may significantly reduce the equity interest of our officers and directors;
| | - | ---------------------------------------------------------------------------

| |  | could likely cause a change in control if a substantial number of our shares of common stock are issued, which may affect, among other things, our ability to use our net operating loss carry forwards, if any, and may also result in the resignation or removal of our present officers and directors; and
| | - | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| |  | may adversely affect prevailing market prices for our common stock.
| | - | -------------------------------------------------------------------

Similarly, if we issue debt securities, it could result in:

| |  | default and foreclosure on our assets if our operating income and other resources after a business combination were insufficient to pay our debt obligations;
| | - | -------------------------------------------------------------------------------------------------------------------------------------------------------------

| |  | acceleration of our obligations to repay the indebtedness even if we have made all principal and interest payments when due if the debt security contains covenants that require the maintenance of certain financial ratios or reserves and any such covenant is breached without a waiver or renegotiation of that covenant;
| | - | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| |  | our immediate payment of all principal and accrued interest, if any, if the debt security is payable on demand; and
| | - | -------------------------------------------------------------------------------------------------------------------

| |  | our inability to obtain additional financing, if necessary, if the debt security contains covenants restricting our ability to obtain additional financing while such security is outstanding.
| | - | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

Because of the significant competition for acquisition opportunities, we may not be able to consummate an attractive acquisition.

We expect to encounter intense competition from other entities having a business objective similar to ours, including leveraged buyout funds, hedge funds and operating businesses competing for acquisitions. Many of these entities are well established and have extensive experience in identifying and effecting acquisition opportunities directly or through affiliates. Many of these competitors possess greater technical, human and other resources than we do.

If we do not obtain additional financing, our business will fail.

As of September 30, 2007, we had cash in the amount of $1,468 and a working capital deficit of $8,392. We currently do not have any operations and we have no revenue from operations. Our business plan calls for expenses in connection with the acquisition of exploration stage mineral properties or another business opportunity. We will require additional financing to provide funds for anticipated operating overhead, professional fees and regulatory filing fees. We will need to obtain additional financing to complete our planned programs and to sustain our business operations. If our acquisition plans are successful, we will require additional funds. We plan to raise additional funds through private placements of our common stock to finance our working capital requirements, however we currently do not have any arrangements for financing and we may not be able to obtain financing when required.
Obtaining additional financing is subject to a number of factors, including the market conditions business opportunities. These factors may make the timing, amount, terms or conditions of additional financing unavailable to us.



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We may be unable to continue as a going concern.

As discussed by the auditors in Note 1 to the financial statements, we have not generated any revenue or profitable operations since inception and will need equity financing to begin realizing upon its business plan. We have a working capital deficit. These factors raise substantial doubt about our ability to continue as a going concern. We are in the process of seeking sufficient financing to implement our business strategy. The financial statements do not include any adjustments that might result from the outcome of this uncertainty. Our independent auditors have stated in their audit report that there is substantial doubt concerning our ability to continue as a going concern.

We have  incurred a net loss of  $100,392  for the period  from  October 6, 2005
(date of inception) to September 30, 2007, and have no revenues from operations.
We  estimate  that  we  will  be  required  to  raise  at  least  $100,000 in the
next three months to satisfy our planned acquisition  activities and for general
working capital requirements for general  administrative and other expenses. Our
future is  dependent  upon our  ability  to  obtain  financing  and upon  future
profitable  operations from our  acquisitions.  These factors raise  substantial
doubt that we will be able to continue as a going concern.

Risks Related to Mineral Exploration Business

We currently have no property interests. We are in the process of reviewing other business opportunities, including the acquisition of other mineral exploration properties. Should we decide to pursue the acquisition of mineral exploration properties we may be affected by numerous risks.

Because of the unique difficulties and uncertainties inherent in the mineral exploration business, we face a high risk of business failure.

Potential investors should be aware of the difficulties normally encountered by new mineral exploration companies and the high rate of failure of such enterprises. The likelihood of success must be considered in light of the problems, expenses, difficulties, complications and delays encountered in connection with the exploration of the mineral properties that we plan to undertake. These potential problems include, but are not limited to, unanticipated problems relating to exploration, and additional costs and expenses that may exceed current estimates. The expenditures to be made by us in the exploration of the mineral claims may not result in the discovery of mineral deposits. Problems such as unusual or unexpected formations and other conditions are involved in mineral exploration and often result in unsuccessful exploration efforts.

Because of the inherent dangers involved in mineral exploration, there is a risk that we may incur liability or damages as we conduct our business.

The search for valuable minerals involves numerous hazards. As a result, we may become subject to liability for such hazards, including pollution, cave-ins and other hazards against which we cannot insure or against which we may elect not to insure. At the present time we have no coverage to insure against these hazards. The payment of such liabilities may have a material adverse effect on our financial position.

ITEM 2.DESCRIPTION OF PROPERTIES

We currently have no properties. We are actively reviewing natural resources properties in Canada, USA, South America and Africa. We are also exploring opportunities in other industries including the technology sector, biotechnology and communications. However, we have no current plans, arrangements or intentions to acquire any specific property or to pursue any potential business opportunity. We have no current plans, arrangements or intentions to enter into a joint venture with any specific party. However, we are always open to speak to third parties to explore business opportunities.



ITEM 3.LEGAL PROCEEDINGS

Neither we nor any of our property are currently subject to any material legal proceedings or other regulatory proceedings.



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

We did not submit any matters to a vote of our shareholders during the year ended September 30, 2007.

ITEM 5.MARKET FOR COMMON EQUITY,  RELATED STOCKHOLDER MATTERS AND SMALL BUSINESS ISSUER PURCHASES OF EQUITY SECURITIES

Our common stock is presently not quoted on any market or securities exchange. The sales price to the public is fixed at $0.30 per share until such time as the shares of our common stock are quoted on the NASD Over-the-Counter Bulletin Board. Although we intend to apply for quotation of our common stock on the NASD Over-the-Counter Bulletin Board, public trading of our common stock may never materialize.

As of January 9, 2008, we had 10,030,000 shares of common stock issued and outstanding,
held       by       38       registered        shareholders.

Dividends

We have not declared or paid any cash dividend on our common stock.

Recent Sales of Unregistered Securities

During the year ended September 30, 2007, we neither offered nor sold the any  securities in unregistered transactions pursuant to exemptions under the Securities Act of 1933, as amended.

Purchases of Equity Securities by the Small Business Issuer and Affiliates

There were no purchases of our equity  securities by us or any of our affiliates
during     the    year    ended     September     30,     2007.

Equity Compensation Plan Information

We do not currently have any securities authorized for issuance under equity compensation plans.

ITEM 6.MANAGEMENTS DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

Selected Financial Data

The selected financial information presented below as of and for the periods indicated is derived from our financial statements contained elsewhere in this report and should be read in conjunction with those financial statements.

|INCOME STATEMENT DATA                                | Year EndedSeptember 30, 2007 | For the period from October 6, 2005
(Date of Inception) to September 30, 2006
|---------------------------------------------------- | ---------------------------- | -----------------------------------------------------------------------------
|                                                     |                              |                                                                              
|Revenue                                              |                              |                                                                              
|Operating Expenses                                   |                              |                                                                              
|Net Income (Loss)                                    |                              |                                                                              
|Income (Loss) per Common share*                      |                              |                                                                              
|Weighted Average Number of Common Shares Outstanding |                              |                                                                              



|* Basic and diluted.
|--------------------





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|BALANCE SHEET DATA             | At September 30
|------------------------------ | ---------------
|                               | 2007           
|                               |                
|Working Capital (Deficiency)   |                
|Total Assets                   |                
|Accumulated Deficits           |                
|Shareholders Equity (Deficit) |                



Historical results of operations for Plaza Resources Inc. may differ materially from future results.

You should read the following discussion and analysis of our financial condition and results of operations together with our financial statements and related notes appearing elsewhere in this report. This discussion and analysis contains forward-looking statements that involve risks, uncertainties and assumptions. Our actual results may differ materially from those anticipated in these forward-looking statements as a result of many factors, including, but not limited to, those set forth under Risk Factors and elsewhere in this report.

This discussion and analysis should be read in conjunction with the accompanying Financial Statements and related notes. The discussion and analysis of the financial condition and results of operations are based upon the financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States. The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires the company to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of any contingent liabilities at the financial statement date and reported amounts of revenue and expenses during the reporting period. On an on-going basis the company reviews its estimates and assumptions. The estimates were based on historical experience and other assumptions that the
company believes to be reasonable under the circumstances. Actual results are likely to differ from those estimates under different assumptions or conditions, but the company does not believe such differences will materially affect our financial position or results of operations. Critical accounting policies, the policies the company believes are most important to the presentation of its financial statements and require the most difficult, subjective and complex judgments, are outlined below in Critical Accounting Policies, and have not changed significantly.

Explanatory Note on Financial Statements

The audited financial statements included in this report have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission.

Plan of Operation

Our current business plan is to acquire exploration stage resource properties or other projects our board of directors may determine are commercially viable. We currently have no property interests.



If we acquire exploration stage properties, we will have to engage qualified geologists to conduct the mineral exploration program under industry standards. We anticipate that they will be responsible for hiring personnel and for all appropriate worker-related costs and will bill us for their services. This work is applicable to assessment requirements for the claims.



We may also explore other business opportunities in other industries, including technology, biotechnology, communications and manufacturing, although we have no current plans to do so.



We are currently evaluating our options for acquiring exploration properties or other commercial opportunities, which will require us to raise additional capital beyond our working capital requirements.We are presently exploring opportunities to raise additional funding in the form of equity or debt. However, we cannot provide investors with any assurance that we will be able to raise sufficient funding from the sale of our common stock to fund properties acquisitions or to pursue new business opportunities. We do not have any arrangements in place for any future equity financing.



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We anticipate that we will incur the following expenses over the next 12 months:



| | (1) | $15,000 in connection with due diligence and examination of new properties and business opportunities depending on our ability to raise additional financing; and
| | --- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------



| | (2) | $60,000 for operating and administrative expenses.
| | --- | --------------------------------------------------



We do not have plans to purchase any significant equipment or change the number of our employees during the next 12 months. We may also pursue business opportunities in other industries or acquire other properties although we have no current plans or arrangements to do so.



Results of Operations for the Year Ended September 30, 2007



We did not earn any revenues from September 30, 2006 to September 30, 2007. We do not anticipate earning revenues until such time as we have entered into commercial production of our mineral properties. We are presently in the exploration stage of our business and we can provide no assurance that we will discover commercially exploitable levels of mineral resources on our properties, or if such resources are discovered, that we will enter into commercial production of our mineral properties.



We  incurred  operating  expenses  in the amount of $57,740  for the period from
September 30, 2006 to September 30, 2007. These operating expenses included: (a)
professional fees in connection with our corporate  organization of $36,006; (b)
mineral  property  costs of $184;  and (c) general and  administrative  costs of
$21,550.



We incurred a loss in the amount of $57,740 for the period  from  September  30,
2006  to  September   30,  2007.   Our  loss  was   attributable   primarily  to
organizational costs, professional fees and administrative expenses.

Liquidity and Capital Resources

There is limited financial information about our company upon which to base an evaluation of our performance. We are an exploration stage company and have not generated any revenues from operations.

Our  continued  existence  and plans for future  growth depend on our ability to
obtain the capital  necessary to operate by the sale of equity  shares.  We will
need to raise additional  capital to fund normal operating costs and acquisition
efforts. We anticipate that we will need to raise $100,000 in the next three
months to fund our capital  requirements  through  September 30, 2008. If we are
not able to generate  sufficient revenues and cash flows or obtain additional or
alternative  funding,  we will be unable to  continue  as a going  concern.  Our
recurring losses and negative cash flow from operations raise  substantial doubt
about our ability to continue as a going concern.

As at September 30, 2007, we had cash of $1,468,  a working  capital  deficit of
$8,392 and an accumulated deficit of $100,392.

We have not declared or paid dividends on our shares since incorporation and do not anticipate doing so in the foreseeable future.



Off-Balance Sheet Arrangements

We had no off-balance sheet transactions.

Critical Accounting Policies

The preparation of financial statements in conformity with generally accepted accounting principles requires our management to make estimates and assumptions that affect the reported amount of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of



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revenues and expenses during the reporting period. Actual results could differ from those estimates. Our management routinely makes judgments and estimates about the effects of matters that are inherently uncertain.

We have identified certain accounting policies, described below, that are most important to the portrayal of our current financial condition and results of operations. Our significant accounting policies are disclosed in Note 2 to the audited financial statements included in this annual report on Form 10-KSB.

Use of Estimates

The preparation of financial statements in conformity with US generally accepted accounting principles requires 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. The Company regularly evaluates estimates and assumptions related to donated services and deferred income tax asset valuation allowances. The Company bases its estimates and assumptions on current facts, historical experience and various other factors that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the accrual of costs and expenses that are not readily apparent from other sources. The
actual results experienced by the Company may differ materially and adversely from the Companys estimates. To the extent there are material differences between the estimates and the actual results, future results of operations will be affected.

Mineral Property Costs

The Company has been in the exploration stage since its inception on October 6, 2005 and has not yet realized any revenues from its planned operations. It is primarily engaged in the acquisition and exploration of mining properties. Mineral property exploration costs are expensed as incurred. Mineral property acquisition costs are capitalized in accordance with EITF 04-2 Whether Mineral Rights Are Tangible or Intangible Assets when management has determined that probable future benefits consisting of a contribution to future cash inflows have been identified and adequate financial resources are available or are expected to be available as required to meet the terms of property acquisition and budgeted exploration and development expenditures. Mineral property acquisition costs are expensed as incurred if the criteria for capitalization are not met. In the event that a mineral
property is acquired through the issuance of the Companys shares, the mineral property will be recorded at the fair value of the respective property or the fair value of common shares, whichever is more readily determinable.

Mineral property exploration costs are expensed as incurred.

When mineral properties are acquired under option agreements with future acquisition payments to be made at the sole discretion of the Company, those future payments, whether in cash or shares, are recorded only when the Company has made or is obliged to make the payment or issue the shares. Because option payments do not meet the definition of tangible property under EITF 04-2, all option payments 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 and pre feasibility, the costs incurred to develop such property are capitalized.

Estimated future removal and site restoration costs, when determinable are provided over the life of proven reserves on a units-of-production basis. Costs, which include production equipment removal and environmental remediation, are estimated each period by management based on current regulations, actual expenses incurred, and technology and industry standards. Any charge is included in exploration expense or the provision for depletion and depreciation during the period and the actual restoration expenditures are charged to the accumulated provision amounts as incurred. As of the date of these financial statements, the Company has incurred only acquisition and exploration costs which have been expensed.  To date the Company has not established any proven or probable reserves on its mineral properties.



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Long-Lived Assets

In accordance with SFAS No. 144, Accounting for the Impairment or Disposal
of Long-Lived Assets,  the Company tests long-lived assets or asset groups
for recoverability  when events or changes in circumstances  indicate that their
carrying  amount may not be  recoverable.  Circumstances  which could  trigger a
review  include,  but are not limited to:  significant  decreases  in the market
price of the asset; significant adverse changes in the business climate or legal
factors;  accumulation of costs significantly in excess of the amount originally
expected for the acquisition or  construction of the asset;  current period cash
flow or  operating  losses  combined  with a history of losses or a forecast  of
continuing losses associated with the use of the asset; and current  expectation
that the  asset  will more  likely  than not be sold or  disposed  significantly
before the end of its estimated useful life.

Recoverability is assessed based on the carrying amount of the asset and its fair value which is generally determined based on the sum of the undiscounted cash flows expected to result from the use and the eventual disposal of the asset, as well as specific appraisal in certain instances. An impairment loss is recognized when the carrying amount is not recoverable and exceeds fair value.

Recent Accounting Pronouncements

In  December   2007,   the  FASB  issued  SFAS  No.  141   (Revised)   Business
Combinations.  SFAS 141 (Revised)  establishes  principles and requirements for
how  the  acquirer  of a  business  recognizes  and  measures  in its  financial
statements the identifiable assets acquired,  the liabilities  assumed,  and any
noncontrolling  interest in the acquiree.  The statement also provides  guidance
for recognizing and measuring the goodwill acquired in the business  combination
and  determines  what  information  to disclose to enable users of the financial
statements  to  evaluate  the  nature  and  financial  effects  of the  business
combination.  The guidance will become  effective for the fiscal year  beginning
after  December 15, 2008.  The  management is in the process of  evaluating  the
impact SFAS 141 (Revised) will have on the Companys  financial  statements upon
adoption.

In December  2007,  the FASB issued SFAS No. 160  Noncontrolling  Interests  in
Consolidated  Financial  Statements-an  amendment  of  ARB  No.  51.  SFAS  160
establishes  accounting and reporting standards for the noncontrolling  interest
in a subsidiary and for the  deconsolidation of a subsidiary.  The guidance will
become  effective for the fiscal year  beginning  after  December 15, 2008.  The
management is in the process of evaluating  the impact SFAS 160 will have on the
Companys financial statements upon adoption.

In February 2007, the Financial Accounting Standards Board (FASB) issued SFAS No. 159, The Fair Value Option for Financial Assets and Financial Liabilities  Including an Amendment of FASB Statement No. 115. This statement permits entities to choose to measure many financial instruments and certain other items at fair value. Most of the provisions of SFAS No. 159 apply only to entities that elect the fair value option. However, the amendment to SFAS No. 115 Accounting for Certain Investments in Debt and Equity Securities applies to all entities with available-for-sale and trading securities. SFAS No. 159 is effective as of the beginning of an entitys first fiscal year that begins after November 15, 2007. Early adoption is permitted as of the beginning of a fiscal year that begins on or before November 15, 2007, provided the entity also elects to apply the
provision of SFAS No. 157, Fair Value Measurements. The adoption of this statement is not expected to have a material effect on the Companys financial statements.

In September 2006, the FASB issued SFAS No. 157, Fair Value Measurements. The objective of SFAS No. 157 is to increase consistency and comparability in fair value measurements and to expand disclosures about fair value measurements. SFAS No. 157 defines fair value, establishes a framework for measuring fair value in generally accepted accounting principles, and expands disclosures about fair value measurements. SFAS No. 157 applies under other accounting pronouncements that require or permit fair value measurements and does not require any new fair value measurements. The provisions of SFAS No. 157 are effective for fair value measurements made in fiscal years beginning after November 15, 2007. The adoption of this statement is not expected to have a material effect on the Companys future reported financial position or results of operations.

In September 2006, the SEC issued Staff Accounting Bulletin (SAB) No. 108, Considering the Effects of Prior Year Misstatements when Quantifying Misstatements in Current Year Financial Statements. SAB No. 108 addresses how the effects of prior year uncorrected misstatements should be considered when quantifying misstatements in current year financial statements. SAB No. 108 requires companies to quantify misstatements using a balance sheet and income statement approach and to evaluate whether either approach results in quantifying an error that is material in light of relevant quantitative and qualitative factors. SAB No. 108 is effective for periods ending after November 15, 2006. The adoption of SAB No. 108 did not have a material effect on the Companys financial statements.

In September 2006, the FASB issued SFAS No. 158, Employers Accounting for Defined Benefit Pension and Other Postretirement Plans  an amendment of FASB Statements No. 87, 88, 106, and 132(R). This statement requires employers to recognize the overfunded or underfunded status of a defined benefit postretirement plan (other than a multiemployer plan) as an asset or liability in its statement of financial position and to recognize changes in that funded status in the year in which the changes occur through comprehensive income of a business entity or changes in unrestricted net assets of a not-for-profit organization. This statement also requires an employer to measure the funded status of a plan as of the date of its year-end statement of financial position, with limited exceptions. The provisions of SFAS No. 158 are effective for employers with publicly traded equity
securities as of



9



---





the end of the fiscal year ending after December 15, 2006. The adoption of this statement did not have a material effect on the Companys financial statements.

In June 2006, the Financial Accounting Standards Board (FASB) issued FASB Interpretation No. 48, Accounting for Uncertainty in Income Taxes, an interpretation of FASB Statements No. 109. FIN 48 clarifies the accounting for uncertainty in income taxes by prescribing a two-step method of first evaluating whether a tax position has met a more likely than not recognition threshold and second, measuring that tax position to determine the amount of benefit to be recognized in the financial statements. FIN 48 provides guidance on the presentation of such positions within a classified statement of financial position as well as on derecognition, interest and penalties, accounting in interim periods, disclosure, and transition. FIN 48 is effective for fiscal years beginning after December 15, 2006. The adoption of this statement did not have a material effect on the Companys
financial statements.

In March 2006, the FASB issued SFAS No. 156, Accounting for Servicing of Financial Assets, an amendment of FASB Statement No. 140, Accounting for Transfers and Servicing of Financial Assets and Extinguishments of Liabilities. This statement requires all separately recognized servicing assets and servicing liabilities be initially measured at fair value, if practicable, and permits for subsequent measurement using either fair value measurement with changes in fair value reflected in earnings or the amortization and impairment requirements of Statement No. 140. The subsequent measurement of separately recognized servicing assets and servicing liabilities at fair value eliminates the necessity for entities that manage the risks inherent in servicing assets and servicing liabilities with derivatives to qualify for hedge accounting treatment and eliminates the characterization of
declines in fair value as impairments or direct write-downs. SFAS No. 156 is effective for an entitys first fiscal year beginning after September 15, 2006. The adoption of this statement did not have a material effect on the Companys financial statements.

In February 2006, the FASB issued SFAS No. 155, Accounting for Certain Hybrid Financial Instruments-an amendment of FASB Statements No. 133 and 140, to simplify and make more consistent the accounting for certain financial instruments. SFAS No. 155 amends SFAS No. 133, Accounting for Derivative Instruments and Hedging Activities, to permit fair value re-measurement for any hybrid financial instrument with an embedded derivative that otherwise would require bifurcation, provided that the whole instrument is accounted for on a fair value basis. SFAS No. 155 amends SFAS No. 140, Accounting for the Impairment or Disposal of Long-Lived Assets, to allow a qualifying special-purpose entity to hold a derivative financial instrument that pertains to a beneficial interest other than another derivative financial instrument. SFAS No. 155 applies to all financial
instruments acquired or issued after the beginning of an entitys first fiscal year that begins after September 15, 2006, with earlier application allowed. The adoption of this statement did not have a material effect on the Companys future reported financial position or results of operations.

Going concern

Our auditors have expressed substantial doubt regarding our ability to continue as a going concern. The accompanying financial statements have been prepared assuming that we will continue as a going concern which contemplates the recoverability of assets and the satisfaction of liabilities in the normal course of business. Our ability to continue as a going concern is dependent upon our ability to raise additional capital from the sale of common stock and, ultimately, the achievement of significant operating revenues. The accompanying financial statements do not include any adjustments that might be required should we be unable to recover the value of our assets or satisfy our liabilities.





10



---



ITEM 7.FINANCIAL STATEMENTS

Plaza Resources Inc.
(An Exploration Stage Company) 
September 30, 2007



| | Index
| | -----



|Report of Independent Registered Public Accounting Firm | F-1
|------------------------------------------------------- | ---



|Balance Sheets | F-2
|-------------- | ---



|Statements of Operations | F-3
|------------------------ | ---



|Statements of Cash Flows | F-4
|------------------------ | ---



|Statement of Stockholders Equity (Deficit) | F-5
|------------------------------------------- | ---



|Notes to the Financial Statements | F-6
|--------------------------------- | ---









---

















Report of Independent Registered Public Accounting Firm



To the Directors and Stockholders

Plaza Resources Inc.

(An Exploration Stage Company)

We have audited the  accompanying  balance  sheets of Plaza  Resources  Inc. (An
Exploration  Stage  Company) as of September 30, 2007 and 2006,  and the related
statements  of  operations,  cash flows and  stockholders  deficit for the year
ended September 30, 2007 and the period from October 6, 2005 (Date of Inception)
to September 30, 2006 and  accumulated for the period from October 6, 2005 (Date
of  Inception)  to  September  30,  2007.  These  financial  statements  are the
responsibility of the Companys management.  Our responsibility is to express an
opinion on these financial statements based on our audits.

We conducted our audits in accordance  with the standards of the Public  Company
Accounting Oversight Board (United States). Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements.  An audit also includes assessing the accounting principles used and
significant  estimates  made by  management,  as well as evaluating  the overall
financial  statement  presentation.   We  believe  that  our  audits  provide  a
reasonable basis for our opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all  material  respects,  the  financial  position of Plaza  Resources  Inc. (An
Exploration  Company) as of  September  30, 2007 and 2006 and the results of its
operations  and its cash flows for the year  ended  September  30,  2007 and the
period  from  October 6, 2005 (Date of  Inception)  to  September  30,  2006 and
accumulated for the period from October 6, 2005 (Date of Inception) to September
30, 2007 in conformity  with  accounting  principles  generally  accepted in the
United States.

The accompanying  financial  statements have been prepared  assuming the Company
will  continue  as a going  concern.  As  discussed  in Note 1 to the  financial
statements,  the  Company  has a working  capital  deficiency  and has  incurred
operating losses since inception.  These factors raise  substantial  doubt about
the  Companys  ability to continue as a going  concern.  Managements  plans in
regard to these matters are also  discussed in Note 1. The financial  statements
do not  include  any  adjustments  that might  result  from the  outcome of this
uncertainty.





/s/ Manning Elliott LLP
CHARTERED ACCOUNTANTS

Vancouver, Canada

December 21, 2007





F-1

---









Plaza Resources Inc.

(An Exploration Stage Company)

Balance Sheets

(Expressed in US dollars)





|                                                                         | September 30
2007
$ | September 30
2006
$
|------------------------------------------------------------------------ | ------------------- | -------------------
|                                                                         |                    
|ASSETS                                                                   |                     |                    
|Current Assets                                                           |                    
|Cash                                                                     |                     | 1,468              
|Prepaid expenses                                                         |                     | 1,125              
|Due from related party (Note 3 (b))                                      |                     | 12                 
|                                                                        
|Total Assets                                                             |                     | 2,605              
|                                                                        
|LIABILITIES AND STOCKHOLDERS (DEFICIT) EQUITY                           |                    
|Current Liabilities                                                      |                    
|Accounts payable                                                         |                     | 8,497              
|Accrued liabilities (Note 5)                                             |                     | 2,500              
|                                                                        
|Total Liabilities                                                        |                     | 10,997             
|                                                                        
|Contingencies (Note 1)                                                   |                    
|Stockholders (Deficit) Equity                                           |                    
|Common Stock (Note 6) 7, 100,000,000 shares authorized, $0.001 par value |                    
|10,030,000 shares issued and outstanding                                 |                     | 10,030             
|Additional Paid-in Capital                                               |                     | 62,470             
|Donated Capital (Note 3(a))                                              |                     | 19,500             
|Deficit Accumulated During the Exploration Stage                         |                     | (100,392           
|                                                                        
|Total Stockholders (Deficit) Equity                                     |                     | (8,392             
|                                                                        
|Total Liabilities and Stockholders (Deficit) Equity                     |                     | 2,605              
|                                                                        





(The Accompanying Notes are an Integral Part of These Financial Statements)





F-2

---







Plaza Resources Inc.

(An Exploration Stage Company)

Statements of Operations

(Expressed in US dollars)



|                                              | Accumulated    
        From        
   October 6, 2005  
 (Date of Inception)
  to September 30,  
        2007        
          $ | For the    
    Year      Ended     
September 30, 
    2007      
      $ | From          
   October 6, 2005    
 (Date of Inception)  
  To September 30,    
        2006          
          $
|--------------------------------------------- | ------------------------------------------------------------------------------------------------------------------------------------ | -------------------------------------------------------------------------- | ----------------------------------------------------------------------------------------------------------------------
|                                              |                                                                                                                                     
|Revenue                                       |                                                                                                                                      |                                                                           |                                                                                                                       
|                                             
|Expenses                                      |                                                                                                                                     
|General and administrative (Note 3)           |                                                                                                                                      | 36,749                                                                     |                                                                                                                       
|Impairment of mineral property costs (Note 4) |                                                                                                                                      | 7,500                                                                      |                                                                                                                       
|Mineral property costs                        |                                                                                                                                      | 184                                                                        |                                                                                                                       
|Professional fees                             |                                                                                                                                      | 55,959                                                                     |                                                                                                                       
|                                             
|Total Expenses                                |                                                                                                                                      | 100,392                                                                    |                                                                                                                       
|                                             
|Net Loss                                      |                                                                                                                                      | (100,392                                                                   | )                                                                                                                     
|                                             
|Net Loss Per Share  Basic and Diluted        |                                                                                                                                      |                                                                           |                                                                                                                       
|                                             
|Weighted Average Shares Outstanding           |                                                                                                                                      |                                                                           |                                                                                                                       
|                                             





(The Accompanying Notes are an Integral Part of These Financial Statements)







F-3

---







Plaza Resources Inc.

(An Exploration Stage Company)

Statements of Cash Flows

(Expressed in US dollars)





|                                                      | Accumulated    
        From        
   October 6, 2005  
 (Date of Inception)
  to September 30,  
        2007        
          $ | For the    
    Year      Ended     
September 30, 
    2007      
      $ | From          
   October 6, 2005    
 (Date of Inception)  
  To September 30,    
        2006          
          $
|----------------------------------------------------- | ------------------------------------------------------------------------------------------------------------------------------------ | -------------------------------------------------------------------------- | ----------------------------------------------------------------------------------------------------------------------
|                                                      |                                                                                                                                     
|Operating Activities                                  |                                                                                                                                      |                                                                            |                                                                                                                       
|Net loss for the period                               |                                                                                                                                      | (100,392                                                                   | )                                                                                                                     
|Adjustments to reconcile net loss to net cash used in |                                                                                                                                     
|operating activities:                                 |                                                                                                                                     
|Donated services and expenses                         |                                                                                                                                      | 19,500                                                                     |                                                                                                                       
|Impairment of mineral property                        |                                                                                                                                      | 7,500                                                                      |                                                                                                                       
|Changes in operating assets and liabilities:          |                                                                                                                                     
|Prepaid expenses                                      |                                                                                                                                      | (1,125                                                                     | )                                                                                                                     
|Accounts payable                                      |                                                                                                                                      | 8,497                                                                      |                                                                                                                       
|Accrued liabilities                                   |                                                                                                                                      | 2,500                                                                      |                                                                                                                       
|Due from related party                                |                                                                                                                                      | (12                                                                        | )                                                                                                                     
|                                                     
|Net Cash Used in Operating Activities                 |                                                                                                                                      | (63,532                                                                    | )                                                                                                                     
|                                                     
|Investing Activities                                  |                                                                                                                                     
|Acquisition of mineral property                       |                                                                                                                                      | (7,500                                                                     | )                                                                                                                     
|                                                     
|Net Cash Used in Investing Activities                 |                                                                                                                                      | (7,500                                                                     | )                                                                                                                     
|                                                     
|Financing Activities                                  |                                                                                                                                     
|Proceeds from issuance of common stock                |                                                                                                                                      | 72,500                                                                     |                                                                                                                       
|                                                     
|Net Cash Provided by Financing Activities             |                                                                                                                                      | 72,500                                                                     |                                                                                                                       
|                                                     
|Increase (Decrease) In Cash                           |                                                                                                                                      | 1,468                                                                      |                                                                                                                       
|Cash - Beginning of Period                            |                                                                                                                                      |                                                                           |                                                                                                                       
|                                                     
|Cash - End of Period                                  |                                                                                                                                      | 1,468                                                                      |                                                                                                                       
|                                                     
|Supplemental Disclosures                              |                                                                                                                                     
|Interest paid                                         |                                                                                                                                      |                                                                           |                                                                                                                       
|Income tax paid                                       |                                                                                                                                      |                                                                           |                                                                                                                       
|                                                     





(The Accompanying Notes are an Integral Part of These Financial Statements)





F-4

---







Plaza Resources Inc.

(An Exploration Stage Company)

Statement of Stockholders Equity

For the Period from October 6, 2005 (Date of Inception) to September 30, 2007

(Expressed in US dollars)





|                                               |            |        |            |            |         | Deficit     |         
|---------------------------------------------- | ---------- | ------ | ---------- | ---------- | ------- | ----------- | --------
|                                               |            |        |            |            |         | Accumulated |         
|                                               |            |        | Additional | Common     |         | During the  |         
|                                               |            |        | Paid-In    | Stock      | Donated | Exploration |         
|                                               | Shares     | Amount | Capital    | Subscribed | Capital | Stage       | Total   
|                                               | #          | $      | $          | $          | $       | $           | $       
|                                               |            |        |            |            |         |             |         
|Balance  October 6, 2005 (Date of Inception)  |           |       |           |           |        |            |        
|                                               |            |        |            |            |         |             |         
|October 6, 2005  for cash at $0.001 per share | 5,000,000  | 5,000  |           |           |        |            | 5,000   
|                                               |            |        |            |            |         |             |         
|May 31, 2006  for cash at $0.012 per share    | 5,000,000  | 5,000  | 55,000     |           |        |            | 60,000  
|                                               |            |        |            |            |         |             |         
|June 8, 2006  for cash at $0.25 per share     | 30,000     | 30     | 7,470      |           |        |            | 7,500   
|                                               |            |        |            |            |         |             |         
|Donated rent and services                      |           |       |           |           | 12,000  |            | 12,000  
|                                               |            |        |            |            |         |             |         
|Net loss                                       |           |       |           |           |        | (42,652)    | (42,652)
|                                               |            |        |            |            |         |             |         
|Balance  September 30, 2006                   | 10,030,000 | 10,030 | 62,470     |           | 12,000  | (42,652)    | 41,848  
|                                               |            |        |            |            |         |             |         
|Donated rent and services                      |           |       |           |           | 7,500   |            | 7,500   
|                                               |            |        |            |            |         |             |         
|Net loss                                       |           |       |           |           |        | (57,740)    | (57,740)
|                                               |            |        |            |            |         |             |         
|Balance  September 30, 2007                   | 10,030,000 | 10,030 | 62,470     |           | 19,500  | (100,392)   | (8,392) 





(The Accompanying Notes are an Integral Part of These Financial Statements)





F-5

---







Plaza Resources Inc. 
(An Exploration Stage Company) 
Notes to the Financial Statements 
(Expressed in U.S. dollars)

|1. |  | Exploration
Stage Company
|-- |  | -------------------------

| | The
Company was incorporated in the State of Nevada on October 6, 2005. The Company is an
Exploration Stage Company, as defined by Statement of Financial Accounting Standard (SFAS)
No.7 Accounting and Reporting for Development Stage Enterprises. The
Companys principal business is the acquisition and exploration of mineral
resources (see Note 4). The Company has not presently determined whether its properties contain
mineral reserves that are economically recoverable.
| | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | These
financial statements have been prepared on a going concern basis, which implies the
Company will continue to realize its assets and discharge its liabilities in the normal
course of business. The Company has never generated revenues since inception and has
never paid any dividends and is unlikely to pay dividends or generate earnings in the
immediate or foreseeable future. The continuation of the Company as a going concern is
dependent upon the continued financial support from its shareholders, the ability of the
Company to obtain necessary equity financing to continue operations, and the attainment
of profitable operations. As at September 30, 2007, the Company has a working capital
deficit of $8,392 and has accumulated losses of $100,392 since inception. These factors
raise substantial doubt regarding the Companys ability to continue as a going
concern. These financial statements do not include any adjustments to the recoverability
and classification of recorded asset amounts and classification of liabilities that might
be necessary should the Company be unable to continue as a going concern.
| | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | On
March 12, 2007, the Company filed an amended SB-2 Registration Statement with the United
States Securities and Exchange Commission to register 4,040,000 shares of common stock
for sale by the existing shareholders of the Company at $0.30 per share.
The Company will not receive any proceeds from the sale of common stock by the existing
shareholders.
| | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|2. |  | Summary
of Significant Accounting Policies
|-- |  | ------------------------------------------

| | a) |  | Basis
of Presentation
| | -- |  | ---------------------

| | These
financial statements and related notes are presented in accordance with accounting
principles generally accepted in the United States, and are expressed in US dollars. The
Companys fiscal year-end is September 30.
| | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | b) |  | Use
of Estimates
| | -- |  | ----------------

| | The
preparation of financial statements in conformity with US generally accepted accounting
principles requires 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. The Company regularly evaluates estimates and assumptions
related to donated services and deferred income tax asset valuation allowances. The
Company bases its estimates and assumptions on current facts, historical experience and
various other factors that it believes to be reasonable under the circumstances, the
results of which form the basis for making judgments about the carrying values of assets
and liabilities and the accrual of costs and expenses that are not readily apparent from
other sources. The actual results experienced by the Company may differ materially and
adversely from the Companys estimates. To the extent there are material differences
between the estimates and the actual results, future results of operations will be
affected.
| | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | c) |  | Basic
and Diluted Net Income (Loss) Per Share
| | -- |  | ---------------------------------------------

| | The
Company computes net income (loss) per share in accordance with SFAS No. 128, Earnings
per Share. SFAS No. 128 requires presentation of both basic and diluted
earnings per share (EPS) on the face of the income statement. Basic EPS is computed by
dividing net income (loss) available to common shareholders (numerator) by the weighted
average number of shares outstanding (denominator) during the period. Diluted EPS gives
effect to all dilutive potential common shares outstanding during the period using the
treasury stock method and convertible preferred stock using the if-converted method. In
computing Diluted EPS, the average stock price for the period is used in determining the
number of shares assumed to be purchased from the exercise of stock options or warrants.

Diluted EPS excludes all dilutive potential shares if their effect is anti dilutive.
| | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------





F-6

---



Plaza Resources Inc. 
(An Exploration Stage Company) 
Notes to the Financial Statements 
(Expressed in U.S. dollars)

|2. |  | Summary
of Significant Accounting Policies (continued)
|-- |  | ------------------------------------------------------

| | d) |  | Comprehensive
Loss
| | -- |  | ------------------

| | SFAS
No. 130, Reporting Comprehensive Income, establishes standards for the
reporting and display of comprehensive loss and its components in the financial
statements. As at September 30, 2007 and September 30, 2006, the Company has no items
that represent a comprehensive loss and, therefore, has not included a schedule of
comprehensive loss in the financial statements.
| | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | e) |  | Cash
and Cash Equivalents
| | -- |  | -------------------------

| | The
Company considers all highly liquid instruments with maturity of three months or less at
the time of issuance to be cash equivalents.
| | -----------------------------------------------------------------------------------------------------------------------------------------

| | f) |  | Mineral
Property Costs
| | -- |  | ----------------------

| | The
Company has been in the exploration stage since its inception on October 6, 2005 and has
not yet realized any revenues from its planned operations. It is primarily engaged in the
acquisition and exploration of mining properties. Mineral property exploration costs are
expensed as incurred. Mineral property acquisition costs are capitalized in accordance
with EITF 04-2 Whether Mineral Rights Are Tangible or Intangible Assets when
management has determined that probable future benefits consisting of a contribution to
future cash inflows have been identified and adequate financial resources are available
or are expected to be available as required to meet the terms of property acquisition and
budgeted exploration and development expenditures. Mineral property acquisition costs are
expensed as incurred if the criteria for capitalization are not met. In the event that a
mineral property is acquired through the issuance of the Companys shares, the
mineral property will be recorded at the fair value of the respective property or the
fair value of common shares, whichever is more readily determinable.
| | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | Mineral
property exploration costs are expensed as incurred.
| | ------------------------------------------------------------

| | When
mineral properties are acquired under option agreements with future acquisition payments
to be made at the sole discretion of the Company, those future payments, whether in cash
or shares, are recorded only when the Company has made or is obliged to make the payment
or issue the shares. Because option payments do not meet the definition of tangible
property under EITF 04-2, all option payments 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 and pre feasibility, the costs incurred to
develop such property are capitalized.
| | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | Estimated
future removal and site restoration costs, when determinable are provided over the life
of proven reserves on a units-of-production basis. Costs, which include production
equipment removal and environmental remediation, are estimated each period by management
based on current regulations, actual expenses incurred, and technology and industry
standards. Any charge is included in exploration expense or the provision for depletion
and depreciation during the period and the actual restoration expenditures are charged to
the accumulated provision amounts as incurred.
| | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | As
of the date of these financial statements, the Company has incurred only acquisition and
exploration costs which have been expensed.
| | ---------------------------------------------------------------------------------------------------------------------------------------

| | To
date the Company has not established any proven or probable reserves on its mineral
properties.
| | --------------------------------------------------------------------------------------------------

| | g) |  | Long-Lived
Assets
| | -- |  | -----------------

| | In
accordance with SFAS No. 144, Accounting for the Impairment or Disposal of
Long-Lived Assets, the Company tests long-lived assets or asset groups for
recoverability when events or changes in circumstances indicate that their carrying
amount may not be recoverable. Circumstances which could trigger a review include, but
are not limited to: significant decreases in the market price of the asset; significant
adverse changes in the business climate or legal factors; accumulation of costs
significantly in excess of the amount originally expected for the acquisition or
construction of the asset; current period cash flow or operating losses combined with a
history of losses or a forecast of continuing losses associated with the use of the
asset;
and current expectation that the asset will more likely than not be sold or disposed
significantly before the end of its estimated useful life.
| | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



F-7

---



Plaza Resources Inc. 
(An Exploration Stage Company) 
Notes to the Financial Statements 
(Expressed in U.S. dollars)

|2. |  | Summary
of Significant Accounting Policies (continued)
|-- |  | ------------------------------------------------------

| | g) |  | Long-Lived
Assets (continued)
| | -- |  | -----------------------------

| | Recoverability
is assessed based on the carrying amount of the asset and its fair value which is
generally determined based on the sum of the undiscounted cash flows expected to result
from the use and the eventual disposal of the asset, as well as specific appraisal in
certain instances. An impairment loss is recognized when the carrying amount is not
recoverable and exceeds fair value.
| | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | h) |  | Financial
Instruments
| | -- |  | ---------------------

| | The
fair value of financial instruments, which include cash, due from a related party,
accounts payable and accrued liabilities were estimated to approximate their carrying
values due to the immediate or short-term maturity of these financial instruments.
Foreign currency transactions are primarily undertaken in Canadian dollars. The financial
risk is the risk to the Companys operations that arise from fluctuations in foreign
exchange rates and the degree of volatility of these rates. Currently, the Company does
not use derivative instruments to reduce its exposure to foreign currency risk.
| | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | i) |  | Income
Taxes
| | -- |  | ------------

| | Potential
benefits of income tax losses are not recognized in the accounts until realization is
more likely than not. The Company has adopted SFAS No. 109 Accounting for Income
Taxes as of its inception. Pursuant to SFAS No. 109 the Company is required to
compute tax asset benefits for net operating losses carried forward. Potential benefit of
net operating losses have not been recognized in these financial statements because the
Company cannot be assured it is more likely than not it will utilize the net operating
losses carried forward in future years.
| | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | j) |  | Foreign
Currency Translation
| | -- |  | ----------------------------

| | The
Companys functional and reporting currency is the United States dollar. Monetary
assets and liabilities denominated in foreign currencies are translated in accordance
with SFAS No. 52 Foreign Currency Translation, using the exchange rate
prevailing at the balance sheet date. Gains and losses arising on settlement of foreign
currency denominated transactions or balances are included in the determination of
income. Foreign currency transactions are primarily undertaken in Canadian dollars. The
Company has not, to the date of these financials statements, entered into derivative
instruments to offset the impact of foreign currency fluctuations.
| | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | k) |  | Stock-based
Compensation
| | -- |  | ------------------------

| | The
Company records stock-based compensation in accordance with SFAS No. 123R Share
Based Payments, using the fair value method. The Company had not issued any
stock options and had no unvested share based payments prior to March 1, 2006.
Accordingly, there was no effect on the Companys reported loss from operations,
cash flows or loss per share as a result of adopting SFAS No. 123R.
| | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | l) |  | Recently
Issued Accounting Pronouncements
| | -- |  | -----------------------------------------

| | In
 December 2007, the FASB issued SFAS No. 141 (Revised) Business Combinations.
SFAS 141 (Revised)          establishes principles and requirements for how the acquirer
of a business recognizes and measures in          its financial statements the
identifiable assets acquired, the liabilities assumed, and any          noncontrolling
interest in the acquiree. The statement also provides guidance for recognizing and
         measuring the goodwill acquired in the business combination and determines what
information to disclose          to enable users of the financial statements to evaluate
the nature and financial effects of the business          combination. The guidance will
become effective for the fiscal year beginning after December 15, 2008.          The
management is in the process of evaluating the impact SFAS 141 (Revised) will have on the
Companys          financial statements upon adoption.
| | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | In
 December 2007, the FASB issued SFAS No. 160 Noncontrolling Interests in
Consolidated Financial          Statements-an amendment of ARB No. 51. SFAS 160
establishes accounting and reporting standards for the          noncontrolling interest
in a subsidiary and for the deconsolidation of a subsidiary. The guidance will
         become effective for the fiscal year beginning after December 15, 2008. The
management is in the process          of evaluating the impact SFAS 160 will have on the
Companys financial statements upon adoption.
| | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



F-8

---







Plaza Resources Inc. 
(An Exploration Stage Company) 
Notes to the Financial Statements 
(Expressed in U.S. dollars)

|2. |  | Summary
of Significant Accounting Policies (continued)
|-- |  | ------------------------------------------------------

| | l) |  | Recently
Issued Accounting Pronouncements (continued)
| | -- |  | -----------------------------------------------------

| | In
February 2007, the Financial Accounting Standards Board (FASB) issued SFAS No. 159, The
Fair Value Option for Financial Assets and Financial Liabilities  Including an
Amendment of FASB Statement No. 115. This statement permits entities to choose
to measure many financial instruments and certain other items at fair value. Most of the
provisions of SFAS No. 159 apply only to entities that elect the fair value option.
However, the amendment to SFAS No. 115 Accounting for Certain Investments in
Debt and Equity Securities applies to all entities with available-for-sale and
trading securities. SFAS No. 159 is effective as of the beginning of an entitys
first fiscal year that begins after November 15, 2007. Early adoption is permitted as of
the beginning of a fiscal year that begins on or before November 15, 2007, provided the
entity also elects to apply the provision of SFAS No. 157, Fair Value
Measurements. The adoption of this statement is not expected to have a material
effect on the Companys financial statements.
| | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | In
September 2006, the FASB issued SFAS No. 157, Fair Value Measurements.
The objective of SFAS No. 157 is to increase consistency and comparability in fair value
measurements and to expand disclosures about fair value measurements. SFAS No. 157
defines fair value, establishes a framework for measuring fair value in generally
accepted accounting principles, and expands disclosures about fair value measurements.
SFAS No. 157 applies under other accounting pronouncements that require or permit fair
value measurements and does not require any new fair value measurements. The provisions
of SFAS No. 157 are effective for fair value measurements made in fiscal years beginning
after November 15, 2007. The adoption of this statement is not expected to have a
material effect on the Companys future reported financial position or results of
operations.
| | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | m) |  | Recently
Adopted Accounting Pronouncements
| | -- |  | ------------------------------------------

| | In
September 2006, the SEC issued Staff Accounting Bulletin (SAB) No. 108, Considering
the Effects of Prior Year Misstatements when Quantifying Misstatements in Current Year
Financial Statements. SAB No. 108 addresses how the effects of prior year
uncorrected misstatements should be considered when quantifying misstatements in current
year financial statements. SAB No. 108 requires companies to quantify misstatements using
a balance sheet and income statement approach and to evaluate whether either approach
results in quantifying an error that is material in light of relevant quantitative and
qualitative factors. SAB No. 108 is effective for periods ending after November 15, 2006.
The adoption of SAB No. 108 did not have a material effect on the Companys
financial statements.
| | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | In
September 2006, the FASB issued SFAS No. 158, Employers Accounting for
Defined Benefit Pension and Other Postretirement Plans  an amendment of FASB
Statements No. 87, 88, 106, and 132(R). This statement requires employers to
recognize the overfunded or underfunded status of a defined benefit postretirement plan
(other than a multiemployer plan) as an asset or liability in its statement of financial
position and to recognize changes in that funded status in the year in which the changes
occur through comprehensive income of a business entity or changes in unrestricted net
assets of a not-for-profit organization. This statement also requires an employer to
measure the funded status of a plan as of the date of its year-end statement of financial
position, with limited exceptions. The provisions of SFAS No. 158 are effective for
employers with publicly traded equity securities as of the end of the fiscal year ending
after December 15, 2006. The adoption of this statement did not have a material effect on
the Companys financial statements.
| | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | In
June 2006, the Financial Accounting Standards Board (FASB) issued FASB Interpretation No.
48, Accounting for Uncertainty in Income Taxes, an interpretation of FASB
Statements No. 109. FIN 48 clarifies the accounting for uncertainty in income
taxes by prescribing a two-step method of first evaluating whether a tax position has met
a more likely than not recognition threshold and second, measuring that tax position to
determine the amount of benefit to be recognized in the financial statements. FIN 48
provides guidance on the presentation of such positions within a classified statement of
financial position as well as on derecognition, interest and penalties, accounting in
interim periods, disclosure, and transition. FIN 48 is effective for fiscal years
beginning after December 15, 2006. The adoption of this statement did not have a material
effect on the Companys financial statements.
| | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | In
March 2006, the FASB issued SFAS No. 156, Accounting for Servicing of Financial
Assets, an amendment of FASB Statement No. 140, Accounting for Transfers and Servicing of
Financial Assets and Extinguishments of Liabilities. This statement requires
all separately recognized servicing assets and servicing liabilities be initially
measured at fair value, if practicable, and permits for subsequent measurement using
either fair value measurement with changes in fair value reflected in earnings or the
amortization and impairment requirements of Statement No. 140. The subsequent measurement
of separately recognized servicing assets and servicing liabilities at fair value
eliminates the necessity for entities that manage the risks inherent in servicing assets
and servicing liabilities with derivatives to qualify for hedge accounting treatment and
eliminates the characterization of declines in fair value as impairments or direct
write-downs. SFAS No. 156 is effective for an entitys first fiscal year beginning
after September 15, 2006. The adoption of this statement did not have a material effect
on the Companys financial statements.
| | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------





F-9

---







Plaza Resources Inc. 
(An Exploration Stage Company) 
Notes to the Financial Statements 
(Expressed in U.S. dollars)

|2. |  | Summary
of Significant Accounting Principles (continued)
|-- |  | --------------------------------------------------------

| | m) |  | Recently
Adopted Accounting Pronouncements (continued)
| | -- |  | ------------------------------------------------------

| | In
February 2006, the FASB issued SFAS No. 155, Accounting for Certain Hybrid
Financial Instruments-an amendment of FASB Statements No. 133 and 140, to
simplify and make more consistent the accounting for certain financial instruments. SFAS
No. 155 amends SFAS No. 133, Accounting for Derivative Instruments and Hedging
Activities, to permit fair value re-measurement for any hybrid financial
instrument with an embedded derivative that otherwise would require bifurcation, provided
that the whole instrument is accounted for on a fair value basis. SFAS No. 155 amends
SFAS No. 140, Accounting for the Impairment or Disposal of Long-Lived Assets,
to allow a qualifying special-purpose entity to hold a derivative financial instrument
that pertains to a beneficial interest other than another derivative financial
instrument. SFAS No. 155 applies to all financial instruments acquired or issued after
the beginning of an entitys first fiscal year that begins after September 15, 2006,
with earlier application allowed. The adoption of this statement did not have a material
effect on the Companys future reported financial position or results of operations.
| | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|3. |  | Related
Party Transactions
|-- |  | --------------------------

| | a) |  | During
the year ended September 30, 2007, the Company recognized a total of $6,000 (2006 -
$6,000) for donated services at $500 per month and $1,500 (2006 - $6,000) for donated
rent at $500 per month provided by the President of the Company. The Company ceased to
recognize donated rent starting January 1, 2007 and incurred an additional $6,000 of rent
expense for the year ended September 30, 2007.
| | -- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | b) |  | At
September 30, 2007, the Company is owed $12 by a Director of the Company, which is
unsecured, non-interest bearing and has no repayment terms. During
the year ended September 30, 2007, administrative fees and disbursements of
$17,890 was made to a company controlled by a common director.
| | -- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | c) |  | During
the year ended September 30, 2007, administrative fees and disbursements of
$17,890 was made to a company controlled by a common director.
| | -- |  | -------------------------------------------------------------------------------------------------------------------------------------------------

| | d) |  | On
October 6, 2005, the Company issued 2,500,000 shares of common stock to the President of
the Company and 2,500,000 shares of common stock to a Director of the Company in
consideration for cash proceeds of $5,000.
| | -- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|4. |  | Mineral
Properties
|-- |  | ------------------

| | On
February 15, 2006, the Company acquired a 100% interest in a mineral claim located in
Harrison Lake, British Columbia, Canada, in consideration for $7,500, subject to a 2.5%
Net Smelter Royalty and a 7.5% Gross Rock Royalty. The Net Smelter Royalty can be reduced
by 1.5% for $1,000,000 within 12 months from commencement of commercial production.
Advance royalties of $25,000 shall be paid annually commencing 36 months from the date of
the agreement. The cost of the mineral property of $7,500 was initially capitalized.
During the year ended September 30, 2006, the Company recognized an impairment loss of
$7,500, as it has not yet been determined whether there are proven or probable reserves
on the property. On August 31, 2007, the Company allowed its interest in the mineral
claim to lapse.
| | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|5. |  | Accrued
Liabilities
|-- |  | -------------------

| | Included
in accrued liabilities is $2,500 of accrued office rent for the year ended September 30,
2007.
| | -------------------------------------------------------------------------------------------------------

|6. |  | Common
Stock
|-- |  | ------------

| | a) |  | On
October 6, 2005, the Company issued 2,500,000 shares of common stock at $0.001 per share
to the President of the Company and 2,500,000 shares of common stock at $0.001 per share
to a Director of the Company for cash proceeds of $5,000.
| | -- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | b) |  | On
May 31, 2006, the Company issued 5,000,000 shares of common stock at $0.012 per share for
cash proceeds of $60,000.
| | -- |  | ----------------------------------------------------------------------------------------------------------------------

| | c) |  | On
June 8, 2006, the Company issued 30,000 shares of common stock at $0.25 per share for
cash proceeds of $7,500.
| | -- |  | -----------------------------------------------------------------------------------------------------------------



F-10

---







Plaza Resources Inc. 
(An Exploration Stage Company) 
Notes to the Financial Statements 
(Expressed in U.S. dollars)

|7. |  | Income
Taxes
|-- |  | ------------

| | The Company has incurred total net operating  losses of $73,400 since inception,
which expire in 2026 to 2027.
| | --------------------------------------------------------------------------------------------------------------

| | The income tax benefit  differs from the amount  computed by applying the federal income tax rate of 35% to net loss before income
     taxes for the period ended September 30, 2007 as a result of the following:
| | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|                                                  | 2007
$ | 2006
$ 
|------------------------------------------------- | ------ | -------
|Income tax benefit computed at the statutory rate |        | 20,210 
|Permanent differences                             |        | (2,605 
|Mineral Property                                  |        |       
|Change in valuation allowance                     |        | (17,605
|                                                 
|Provision for income taxes                        |        |       
|                                                 

| | Significant
 components of the Companys  deferred tax assets and  liabilities as at September 30,
2007,  after  applying  enacted      corporate income tax rates, are as follows:
| | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|                                   | 2007
$ | 2006
$ 
|---------------------------------- | ------ | -------
|Deferred income tax assets         |        |        
|Net operating loss carried forward |        | 25,690 
|Valuation allowance                |        | (25,690
|                                  
|Net deferred income tax asset      |        |       
|                                  

|8. |  | Subsequent
Events
|-- |  | -----------------

| | Subsequent
 to year end,  the Company  received  proceeds of $8,585 from the  officers  and
 directors  of the  Company,  which is      unsecured, non-interest bearing and due on
demand.
| | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------







F-11

---

ITEM 8.CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

Not applicable.

ITEM 8A(T).CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls And Procedures

We maintain disclosure controls and procedures designed to ensure that information required to be disclosed in reports filed under the Securities Exchange Act of 1934, as amended, is recorded, processed, summarized and reported within the specified time periods. As of the end of the period covered by this report, our principal executive officer and principal financial officer evaluated the effectiveness of our disclosure controls and procedures. Based on the evaluation, which disclosed no significant deficiencies or material weaknesses, our principal executive officer and principal financial officer concluded that our disclosure controls and procedures are effective and that our disclosure controls and procedures were adequately designed and are effective to ensure that information required to be disclosed by us in the reports we file or submit under the Exchange Act is recorded, processed,
summarized and reported within the time periods specified in applicable rules and forms. In addition, our principal executive officer and principal financial officer have determined that the disclosure controls and procedures are effective to ensure that information required to be disclosed in the reports that are filed under the Exchange Act are accumulated and communicated to management, including our principal executive officer and principal financial officer, to allow timely decisions regarding required disclosure.

Changes In Internal Controls Over Financial Reporting

There were no changes in our internal control over financial reporting (as defined in Rule 13(a)-15(f) or 15(d)-15(f)) that occurred during the companys most recent fiscal quarter and the period covered by this annual report that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

ITEM 8B.OTHER INFORMATION

Not applicable.



ITEM 9.DIRECTORS, EXECUTIVE OFFICERS AND CONTROL PERSONS; SECTION 16(a) COMPLIANCE

The following table sets forth certain  information  with respect to our current
directors,  executive  officers and key  employees.  The term for each  director
expires at our next annual  meeting or until his or her  successor is appointed.
The ages of the directors,  executive officers and key employees are shown as of
September   30,  2007.

|Name              | Current Office                    | Principal Occupation                     | Director/Officer Since | Age
|----------------- | --------------------------------- | ---------------------------------------- | ---------------------- | ---
|James McPherson   | President                         | Principal of Caledonia Environmental     | October 6, 2005        | 44 
|Gavin Roy         | Secretary, Treasurer and Director | Principal of Magellan Management Company | October 6, 2005        | 42 
|Donald C. Cameron | Director                          | President of Campton Exploration         | October 6, 2005        | 51 







11

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The following is a description of the business background of the directors and executive officers of Plaza Resources Inc.

James MacPherson

James MacPherson has been our president since our inception on October 6, 2005. Mr. MacPherson is a Professional Engineer with a degree from the University of Montana. Since 1994, he has worked primarily in the oil and gas industry. Mr. MacPherson became a manager of WasteCo Environmental Services Ltd. in February 1999, which provides waste management services to the oil and gas industry. In September, 2002, he left WasteCo Environmental and formed his own company, Caledonia Environmental, which has been involved in the design and development of large oil sands projects in north-eastern Alberta, Canada. Mr. MacPherson is also involved in several oil and gas exploration partnerships in the western sedimentary basin. Since joining us, Mr. MacPherson has devoted 2 to 4 hours per week dealing with our affairs.

Gavin Roy

Mr. Roy  has  extensive  experience  in the  financial  services  business.
Mr. Roy  is currently  the  principal  of Magellan  Management  Company,  a
venture capital firm in Vancouver,  British Columbia.  Prior to forming Magellan
Management in 2005,  Mr. Roys  principal  occupation  during the past
five years has been as an investment advisor with Canaccord Capital Corporation,
Octagon Capital Corporation, and Global Securities Corporation. Mr. Roy has
been a registrant in Canada with the British Columbia, Alberta, Saskatchewan and
Ontario securities commissions.  Mr. Roy is also a director of Chilco River
Holdings, Inc. and a Vice President of Black Tusk Minerals Inc.

Donald C. Cameron

Donald C Cameron  has been a director  since our  inception  on October 6, 2005.
Mr. Cameron  holds a  bachelors  of arts  degree  from  Queens  University.
Mr. Cameron  spent 14  years  of his  career  with  Loblaws,  Canadas
largest food distributor,  as director of operations before joining Sobeys Inc.,
another  leading  Canadian  food  distributor,   as  senior  vice  president  of
development in April, 2000.  Mr. Cameron  was in the employ of Sobeys Inc.,
until  December,  2002.  In August  of 2003,  Mr. Cameron  joined  Yangarra
Resources Ltd., a junior oil and gas exploration  company,  as vice president of
business  development.  In April,  2005, he spent six months as chief  executive
officer of Sky  Petroleum  which is involved in offshore oil and gas drilling in
the United  Arab  Emirates.  Since joining us,  Mr. Cameron  has devoted 2 hours per
week dealing with our affairs.

Significant Employees

There are no significant employees other than James McPherson, Gavin Roy and Donald C. Cameron.

Family Relationships

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

Committees of the Board of Directors

We have no Audit, Compensation, Corporate Governance or Nominating Committee due to our small size.

Our board of directors is responsible for developing our approach to corporate governance issues.

Corporate Cease Trade Orders and Bankruptcies

Except as disclosed in this report, none of our directors or officers is, or has been within the ten years before the date of this report, a director or officer of any other company that, while such person was acting in that capacity, was the subject of a cease trade or similar order, or an order that denied the company access to any



12

---





statutory exemptions under applicable securities legislation, for a period of more than 30 consecutive days, or was declared bankrupt, made a proposal under any legislation relating to bankruptcy or insolvency or was subject to or instituted any proceedings, arrangements or compromise with creditors or had a receiver, receiver manager or trustee appointed to hold the assets of that company.

Penalties and Sanctions

None of our directors or officers has been subject to any penalties or sanctions imposed by a court relating to any securities legislation or by any securities regulatory authority or has entered into a settlement agreement with any securities regulatory authority or been subject to any other penalties or sanctions imposed by a court or regulatory body that would likely be considered important to a reasonable investor in making an investment decision.

Personal Bankruptcies

None of our directors or officers has, within the ten years before the date of this report, become bankrupt, made a proposal under any legislation relating to bankruptcy or insolvency or was subject to or instituted any proceedings, arrangements or compromises with creditors, or had a receiver, receiver manager or trustee appointed to hold the assets of the director or officer.

Conflicts of Interest

To our knowledge, and other than as disclosed in this report, there are no known existing or potential conflicts of interest among us, our promoters, directors and officers, or other members of management, or of any proposed director, officer or other member of management as a result of their outside business interests except that certain of the directors and officers serve as directors and officers of other companies, and therefore it is possible that a conflict may arise between their duties to us and their duties as a director or officer of such other companies.

Section 16(a) Beneficial Ownership Reporting Compliance

Section 16(a) of the Securities and Exchange Act of 1934 requires any person who is our director or executive officer or who beneficially holds more than 10% of any class of our securities which have been registered with the Securities and Exchange Commission, to file reports of initial ownership and changes in ownership with the Securities and Exchange Commission. These persons are also required under the regulations of the Securities and Exchange Commission to furnish us with copies of all Section 16(a) reports they file.



To our knowledge, based solely on our review of the copies of the Section 16(a) reports furnished to us, all Section 16(a) filing requirements applicable to our directors, executive officers and holders of more than 10% of any class of our registered securities were timely complied with during the year ended September 30, 2007, except:



|Name                 | Reporting Person               | Form 3/# of transactions | Form 4/# of transactions | Form5/# of transactions
|-------------------- | ------------------------------ | ------------------------ | ------------------------ | -----------------------
|James MacPherson     | President                      | -                        | -                        | Late/1                 
|Gavin Roy            | Director; Secretary; Treasurer | -                        | -                        | Late/1                 
|Donald C. Cameron    | Director                       | -                        | -                        | Late/1                 
|Dorothy Cameron      | 10% Shareholder                | -                        | -                        | Late/1                 
|Michelle MacPherson  | 10% Shareholder                | -                        | -                        | Late/1                 
|Stewart MacPherson   | 10% Shareholder                | -                        | -                        | Late/1                 
|Christine MacPherson | 10% Shareholder                | -                        | -                        | Late/1                 





13

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ITEM 10.EXECUTIVE COMPENSATION

Summary Compensation Table

A summary of cash and other compensation paid to our President and other executives for the year ending September 30, 2007 and from October 6, 2005 (date of inception) to September 30, 2006 is as follows:



|Name
and
Principal Position              | Year Ending Sept. 30 | Salary
($) | Bonus
($) | Stock Awards
($) | Option
Awards
($) | Non-Equity Incentive Plan Compensation($) | Nonqualified Deferred Compensation Earnings($) | All other Comp. | Total
|---------------------------------------- | -------------------- | ---------- | --------- | ---------------- | ----------------- | ----------------------------------------- | ---------------------------------------------- | --------------- | -----
|(a)                                      | (b)                  | (c)        | (d)       | (e)              | (f)               | (g)                                       | (h)                                            | (i)             | (j)  
|James MacPherson
President               | 2007
2006            | -
-        | -
-       | -
-              | -
-               | -
-                                       | -
-                                            | -
-             | -
-  
|Gavin Roy
Secretary; Treasurer; Director | 2007
2006            | -
-        | -
-       | -
-              | -
-               | -
-                                       | -
-                                            | -
-             | -
-  
|Donald C. Cameron
Director               | 2007
2006            | -
-        | -
-       | -
-              | -
-               | -
-                                       | -
-                                            | -
-             | -
-  



Director Compensation

We do not pay to our directors or officers any salary or consulting fee. We anticipate that compensation may be paid to an officer in the event that we decide to proceed with additional exploration programs beyond the initial stage two-phase program.



We do not pay to our directors any compensation for serving on our board of directors.



Employment Contracts and Termination of Employment and Change-In-Control Arrangements

None

Additional Information with Respect to Compensation Committee Interlocks and Insider Participation in Compensation Decisions

None.

ITEM 11.SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

The following  tables set forth  information  as of January 9, 2008 regarding
the ownership of our common stock by:

| |  | each person who is known by us to own more than 5% of our shares of common stock; and
| | - | -------------------------------------------------------------------------------------

| |  | each named executive officer, each director and all of our directors and executive officers as a group.
| | - | -------------------------------------------------------------------------------------------------------

The  number  of  shares   beneficially   owned  and  the  percentage  of  shares
beneficially owned are based on 10,030,000 shares of common stock outstanding as
of January 9, 2008.





14

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Beneficial  ownership is determined in accordance with the rules and regulations
of the  Securities and Exchange  Commission.  Shares subject to options that are
exercisable  within  60 days  following  January 9,  2008  are  deemed  to be
outstanding and beneficially  owned by the optionee for the purpose of computing
share  and  percentage  ownership  of that  optionee  but are not  deemed  to be
outstanding  for the purpose of computing the percentage  ownership of any other
person.  Except as indicated in the footnotes to this table,  and as affected by
applicable  community  property  laws,  all persons  listed have sole voting and
investment power for all shares shown as beneficially owned by them.

Officers,     Directors    and    Principal    Stockholders

|Name and Address of Beneficial Owner          |         |                                                     
|--------------------------------------------- | ------- | ----------------------------------------------------
|                                             
|Name/Position                                 | Address | Number  ofShares(1)                                 
|Officers and Directors                        |         |                                                     
|                                             
|James MacPherson                              |         | 18 Aspen Ridge Cresent S.W.                         
|President                                     |         | Calgary, Alberta T3H 5J8                            
|                                             
|Donald C Cameron                              |         | 3830 8 Street S.W.                                  
|Director                                      |         | Calgary, Alberta  T2T 3A9                           
|                                             
|Gavin Roy                                     |         | 7425 Arbutus Street                                 
|Secretary, Treasurer and Director             |         | Vancouver, B.C. V6P 5T2                             
|                                             
|5% Shareholders                               |         |                                                     
|                                             
|Dorothy Cameron                               |         | 3830 8 Street S.W.
Calgary, Alberta  T2T 3A9        
|                                             
|Michelle MacPherson                           |         | 18 Aspen Ridge Cresent S.W.
Calgary, Alberta T3H 5J8
|                                             
|Stewart MacPherson                            |         | 105 Royal Oak Court N.W.
Calgary, Alberta  T3G 5V4  
|                                             
|Christine MacPherson                          |         | 105 Royal Oak Court N.W.
Calgary, Alberta  T3G 5V4  
|                                             
|Officers and Directors as a Group (3 persons) |         |                                                     
|                                             



| | (1) |  | Beneficial ownership is determined in accordance with the rules of the SEC and includes voting and investment power with respect to shares. Unless otherwise indicated, the persons named in this table have sole voting and sole investment control with respect to all shares beneficially owned.
| | --- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | (2) |  | Includes  990,000  common shares held directly by James  MacPherson  and 990,000
common  shares held  directly by Michelle  MacPherson,  James  MacPhersons
spouse.  James and Michelle  MacPherson  are deemed to have  beneficially  owned
1,980,000 common shares.                             
| | (3) |  | Includes  2,500,000  common shares held  directly by Donald  Cameron and 990,000
common shares held directly by Dorothy Cameron,  Donald  Camerons  spouse.
Donald and Dorothy  MacPherson are deemed to have  beneficially  owned 3,490,000
common shares.                                       
| | (4) |  | Includes  990,000 common shares held directly by Stewart  MacPherson and 540,000
common shares held directly by Christine MacPherson,  Stewart  MacPhersons
spouse.  Stewart and Christine  MacPherson are deemed to have beneficially owned
1,530,000 common shares.                             

We have no knowledge of any arrangements, including any pledge by any person of our securities, the operation of which may at a subsequent date result in a change in our control.

We are not, to the best of our knowledge, directly or indirectly owned or controlled by another corporation or foreign government.





15

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Equity Compensation Plan Information

|Category                                                  | Number of securities to be issued upon exercise of outstanding options, warrants and rights
(a) | Weighted-average exercise price of outstanding options, warrants and rights (b) | Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column (a))
(c)
|--------------------------------------------------------- | ----------------------------------------------------------------------------------------------- | ------------------------------------------------------------------------------- | -----------------------------------------------------------------------------------------------------------------------------------------------
|Equity compensation plans approved by security holders    | n/a                                                                                             | n/a                                                                             | n/a                                                                                                                                            
|Equity compensation plans not approved by security holder | n/a                                                                                             | n/a                                                                             | n/a                                                                                                                                            



ITEM 12.CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

|- | any of our directors or officers;                                                                     | 
|- | ----------------------------------------------------------------------------------------------------- | 
|- | any person proposed as a nominee for election as a director;                                          | 
|- | any person who beneficially owns, directly or indirectly, shares carrying more than 10% of the voting | 
|  | rights attached to our outstanding share of common stock;                                             | 
|- | any of our promoters;                                                                                 | 
|- | any relative or spouse of any of the foregoing persons who has the same home address as such person. 
|  |                                                                                                       | 



During the year ended  September  30,  2007,  the Company  recognized a total of
$6,000 (2006 - $6,000) for donated services at $500 per month and $1,500 (2006 -
$6,000) for donated  rent at $500 per month  provided  by the  President  of the
Company.  The Company ceased to recognize  donated rent starting January 1, 2007
and incurred an additional  $6,000 of rent expense for the year ended  September
30, 2007.

At September 30, 2007, the Company is owed $12 by a Director of the Company, which is unsecured, non-interest bearing and has no repayment terms.

During the year ended  September 30, 2007,  administrative fees and disbursements
of $17,890 was made to a company controlled by a common director.

James  MacPherson  has been our  President  since October 6, 2005. On October 6,
2005,  he  acquired   990,000   shares  of  our  common  stock  at  a  price  of
$0.012 per   share.   On May  31,   2006,   Michelle
MacPherson  (James  MacPhersons  spouse)  acquired  990,000  shares of our
common  stock  at a price  of  $0.012 per share.
Together James and Michelle MacPherson beneficially own 19.74%
of our issued common stock as of January 9, 2008.

Donald C. Cameron has been a Director since October 6, 2005. On October 6, 2005,
he acquired 2,500,000 shares of our common stock at a price of $0.001 per share.
On  May  31,  2006,  Dorothy
Cameron (Donald  Camerons  spouse)  acquired  990,000 shares of our common
stock at a price of $0.012  per
share. Together Donald and Dorothy Cameron beneficially own 34.80% of our issued
common stock as of January 9, 2008.





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Gavin Roy has been the  Secretary,  Treasurer  and a Director  since  October 6,
2005. On October 6, 2005, he acquired  2,500,000 shares of our common stock at a
price of $0.001  per share.  Gavin Roy  beneficially  owns  24.93% of our issued
common stock as of January 9, 2008.

Other than the purchase of their common shares, none of James MacPherson, Donald C. Cameron or Gavin Roy has entered into any agreement with us in which any of them is to receive from us or provide to us anything of value.

ITEM 13.EXHIBITS

Exhibits

| | 3.1(1)  |  | Articles of Incorporation                                                                                                                                 
| | ------- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------
| | 3.2(1)  |  | Bylaws                                                                                                                                                    
| | 10.1(1) |  | Property Acquisition Agreement, dated February 15, 2006, between Plaza Resources Inc. and George E. Nicholson                                             
| | 31.1    |  | Certification of Chief Executive Officer pursuant to Rule 13a-14 and Rule 15d-14(a), promulgated under the Securities and Exchange Act of 1934, as amended
| | 31.2    |  | Certification of Chief Financial Officer pursuant to Rule 13a-14 and Rule 15d-14(a), promulgated under the Securities and Exchange Act of 1934, as amended
| | 32.1    |  | Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act                                                                
| | 32.2    |  | Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act                                                                

_________________

| | (1) |  | Previously filed on Form SB-2 dated December 15, 2006
| | --- |  | -----------------------------------------------------



ITEM 14.PRINCIPAL ACCOUNTANT FEES AND SERVICES

Audit Fees



The  aggregate  fees  billed by the  Companys  auditors  for  professional
services  rendered in  connection  with the audit of the  Companys  annual
financial  statements  for the period from  September  30, 2006 to September 30,
2007 and from  October 6, 2005 (date of  inception)  to  September  30, 2006 and
reviews of the consolidated  financial statements included in the Companys
Forms 10-QSB for the periods from  September  30, 2006 to September 30, 2007 and
from October 6, 2005 (date of inception) to September 30, 2006, were $8,000 and
$5,000, respectively.



Audit-Related Fees



The aggregate fees billed by the Companys auditors for any additional fees
for  assurance  and  related  services  that  are  reasonably   related  to  the
performance of the audit or review of the  Companys  financial  statements
and are not reported  under  Audit  Fees  above for the periods from
September  30,  2006 to  September  30,  2007 and from  October 6, 2005 (date of
inception)   to   September   30,   2006,   were   nil and   nil,
respectively.





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Tax Fees



The  aggregate  fees  billed by the  Companys  auditors  for  professional
services for tax compliance,  tax advice,  and tax planning for the periods from
September  30,  2006 to  September  30,  2007 and from  October 6, 2005 (date of
inception)   to   September   30,  2006,   were   nil   and   nil,
respectively.



All Other Fees



The aggregate fees billed by the Companys auditors for all other non-audit
services  rendered  to  the  Company,  such  as  attending  meetings  and  other
miscellaneous  financial consulting,  for the periods from September 30, 2006 to
September 30, 2007 and from October 6, 2005 (date of inception) to September 30,
2006, were $5,705 and nil, respectively.





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SIGNATURES



|Date:  January 14, 2008 | PLAZA     RESOURCES     INC.By:/s/ James MacPhersonJames
MacPhersonPresident(Principal
Executive Officer)
|----------------------- | ---------------------------------------------------------------------------------------------------------



|Date:  January 14, 2008 | By:  /s/ Gavin RoyGavin
RoySecretary              and              Treasurer(Principal Financial and
Accounting Officer)
|----------------------- | ------------------------------------------------------------------------------------------------------------------------
|                        |                                                                                                                         



In accordance with the Securities Exchange Act of 1934, as amended, this annual report has been signed below by the following persons on behalf of the Company and in the capacities and on the dates indicated.



|Date:  January 14, 2008 | /s/ Gavin Roy
Gavin Roy, Secretary, Treasurer and Director
|----------------------- | ----------------------------------------------------------





|Date:  January 14, 2008 | /s/ Donald C. CameronDonald C. Cameron, Director
|----------------------- | ------------------------------------------------







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