U.S.
Securities and Exchange Commission





Washington,
D.C. 20549





Form
10-K





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





For
the fiscal year ended August 31, 2010





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: 001-34976





Gunpowder Gold
Corporation


(fka
Spartan Business Services Corporation)


(Exact
name of registrant as specified in its charter)





Nevada
            
            26-3751595(State
      or other jurisdiction of
            
            (I.R.S.
      Employer Identification No.)incorporation
      or organization)





10th
Floor


3
Hardman Street


Manchester
M3 3HF


United
Kingdom


(Address
of principal executive offices)





Registrant’s
telephone number, including area code: 011-44-161-932-1446





Securities
registered pursuant to Section 12(b) of the Act: None





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





Common Stock, $.001 par
value


Title of
Class





Indicate
by check mark if the registrant is a well-known seasoned issuer, as defined in
Rule 405 of the Securities Act.  Yes  ̈ No x





Indicate
by check mark if the registrant is not required to file reports pursuant to
Section 13 or Section 15(d) of the Act.  Yes x No  ̈




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





Indicate
by check mark whether the registrant has submitted electronically and posted on
its corporate Website, if any, every Interactive Data File required to be
submitted and posted pursuant to Rule 405 of Regulation S-T (§229.405 of this
chapter) during the preceding 12 months (or for such shorter period that the
registrant was required to submit and post such files).  Yes  ̈    No
 ̈





Indicate
by check mark if disclosure of delinquent filers pursuant to Item 405 of
Regulation S-K (229.405 of this chapter) is not contained herein, and will not
be contained, to the best of registrant's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form 10-K
or any amendment to this Form 10-K. x





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





Large
      accelerated filer  ̈
            Accelerated
      filer  ̈Non-accelerated
      filer  ̈
            Smaller
      reporting company x





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





State the
aggregate market value of the voting and non-voting common equity held by
non-affiliates computed by reference to the price at which the common equity was
last sold, or the average bid and asked price of such common equity, as of the
last business day of the registrant’s most recently completed second fiscal
quarter ended February 28,  2010:  $0.





APPLICABLE
ONLY TO REGISTRANTS INVOLVED IN BANKRUPTCY


PROCEEDINGS
DURING THE PRECEDING FIVE YEARS





Indicate
by check mark whether the registrant has filed all documents and reports
required to be filed by Section 12, 13 or 15(d) of the Securities Exchange Act
of 1943 subsequent to the distribution of securities under a plan confirmed by a
court. Yes  ̈
  No  ̈





(APPLICABLE
ONLY TO CORPORATE REGISTRANTS)





Indicate
the number of shares outstanding of each of the registrant's classes of common
stock, as of the last practicable date:  December 10,
2010:  90,000,000 shares of common stock, $.001 par
value.





DOCUMENTS
INCORPORATED BY REFERENCE





List
hereunder the following documents if incorporated by reference and the Part of
the Form 10-K (e.g., Part I, Part II, etc.) into which the document is
incorporated: (1) Any annual report to security holders; (2) Any proxy or
information statement; and (3) Any prospectus filed pursuant to Rule 424(b) or
(c) under the Securities Act of 1933:  None.









Gunpowder
Gold Corporation





TABLE
OF CONTENTS





PART
      IItem
      1
                    Business
                    3Item
      1A
                    Risk
      Factors
                    7Item
      1B
                    Unresolved
      Staff Comments
                    12Item
      2
                    Properties
                    12Item
      3
                    Legal
      Proceedings
                    12Item
      4
                    (Removed
      and Reserved)
                    12PART
      IIItem
      5
                    Market
      for Registrant’s Common Equity, Related Stockholder Matters and Issuer
      Purchases of Equity Securities
                    13Item
      6
                    Selected
      Financial Data
                    14Item
      7
                    Management’s
      Discussion and Analysis of Financial Condition and Results of
      Operations
                    14Item
      7A
                    Quantitative
      and Qualitative Disclosures About Market Risk
                    15Item
      8
                    Financial
      Statements and Supplementary Data
                    16Item
      9
                    Changes
      in and Disagreements with Accountants on Accounting and Financial
      Disclosure
                    27Item
      9A
                    Controls
      and Procedures
                    27Item
      9B
                    Other
      Information
                    29PART
      IIIItem
      10
                    Directors,
      Executive Officers and Corporate Governance
                    29Item
      11
                    Executive
      Compensation
                    30Item
      12
                    Security
      Ownership of Certain Beneficial Owners and Management and Related
      Stockholder Matters
                    31Item
      13
                    Certain
      Relationships and Related Transactions, and Director
      Independence
                    32Item
      14
                    Principal
      Accounting Fees and Services
                    32PART
      IVItem
      15
                    Exhibits,
      Financial Statement Schedules
                    32Signatures
                    33




2




PART
I





Item
1.    Business





Gunpowder
Gold Corporation (the “Company”) (formerly called Spartan Business Services
Corporation) is seeking to become a producer of gold and silver ore, and of
other precious metals.





The
Company presently does not own or operate any mining properties.  The
Company is seeking to acquire undeveloped gold and silver mining properties and
will seek to evaluate such properties upon their acquisition.





We intend
to pursue growth opportunities through organic growth, as well as through an
opportunistic acquisition strategy.


·
              Organic growth. We will
      evaluate opportunities to discover and exploit previously untapped
      reserves
  ·
              Acquisitions, reserve
      transactions and joint ventures. We intend to pursue
      value-enhancing acquisitions, reserve transactions and joint venture
      opportunities.


The
Company was originally incorporated under the laws of the State of Nevada on
November 19, 2008, with the corporate name of Spartan Business Services
Corporation with no specific business purpose.  The Company originally
intended to provide various business services to third parties but did not
conduct any active business until a change in the control of the Company that
occurred on August 10, 2010, when Mr. Neil J. Pestell acquired control through
his acquisition of all of the common stock of the Company formerly owned by Mr.
Reno J. Calabrigo,  Effective August 10, 2010, Mr. Pestell became the
sole director, Chief Executive Officer, President, Treasurer and Secretary of
the Company and Mr. Calabrigo resigned from such
positions.  Thereafter, the Company changed its business purpose to
become a gold and silver mining and exploration company and to pursue the
acquisition of gold and silver claims and properties.  The Company is
evaluating gold and silver mining acquisitions but has not acquired any natural
resources claims or properties.  The Company recently changed its name
to Gunpowder Gold Corporation, and its trading symbol on the over-the-counter
Bulletin Board changed to GUNP.





Market Outlook





Market
indicators have shown increased strength for gold, silver and certain other
metals during recent years.





One
potential cause of constrained supply may be the difficulty in obtaining capital
funding and obtaining mining permits.





Recent
developments related to underground and surface mining are expected to result in
greater regulatory oversight, and may result in more stringent regulations and
perhaps additional legislation. These developments add further uncertainty and
may cause additional constraints. As the economy continues to recover, demand
for gold, silver and certain other metals may rise. Increased demand, coupled
with supply constraints, could result in increased demand.





Potential
legislation, regulation, treaties and accords at the local, state, federal and
international level, and changes in the interpretation or enforcement of
existing laws and regulations, have created uncertainty and could have a
significant impact on demand and our future operational and financial results.
For example, the increased scrutiny of surface mining could make it difficult to
receive permits or could otherwise cause production delays in the
future.




3





Sales and
Marketing





Although
the Company does not presently have any marketing staff, we intend to contract
with third-party producers to mine future owned or leased properties on a rate
per ounce or cost plus basis.  We intend to sell any gold, silver and
other metals produced by our future operations and third-party
producers.  Our future sales and marketing group may include personnel
dedicated to performing sales functions, transportation, distribution, market
research, contract administration, and credit/risk management
activities.




Suppliers




The main
types of goods we expect to purchase or lease are mining equipment and
replacement parts, steel-related (including roof control) products, belting
products, lubricants, vehicles, fuel and tires. We do not believe that we will
become dependent on any individual supplier other than for purchases or lease of
certain mining equipment. The supplier base providing mining materials has been
relatively consistent in recent years. Purchases of certain mining equipment are
concentrated with one principal supplier; however, supplier competition
continues to develop.





Competition





The gold
and silver mining industry is highly competitive.





A number
of factors beyond our control affect the markets for gold, silver and other
metals. Continued demand for any production and the prices obtained by us depend
primarily on the consumption patterns of such industries in the U.S. and
elsewhere around the world; the availability, location, cost of and price of
competing sources. The most important factors on which we will compete are
delivered price (i.e., including transportation costs, which may be paid by our
customers), gold and silver quality characteristics and reliability of
supply.





Asset Retirement
Obligations





Asset
retirement obligations will primarily represent the present value of future
anticipated costs to restore surface land to levels equal to or greater than
pre-mining conditions, as required by the Surface Mining Control and Reclamation
Act (SMCRA).





Remediation
Obligations





Remediation
obligations primarily represent the present value of future anticipated costs
for water treatment of selenium and other similar discharges in excess of
allowable limits, as required by mining permits.





Regulatory
Matters





Federal
and state authorities regulate the mining industry with respect to matters such
as employee health and safety, permitting and licensing requirements, the
protection of the environment, plants and wildlife, the reclamation and
restoration of mining properties after mining has been completed, surface
subsidence from underground mining and the effects of mining on groundwater
quality and availability. We may in the future be required to incur significant
costs to comply with these laws and regulations.





Future
legislation and regulations are expected to become increasingly restrictive, and
there may be more rigorous enforcement of existing and future laws and
regulations. Depending on the development of future laws and regulations, we may
experience substantial increases in equipment and operating costs and may
experience delays, interruptions or termination of operations. Failure to comply
with these laws and regulations may result in the assessment of administrative,
civil and criminal fines or penalties, the acceleration of cleanup and site
restoration costs, the issuance of injunctions to limit or cease operations and
the suspension or revocation of permits and other enforcement measures that
could have the effect of limiting production from our future
operations.


4




Mine Safety and
Health





Our goal
is to achieve excellent mine safety and health performance. We will measure our
progress in this area primarily through the use of accident frequency rates. We
believe that it will be our responsibility to our employees to provide a good
safety and healthy environment. We seek to implement this goal by: training
employees in safe work practices; openly communicating with employees;
establishing, following and improving safety standards; involving employees in
the establishment of safety standards; and recording, reporting and
investigating all accidents, incidents and losses to avoid reoccurrence. We
intend to utilize best practices in emergency preparedness.





The
United States, Canada and other countries in which we may operate have programs
for mine safety and health regulation and enforcement. As a result of
industry-wide fatal accidents in recent years, primarily at underground mines,
several states have adopted new safety and training regulations. In addition,
MSHA has issued numerous new policies and regulations addressing, but not
limited to, the following: emergency notification and response plans, increased
fines for violations and additional training and mine rescue coverage
requirements. Collectively, federal and state safety and health regulation in
the mining industry is perhaps the most comprehensive and pervasive system for
protection of employee health and safety affecting any segment of U.S. industry.
While these changes may have a significant effect on our future operating costs,
our U.S. competitors with underground and surface mines are subject to the same
degree of regulation.





Mining Control
and Reclamation Regulations





The SMCRA
is administered by the Office of Surface Mining Reclamation and Enforcement
(OSM) and establishes mining, environmental protection and reclamation standards
for all aspects of U.S. surface mining as well as many aspects of underground
mining. Mine operators must obtain SMCRA permits and permit renewals for mining
operations from the OSM. Where state regulatory agencies have adopted federal
mining programs under SMCRA, the state becomes the regulatory authority. States
in which we expect to have active future mining operations have achieved primary
control of enforcement through federal authorization.





SMCRA
permit provisions include requirements for prospecting; mine plan development;
topsoil removal, storage and replacement; selective handling of overburden
materials; mine pit backfilling and grading; protection of the hydrologic
balance; subsidence control for underground mines; surface drainage control;
mine drainage and mine discharge control and treatment; and
re-vegetation.





The U.S.
mining permit application process is initiated by collecting baseline data to
adequately characterize the pre-mining environmental condition of the permit
area. We will develop mine and reclamation plans by utilizing this geologic data
and incorporating elements of the environmental data. Our mine and reclamation
plans incorporate the provisions of SMCRA, the state programs and the
complementary environmental programs that impact mining. Also included in the
permit application are documents defining ownership and agreements pertaining to
minerals, oil and gas, water rights, rights of way and surface land, and
documents required of the OSM’s Applicant Violator System, including the mining
and compliance history of officers, directors and principal stockholders of the
applicant.





Once a
permit application is prepared and submitted to the regulatory agency, it goes
through a completeness and technical review. Public notice of the proposed
permit is given for a comment period before a permit can be issued. Some SMCRA
mine permit applications take over a year to prepare, depending on the size and
complexity of the mine, and often take six months to two years to be issued.
Regulatory authorities have considerable discretion in the timing of the permit
issuance and the public has the right to comment on and otherwise engage in the
permitting process, including public hearings and through intervention in the
courts.





SMCRA
requires compliance with many other major environmental programs. These programs
include the Clean Air Act, the Clean Water Act, the Resource Conservation and
Recovery Act (RCRA), the Comprehensive Environmental Response, Compensation and
Liability Act (CERCLA) and employee right-to-know provisions. Besides OSM, other
federal regulatory agencies are involved in monitoring or permitting specific
aspects of mining operations. The Environmental Protection Agency (EPA) is the
lead agency for states with no authorized programs under the Clean Water Act,
RCRA and CERCLA. The U.S. Army Corps of Engineers (ACOE) regulates activities
affecting navigable waters and the U.S. Bureau of Alcohol, Tobacco and Firearms
regulates the use of explosive blasting.


5




Mine Closure
Costs




Various
federal and state laws and regulations, including SMCRA, will require us to
obtain surety bonds or other forms of financial security to secure payment of
certain long-term obligations, including mine closure or reclamation costs,
federal and state workers’ compensation costs and other miscellaneous
obligations. Many of these bonds are renewable on a yearly basis. Surety bond
costs have increased in recent years.





Environmental
Laws





We may
become subject to various federal and state environmental laws and regulations
that will impose significant requirements on our operations. The cost of
complying with current and future environmental laws and regulations and our
liabilities arising from past or future releases of, or exposure to, hazardous
substances, may adversely affect our business, results of operations or
financial condition. In addition, environmental laws and regulations,
particularly relating to air emissions, can reduce our
profitability.





Numerous
federal and state governmental permits and approvals are required for mining
operations. When we apply for these permits or approvals, we may be required to
prepare and present to federal or state authorities data pertaining to the
effect or impact that a proposed exploration for, or production or processing
of, may have on the environment. Compliance with these requirements can be
costly and time-consuming and can delay exploration or production operations. A
failure to obtain or comply with permits could result in significant fines and
penalties and could adversely affect the issuance of other permits for which we
may apply.





Clean Water
Act





The U.S.
Clean Water Act and corresponding state and local laws and regulations affect
mining operations by restricting the discharge of pollutants, including dredged
or fill materials, into waters of the United States. The Clean Water Act
provisions and associated state and federal regulations are complex and subject
to amendments, legal challenges and changes in implementation. As a result of
recent court decisions and regulatory actions, permitting requirements have
increased and could continue to increase the cost and time we expend on
compliance with water pollution regulations.





These and
other regulatory requirements, which have the potential to change due to legal
challenges, Congressional actions and other developments, increase the cost of,
or could even prohibit, certain current or future mining operations. Our
operations may not always be able to remain in full compliance with all Clean
Water Act obligations and permit requirements, and as a result we may be subject
to compliance orders and private party litigation seeking fines or penalties or
changes to our operations.





Clean
Water Act requirements that may affect our operations include the
following:





Section 404




Section
404 of the Clean Water Act requires mining companies to obtain ACOE permits to
place material in streams for the purpose of creating slurry ponds, water
impoundments, refuse areas, valley fills or other mining activities. Our
construction and mining activities, including our surface mining operations,
will frequently require Section 404 permits. ACOE issues two types of permits
pursuant to Section 404 of the Clean Water Act: nationwide (or “general”) and
“individual” permits. Nationwide permits are issued to streamline the permitting
process for dredging and filling activities that have minimal adverse
environmental impacts. An individual permit typically requires a more
comprehensive application process, including public notice and comment, but an
individual permit can be issued for ten years (and may be extended thereafter
upon application).


6




The
issuance of permits to construct valley fills and refuse impoundments under
Section 404 of the Clean Water Act, whether general permits commonly described
as the Nationwide Permit 21 (NWP 21), or individual permits, has been the
subject of many recent court cases and increased regulatory oversight, the
results of which may materially increase our permitting and operating costs,
result in permitting delays, suspend any then current operations or prevent the
opening of new mines.




Item
1A. Risk Factors




General
Risks





Our
auditors have issued a going concern opinion expressing substantial doubt that
we can continue as a going concern.





The
probability of our future prospective mining claims having commercial reserves
is remote, and any funds spent on exploration will probably be lost. In all
probability, our future claims do not contain any commercial reserves, or may
contain reserves which are not economically feasible to recover. As such, any
funds spent on exploration will, in all probability, be lost.





Our
management has no technical training or experience in exploring for gold and
silver resources or starting and operating a mining exploration
program.  Further, our management has no training or experience in
these areas, and as a result, may not be fully aware of many of the specific
requirements related to working the claims within such industry. Our
management's decisions and choices may not take into account the standard
engineering or managerial approaches that mineral exploration companies commonly
use. Consequently our activities, earnings, and ultimate financial success could
suffer irreparable harm due to our management's lack of experience in this
industry. As a result, we may have to suspend or cease activities.





We will
need additional funding to initiate and complete the exploration processes that
may be recommended by engineers.  Even if we raise all of the funds
which we intend to raise in any future offerings, we may not have enough capital
to complete the exploration phases recommended in the geological evaluation
report of our contracted mining engineer with regard to our
claims.  To complete the recommended exploration phases, we may be
required to raise additional capital through securities offerings, debt or
loans, or from our officers or directors.  We cannot guarantee that we
will be able to raise the capital necessary to complete the recommended phases
of exploration of our future properties.  If we are unable to raise
additional capital, and cannot complete the recommended exploration phases, we
will not be able to successfully begin operations and will not be able to
realize any revenue.  As a result, we would be forced to cease all
operations.





The
Company has not commenced any mining exploration or production, thus it has had
no revenues and faces a high degree of risk. We do not own any
currently producing properties, nor own any property that has proven reserves of
commercially viable quantities of valuable metals.  Accordingly, we
have no revenues and we have no way to evaluate the likelihood that our business
will be successful. We have been involved primarily in organizational
activities, due diligence on potential claims, and preparing to engage a
professional engineer to prepare an initial report and evaluation of future
claims.  We have not generated any revenues since our
inception.





You
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 mineral properties. These potential problems include, but are not
limited to, unanticipated problems relating to exploration, and additional costs
and expenses that may exceed current estimates. Prior to completion of our
exploration stages, we anticipate that we will continue to incur increased
operating expenses without realizing any revenues. We therefore expect to incur
significant losses into the foreseeable future. We recognize that if we are
unable to generate significant revenues from the development of our future
mining properties and the production of minerals from our future claims, we will
not be able to earn profits or continue operations. If we are unsuccessful in
addressing these risks, the business of the Company will most likely
fail.


7




We lack
an operating history and have losses which we expect to continue into the
future.We were
incorporated on November 19, 2008, and we have not started our proposed business
activities or realized any revenues. We have no operating history upon which an
evaluation of our future success or failure can be made. Our ability to achieve
and maintain profitability and positive cash flow is dependent upon our ability
to explore our mining claims and our ability to generate revenues from
operations upon our claim. Based upon our current plans, we expect to incur
operating losses in the foreseeable future. This will happen because there will
be expenses associated with the research and exploration of our future mineral
properties when they are acquired, and we may not generate revenues in the
future. Failure to generate revenues may cause us to suspend or cease
activities.





Because
we are small and do not have much capital, we may have to limit our exploration
activity which may result in a loss.  Because we are small and do not
have a large reserve of capital, we may be required to limit our exploration
activity. As such we may not be able to complete an exploration program that is
as thorough as we would like. In that event, an existing reserve may go
undiscovered. Without a reserve or commercial mining operations, we cannot
generate revenues unless we sell our mining claims or other mining
rights.





Because
we will have to spend additional funds to determine if we have commercial
reserves, we will have to raise additional money or risk having to cease our
operations.  Even if we complete an exploration program and we are
successful in identifying a mineral deposit, we will have to spend substantial
funds on further drilling, testing, exploration, and engineering studies before
we will know if we have a commercially viable gold and silver
deposit.  Because our current capitalization is insufficient to
achieve such further drilling, testing, exploration, and engineering studies, it
will be necessary to raise additional funds.  If we are unable to
raise such funds, we would be forced to suspend or cease our
activities.





Because
our officers and directors have other business activities and will only be
devoting a percentage of their time to our operations, our operations may be
sporadic with periodic interruptions or suspensions of exploration.





Risks in the Mining
Industry





Because
of the inherent dangers involved in mineral exploration, there is a risk that we
may incur liability or damages which could hurt our financial position and
possibly result in the failure of our business.  Mineral exploration
and development 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. The payment of such liabilities may have a material, adverse effect on
our financial position, or could cause us to cease operations.





If we
discover commercial reserves of precious metals on our future mineral
properties, we can provide no assurance that we will be able to successfully
advance the future mineral claims into commercial production.  If our
exploration program is successful in establishing the existence of gold and
silver of commercially and economically viable tonnage and grade on any of our
claims, we will require additional funds in order to begin operations of
commercial production. Obtaining additional financing would be subject to a
number of factors, including the market price for the minerals, investor
acceptance of our claims, and general market conditions. These factors may make
the timing, amount, terms or conditions of additional financing unavailable to
us. The most likely source of future funds is through the sale of equity
capital. Any sale of share capital will result in dilution to existing
shareholders. We may be unable to obtain any such funds, or to obtain such funds
on terms that we consider economically feasible.





If access
to our mineral claims is restricted by inclement weather, we may be delayed in
our exploration and any future mining efforts.  It is possible that
snow, rain, or other environmental factors could cause the mining roads
providing access to our future claims to become impassable. If the roads are
impassable, we would be delayed in our exploration timetable and incur
unforeseen expenses.





If we
become subject to burdensome government regulation or other legal uncertainties,
our business will be negatively affected.  There are federal and state
governmental regulations that oversee and materially restrict mineral property
exploration and development. Under United States, Canada and other mining laws,
to engage in certain types of exploration will require work permits, the posting
of bonds, and the performance of remediation work for any physical disturbance
to the land. While such laws will not affect our future exploration plans, if we
begin drilling operations on our properties, we will incur such regulatory
oversight and regulatory compliance costs.


8




In
addition, the legal and regulatory environment that pertains to the exploration
of gold and silver is subject to change. Change in existing regulations and new
regulations could increase our costs of doing business, and prevent us from
beginning or continuing operations.





We are in
a highly competitive industry.  Gold and silver exploration and
development is highly competitive.  The Company faces competition from
multinational, national, and regional companies.  Many of the
Company’s competitors are larger, longer established, and have far greater
financial resources and exploration and operational experience than our Company.
The Company may be unable to compete effectively.





Because
of consumer demand, the demand for any gold and silver that we may recover from
our future claims may be slowed, resulting in reduced revenues to the
Company.  Our success will be dependent on the demand for gold and
silver. If consumer or industrial demand slows our revenues may be significantly
affected. This could limit our ability to generate revenues, and our financial
condition and operating results may be harmed, possibly resulting in loss of
investment.





The
prices of gold and silver metal is volatile, and price changes are beyond our
control.  The price of base metal fluctuates.  The prices of
base metal have been and will continue to be affected by numerous factors beyond
our control.  Factors that affect such metals include the demand from
consumers, economic conditions, over supply from secondary sources, and costs of
production.  Price volatility and downward price pressure, which can
lead to lower prices, could have a material adverse effect on the costs and the
viability of our operations.





The
volatility of gold or silver prices in general may adversely affect our
exploration efforts.  If prices for these metals decline, it may not
be economically feasible for us to continue our exploration of our properties or
to interest a joint venture partner in funding exploration or developing
commercial production at our properties.  We may make substantial
expenditures for exploration or development of the properties, which cannot be
recovered if production becomes uneconomical. Gold and silver prices
historically have fluctuated widely, based on numerous factors including, but
not limited to:


o  industrial
and jewelry demand;


o  market
supply from new production and release of existing bullion stocks;


o  central
bank lending, sales and purchases of gold or silver;


o  forward
sales of gold and silver by producers and speculators;


o  production
and cost levels in major metal-producing regions;


o  rapid
short-term changes in supply and demand because of speculative or hedging
activities; and


o  macroeconomic
factors, including confidence in the global monetary  system;
inflation expectations; interest rates and
global or regional political or economic events.





Gold and
silver exploration and prospecting is highly competitive and speculative
business and we may not be successful in seeking available
opportunities.





The
process of gold and silver exploration and prospecting is a highly competitive
and speculative business. Individuals are not subject to onerous accreditation
and licensing requirements prior to beginning mineral exploration and
prospecting activities, and as such the Company, in seeking available
opportunities, will compete with numerous individuals and companies, including
established, multi-national companies that have substantially more experience
and resources than our Company.  The exact number of active
competitors at any one time is heavily dependent on current economic conditions;
however, statistics provided by the AEBC (The Association for Mineral
Exploration, British Columbia), state that approximately 1,000 mining companies
operate in North America, including gold and silver.





Because
we may not have the financial and managerial resources to compete with other
companies, we may not be successful in our efforts to acquire projects of value,
which, ultimately, become productive. However, while we compete with other
exploration companies for the rights to explore other claims, there is no
competition for the exploration or removal of mineral from our prospective
claims by other companies, as we have no agreements or obligations that limit
our right to explore or remove minerals from our prospective
claims.


9




Compliance
with environmental considerations and permitting could have a material adverse
effect on the costs or the viability of our projects. The historical trend
toward stricter environmental regulation may continue, and, as such, represents
an unknown factor in our planning processes.





All
mining is regulated by the government agencies at the federal, state and county
levels of government in the United States.  Compliance with such
regulation has a material effect on the economics of our operations and the
timing of project development.  Our primary regulatory costs are
expected to be related to filing fees pertaining to the location of unpatented
mining claims which were staked on Federal ground.  In the event
mineralization of commercial interests would be found by the proposed
exploration program, obtaining licenses and permits from government agencies
before the commencement of mining activities would be very expensive and time
consuming. An environmental impact study may be required to be undertaken on our
property in order to obtain governmental approval to commence and conduct mining
on our future properties.





The
possibility of more stringent regulations exists in the areas of worker health
and safety, the dispositions of wastes, the decommissioning and reclamation of
mining and milling sites and other environmental matters, each of which could
have an adverse material effect on the costs or the viability of a particular
project. Compliance with environmental considerations and permitting could have
a material adverse effect on the costs or the viability of our
projects.





We face
substantial governmental regulation.





Safety





If we
commence mining operations in the United States, for example, we will be subject
to inspection and regulation by the Mine Safety and Health Administration of the
United States Department of Labor ("MSHA") under the provisions of the Mine
Safety and Health Act of 1977.  The Occupational Safety and Health
Administration ("OSHA") also has jurisdiction over safety and health standards
not covered by MSHA.





Current Environmental Laws and
Regulations





We must
comply with environmental standards, laws and regulations that may result in
greater or lesser costs and delays depending on the nature of the regulated
activity and how stringently the regulations are implemented by the regulatory
authority. The costs and delays associated with compliance with such laws and
regulations could stop us from proceeding with the exploration of a project or
the operation or future exploration of a mine.  Laws and regulations
involving the protection and remediation of the environment and the governmental
policies for implementation of such laws and regulations are constantly changing
and are generally becoming more restrictive.  We expect to make in the
future significant expenditures to comply with such laws and
regulations.  These requirements include regulations under many state
and U.S. federal laws and regulations, including:





o
 the Comprehensive Environmental Response, Compensation and Liability Act
of 1980 ("CERCLA" or "Superfund") which regulates and establishes liability for
the release of  hazardous substances;


o  the
U.S. Endangered Species Act;


o  the
Clean Water Act;


o  the
Clean Air Act;


o  the
U.S. Resource Conservative and Recovery Act ("RCRA");


o  the
Migratory Bird Treaty Act;


o  the
Safe Drinking Water Act;


o  the
Emergency Planning and Community Right-to-Know Act;


o  the
Federal Land Policy and Management Act;


o  the
National Environmental Policy Act; and


o  the
National Historic Preservation Act.





The
United States Environmental Protection Agency continues the development of a
solid waste regulatory program specific to mining operations such as our
proposed operation, where the mineral extraction and beneficiation wastes are
not regulated as hazardous wastes.


10




Our
future properties may be in a historic mining district with past production and
abandoned mines.  We may be exposed to liability, or assertions of
liability that would require expenditure of legal defense costs under joint and
several liability statutes for cleanups of historical wastes that have not yet
been completed.





Environmental
Regulations





Environmental
laws and regulations may also have an indirect impact on us, such as increased
costs for electricity due to acid rain provisions of the United States Clean Air
Act Amendments of 1990. Charges by refiners to which we may sell any metallic
concentrates and products have substantially increased over the past several
years because of requirements that refiners meet revised environmental quality
standards.  We have no control over the refiner's operations or their
compliance with environmental laws and regulations.





Potential
Legislation





Changes
to the current laws and regulations governing the operations and activities of
mining companies, including changes in permitting, environmental, title, health
and safety, labor and tax laws, are actively considered from time to time. We
cannot predict such changes, and such changes could have a material adverse
impact on our business.  Expenses associated with the compliance with
such new laws or regulations could be material. Further, increased expenses
could prevent or delay exploration projects and could, therefore, affect future
levels of mineral production.





Governmental
Regulation





If we
commence mining operations in the future, we will be subject to inspection and
regulation by:





o 
  Mine Safety and Health Administration of the United States
Department of Labor ("MSHA") under the provisions of the Mine Safety and Health
Act of 1977.


o  
 The Occupational Safety and Health Administration ("OSHA") also has
jurisdiction over safety and health standards  not covered by
MSHA.





Environmental
Liability





We are
subject to potential risks and liabilities associated with pollution of the
environment and the disposal of waste rock and materials that could occur as a
result of our mineral exploration and production.  To the extent that
we are subject to environmental liabilities, the payment of such liabilities or
the costs that we may incur to remedy environmental pollution would reduce funds
otherwise available to us and could have a material adverse effect on our
financial condition or results of operations. If we are unable to fully remedy
an environmental problem, we might be required to suspend operations or enter
into interim compliance measures pending completion of the required remedy. The
potential exposure may be significant and could have a material adverse effect
on us.  We have not purchased insurance for environmental risks
(including potential liability for pollution or other hazards as a result of the
disposal of waste products occurring from exploration and production) because it
is not generally available at a reasonable price.





Environmental
Permits





All of
our exploration activities will be subject to regulation under one or more of
the various State and federal environmental laws and regulations in the U.S. and
in other countries. Many of the regulations require us to obtain permits for our
activities.  We must update and review our permits from time to time,
and are subject to environmental impact analyses and public review processes
prior to approval of the additional activities.  It is possible that
future changes in applicable laws, regulations and permits or changes in their
enforcement or regulatory interpretation could have a significant impact on some
portion of our business, causing those activities to be economically reevaluated
at that time.





Those
risks include, but are not limited to, the risk that regulatory authorities may
increase bonding requirements beyond our financial capabilities.  The
posting of bonding in accordance with regulatory determinations is a condition
to the right to operate under all material operating permits, and therefore
increases in bonding requirements could prevent our operations from continuing
even if we were in full compliance with all substantive environmental
laws.


11




There may
be possible title defects on our future mining claims.





Undetected
title defects could affect our interests in future mining claims acquired and
owned by the Company in the future.  We will investigate title to our
future claims and may not obtain title opinions and title insurance with respect
to such claims. This should not be construed as a guarantee of title and there
is no guarantee that the title to our future properties will not be challenged
or impugned. Any challenge to our title could delay the exploration, financing,
and development of the property and could ultimately result in the loss of some
or all of our interest in our properties.  Our properties may be
subject to prior unregistered agreements or transfers or native land claims and
title may be affected by undetected defects.





We may
not have access to all of the supplies and materials we need to begin
exploration which could cause us to delay or suspend activities.





Competition
and unforeseen limited sources of supplies in the industry could result in
occasional spot shortages of supplies, such as dynamite, and certain equipment
such as bulldozers and excavators that we might need to conduct exploration. We
have not attempted to locate or negotiate with any suppliers of products,
equipment or materials. We will attempt to locate products, equipment and
materials when financing becomes available. If we cannot find the products and
equipment we need, we will have to suspend our exploration plans until we do
find the products and equipment we need.




Item
1B.  Unresolved Staff Comments.




None




Item
2.    Properties.




The
principal executive offices of the Company are leased and are located 10th Floor,
3 Hardman Street, Manchester M3 3HF, United Kingdom.




The
Company currently does not own or have any rights to acquire any gold and silver
mining claims or properties, or other assets.




Item
3.  Legal Proceedings.




The
Company is not currently a party in any legal proceedings, and there has been no
previous bankruptcy, receivership, or similar proceedings involving the
Company.





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





The
Company recently filed an amendment to Article 4 of its Articles of
Incorporation with the Secretary of State of the State of Nevada on November 5,
2010, which changed the name of the corporation to Gunpowder Gold Corporation
from Spartan Business Services Corporation and which increased the authorized
number of shares of Common Stock from 70,000,000 shares to 300,000,000 shares of
Common Stock, $.001 par value.





Following
a stockholders’ meeting held by written consent to approve the name change and
the change in the authorized number of shares of Common Stock, the Company
effected a forward split 10-for-1, and the Common Stock began trading on a
post-split basis on the over-the-counter Bulletin Board market on November 19,
2010, and is now trading under its new trading symbol GUNP.


12




PART
II





Item
5.  Market for Registrant’s Common Equity, Related Stockholder Matters
and Issuer Purchases of Equity Securities.




General




The
Common Stock of the Company is currently traded on the over-the-counter Bulletin
Board market, and is quoted under the symbol GUNP




Market
Price




The
following table sets forth the range of high and low closing bid prices per
share of the Common Stock of the Company (reflecting inter-dealer prices without
retail mark-up, mark-down or commission and may not represent actual
transactions) for the periods indicated.  The per share prices reflect
retroactively the effect of the 10 for 1 stock split recently approved by the
majority of the shareholders of the Company.




High Closing
                      Bid Price(2)
                    
                    
                    Low Closing
                      Bid Price(2)Year Ending December 31,
      2010(1)1
      st
      Quarter
                    
                    $
                    .00
                    
                    
                    $
                    .002
      nd
      Quarter
                    
                    $
                    .45
                    
                    
                    $
                    .203
      rd
      Quarter
                    
                    $
                    .40
                    
                    
                    $
                    .1054
      th
      Quarter (through December 9, 2010)
                    
                    $
                    1.00
                    
                    
                    $
                    .11







(1)
            The
      Common Stock of the Company became eligible for trading on the
      over-the-counter Bulletin Board on December 6,
  2010.





(2)
            The
      prices of the Common Stock of the Company have been adjusted to reflect
      the 10-for-1 forward stock split of the Common Stock that became effective
      on November 19, 2010.




Stock Transfer
Agent





The
transfer agent of the Company is Island Stock Transfer, 100 Second Avenue South,
Suite 705-S, St. Petersburg, Florida 33701: telephone
(727)289-0010.





No
Dividends





The
Company has not declared or paid any dividends on its Common Stock and presently
does not expect to declare or pay any such dividends in the foreseeable
future.  The Company has not yet formulated a future dividend policy
in the event restrictions on its ability to pay dividends are
created.




13




Item
6.  Selected Financial Data
 
 Year Ended
                    
                    
                    Year EndedAugust 31, 2010
                    
                    
                    August 31, 2009Revenues
                    
                    $
                    0
                    
                    
                    $
                    0Operating,
      general and administrative expense
                    
                    $
                    74,410
                    
                    
                    $
                    25,581Other
      Income
                    
                    $
                    3,500
                    
                    
                    $
                    0Provision
      for income taxes
                    
                    $
                    0
                    
                    
                    $
                    0Net
      loss
                    
                    $
                    (70,910
                    )
                    
                    $
                    (25,581
                    )Comprehensive
      loss
                    
                    $
                    —
                    
                    
                    $
                    —Net
      loss per share
                    
                    $
                    0
                    
                    
                    $
                    0
 
 Item
7.  Management’s Discussion and Analysis of Financial Conditions and
Results of Operations.
 
 Plan
of Operation
 
 On April
9, 2009, the Securities and Exchange Commission declared our Registration
Statement on Form S-1 to be effective.  We registered 4,000,000 shares of
our Common Stock at an offering price of $.01 in order to raise $40,000 as our
initial capital.  The Company then filed an application with FINRA on Form
211 to be listed on the over-the-counter Bulletin Board.
 
 Results
of Operation
 
 The
Company did not have any operating income from the inception (November 19, 2008)
through August 31, 2010.  For the period from inception, November 19, 2008,
through the year ended August 31, 2010, the Company recognized an accumulated
deficit of $96,491.  Some general and administrative expenses during
the year were accrued.  Expenses  for the year were comprised of
costs mainly associated with legal, accounting and office expenses.
 
 Liquidity
and Capital Resource
 
 At August
31, 2010, the Company had no capital resources and will rely upon the issuance
of Common Stock and additional capital contributions from shareholders to fund
administrative expenses pending full implementation of the Company’s business
model.
 
 Critical
Accounting Policies
 
 The
Company’s financial statements and related public financial information are
based on the application of accounting principles generally accepted in the
United States (“GAAP”).  GAAP requires the use of estimates; assumptions,
judgments and subjective interpretations of accounting principles that have an
impact on the assets, liabilities, revenue and expense amounts reported. 
These estimates can also affect supplemental information contained in our
external disclosures including information regarding contingencies, risk and
financial condition.  We believe our use of estimates and underlying
accounting assumptions adhere to GAAP and are consistently and conservatively
applied.  We base our estimates on historical experience and on various
other assumptions that we believe to be reasonable under the
circumstances.  Actual results may differ materially from these estimates
under different assumptions or conditions.  We continue to monitor
significant estimates made during the preparation of our financial
statements.
  14
 
 Our
significant accounting policies are summarized in Note 1 of our financial
statements.  While all these significant accounting policies impact its
financial condition and results of operations, the Company’s views certain of
these policies as critical.  Policies determined to be critical are those
policies that have the most significant impact on the Company’s financial
statements and require management to use a greater degree of judgment and
estimates.  Actual results may differ from those estimates.  Our
management believes that given current facts and circumstances, it is unlikely
that applying any other reasonable judgments or estimate methodologies would
cause effect on our results of operations, financial position or liquidity for
the periods presented in this report.
 
 Item
7(A). Quantitative and Qualitative Disclosures About Market Risk.
 
 Not
Applicable
 
 15
  Item
8.  Financial Statements and Supplementary Data
  GUNPOWDER
GOLD CORP.
 (Formerly:
Spartan Business Services Corp.)
 (A
Development Stage Company)
 
 FINANCIAL
STATEMENTS
 
 August
31, 2010
  16
 SEALE
AND BEERS, CPAs
 PCAOB & CPAB REGISTERED
AUDITORS
 www.sealebeers.com
 
 
 REPORT OF INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM
 
 
 To
the Board of Directors and Stockholders of
 Gunpowder
Gold Corp. fka Spartan Business Services Corp.
 (A
Development Stage Company)
 
 We have
audited the accompanying balance sheets of Gunpowder Gold Corp. fka Spartan
Business Services Corp. (A Development Stage Company) as of August 31, 2010 and
2009, and the related statements of operations, stockholders’ equity (deficit),
and cash flows for each of the years ended August 31, 2010 and 2009 and from
inception on November 19, 2008 through August 31, 2010. 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 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 Gunpowder Gold Corp. fka Spartan
Business Services Corp. (A Development Stage Company) as of August 31, 2010 and
2009, and the related statements of operations, stockholders’ equity (deficit),
and cash flows for each of the years ended August 31, 2010 and 2009 and from
inception on November 19, 2008 through August 31, 2010, in conformity with
accounting principles generally accepted in the United States of
America.
 
 The
accompanying financial statements have been prepared assuming that the Company
will continue as a going concern.  As discussed in Note 2 to the
financial statements, the Company has had a loss from operations of $70,910, an
accumulated deficit of $96,491, working capital deficit of $42,018 and has
earned no revenues since inception, which raises substantial doubt about its
ability to continue as a going concern.  Management’s plans concerning
these matters are also described in Note 2.  The financial statements
do not include any adjustments that might result from the outcome of this
uncertainty.
 
 /s/
Seale and Beers, CPAs
 
 Seale and
Beers, CPAs
 Las
Vegas, Nevada
 December
13, 2010
 
 50 S. Jones Blvd. Suite 202
Las Vegas, NV 89107 Phone: (888)727-8251 Fax:
(888)782-2351
  17
  GUNPOWDER
GOLD CORP.
 (formerly:
Spartan Business Services Corp.)
 (A
Development Stage Company)
 Balance
sheets
 
 August 31, 2010
                                
                                
                                August 31, 2009ASSETSCurrent
      assets:Cash
      and cash equivalents
                                
                                $
                                160
                                
                                
                                $
                                26,905Prepaid
      expense, net
                                
                                
                                -
                                
                                
                                
                                9,699Total
      current assets
                                
                                
                                160
                                
                                
                                
                                36,604$
                                160
                                
                                
                                $
                                36,604LIABILITIES AND STOCKHOLDERS' EQUITY
      (DEFICIT)Current
      liabilities:Accounts
      payable
                                
                                $
                                1,478
                                
                                
                                $
                                13,712Note
      payable to related-party
                                
                                
                                40,700
                                
                                
                                
                                -Total
      current liabilities
                                
                                
                                42,178
                                
                                
                                
                                13,712Stockholders'
      equityPreferred
      stock; $.001 par value, 5,000,000 shares authorized, zero shares issued
      and outstanding
                                
                                
                                -
                                
                                
                                
                                -Common
      stock; $.001 par value, 300,000,000 shares authorized; 90,000,000 and
      140,000,000 shares issued and outstanding at August 31, 2010 and 2009,
      respectively
                                
                                
                                90,000
                                
                                
                                
                                140,000Additional
      paid-in-capital
                                
                                
                                (35,527
                                )
                                
                                
                                (91,527
                                )Deficit
      accumulated during development stage
                                
                                
                                (96,491
                                )
                                
                                
                                (25,581
                                )Total
      stockholders' equity (deficit)
                                
                                
                                (42,018
                                )
                                
                                
                                22,892Total
      liabilities and stockholders' equity (deficit)
                                
                                $
                                160
                                
                                
                                $
                                36,604
  The
accompanying notes are an integral part of the financial statements
 18
 
 GUNPOWDER GOLD CORP.
 (formerly:
Spartan Business Services Corp.)
 (A
Development Stage Company)
 Statements
of Operations
 
 November
      19, 2008
                            
                            
                            November
      19, 2008(Inception)
                            
                            
                            (Inception)For
      the year ended
                            
                            
                            through
                            
                            
                            throughAugust 31, 2010
                            
                            
                            August 31, 2009
                            
                            
                            August 31, 2010Revenues
                            
                            $
                            -
                            
                            
                            $
                            -
                            
                            
                            $
                            -Operating
      expensesGeneral
      and administrative
                            
                            
                            74,410
                            
                            
                            
                            25,581
                            
                            
                            
                            99,99174,410
                            
                            
                            
                            25,581
                            
                            
                            
                            99,991Income
      (loss) from operations
                            
                            
                            (74,410
                            )
                            
                            
                            (25,581
                            )
                            
                            
                            (99,991
                            )Other
      income (expense)Other
      income
                            
                            
                            3,500
                            
                            
                            
                            -
                            
                            
                            
                            3,500Interest
      expense
                            
                            
                            -
                            
                            
                            
                            -
                            
                            
                            
                            -Loss
      before income taxes
                            
                            
                            (70,910
                            )
                            
                            
                            (25,581
                            )
                            
                            
                            (96,491
                            )Income
      tax expense
                            
                            
                            -
                            
                            
                            
                            -
                            
                            
                            
                            -Net
      income (loss)
                            
                            $
                            (70,910
                            )
                            
                            $
                            (25,581
                            )
                            
                            $
                            (96,491
                            )Basic
      and diluted loss per common share
                            
                            $
                            (0.00
                            )
                            
                            $
                            (0.00
                            )Basic
      and diluted weighted average common shares outstanding
                            
                            
                            139,863,014
                            
                            
                            
                            109,449,825
 
 The
accompanying notes are an integral part of the financial
statements
  19
 
 GUNPOWDER
GOLD CORP.
 (formerly:
Spartan Business Services Corp.)
 (A
Development Stage Company)
 Statements
of Stockholders' Equity (Deficit)
 
 
 AccumulatedAdditional
                          
                          
                          Deficit
      during
                          
                          
                          TotalPreferred
      stock
                          
                          
                          Common
      Stock
                          
                          
                          paid-in
                          
                          
                          Development
                          
                          
                          Shareholders'Shares
                          
                          
                          Amount
                          
                          
                          Shares
                          
                          
                          Amount
                          
                          
                          capital
                          
                          
                          Stage
                          
                          
                          (deficit)Balance
      November 19, 2008 (date of inception)
                          
                          
                          -
                          
                          
                          $
                          -
                          
                          
                          
                          -
                          
                          
                          $
                          -
                          
                          
                          $
                          -
                          
                          
                          $
                          -
                          
                          
                          $
                          -Common
      shares issued for cash onNovember
      25, 2008 at $0.0001 per share
                          
                          
                          -
                          
                          
                          
                          -
                          
                          
                          
                          75,000,000
                          
                          
                          
                          75,000
                          
                          
                          
                          (67,500
                          )
                          
                          
                          -
                          
                          
                          
                          7,500Common
      shares issued for service on November 25, 2008 at $0.0001 per
      share
                          
                          
                          -
                          
                          
                          
                          -
                          
                          
                          
                          25,000,000
                          
                          
                          
                          25,000
                          
                          
                          
                          (22,500
                          )
                          
                          
                          -
                          
                          
                          
                          2,500Common
      shares issued relating to private placement, at $0.001 per share, net of
      $1,527 of offering costs
                          
                          
                          -
                          
                          
                          
                          -
                          
                          
                          
                          40,000,000
                          
                          
                          
                          40,000
                          
                          
                          
                          (1,527
                          )
                          
                          
                          -
                          
                          
                          
                          38,473Net
      (loss) from Inception through August 31, 2009
                          
                          
                          -
                          
                          
                          
                          -
                          
                          
                          
                          -
                          
                          
                          
                          -
                          
                          
                          
                          -
                          
                          
                          
                          (25,581
                          )
                          
                          
                          (25,581
                          )Balance
      August 31, 2009
                          
                          
                          -
                          
                          
                          $
                          -
                          
                          
                          
                          140,000,000
                          
                          
                          $
                          140,000
                          
                          
                          $
                          (91,527
                          )
                          
                          $
                          (25,581
                          )
                          
                          $
                          22,892Capital
      contribution, March 1 and May 6, 2010
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          6,000
                          
                          
                          
                          
                          
                          
                          
                          6,000Common
      shares cancelled, August 31, 2010
                          
                          
                          -
                          
                          
                          
                          -
                          
                          
                          
                          (50,000,000
                          )
                          
                          
                          (50,000
                          )
                          
                          
                          50,000
                          
                          
                          
                          -
                          
                          
                          
                          -Net
      (loss) for the year ended August 31, 2010
                          
                          
                          -
                          
                          
                          
                          -
                          
                          
                          
                          -
                          
                          
                          
                          -
                          
                          
                          
                          -
                          
                          
                          
                          (70,910
                          )
                          
                          
                          (70,910
                          )Balance
      August 31, 2010
                          
                          
                          -
                          
                          
                          $
                          -
                          
                          
                          
                          90,000,000
                          
                          
                          $
                          90,000
                          
                          
                          $
                          (35,527
                          )
                          
                          $
                          (96,491
                          )
                          
                          $
                          (42,018
                          )
 
 All
numbers have been retroactively stated per the 10:1 forward split effected in
Nov 2010.
 
 The
accompanying notes are an integral part of the financial
statements
  20
 
 GUNPOWDER
GOLD CORP.
 (formerly:
Spartan Business Services Corp.)
 (A
Development Stage Company)
 Statements
of Cash Flows
 
 November
      19, 2008
                          
                          
                          November
      19, 2008(Inception)
                          
                          
                          (Inception)For
      the year ended
                          
                          
                          through
                          
                          
                          throughAugust 31, 2010
                          
                          
                          August 31, 2009
                          
                          
                          August 31, 2010Operating
      activities:Net
      loss
                          
                          $
                          (70,910
                          )
                          
                          $
                          (25,581
                          )
                          
                          $
                          (96,491
                          )Adjustments
      to reconcile net loss to net cash used in operating
      activities:Amortization
      of prepaid expense
                          
                          
                          9,699
                          
                          
                          
                          301
                          
                          
                          
                          10,000Stock
      issued for services
                          
                          
                          -
                          
                          
                          
                          2,500
                          
                          
                          
                          2,500Expenses
      paid by shareholder/officer
                          
                          
                          40,700
                          
                          
                          
                          -
                          
                          
                          
                          40,700Changes
      in operating assets and liabilities:(Increase)
      in prepaid expense
                          
                          
                          -
                          
                          
                          
                          (10,000
                          )
                          
                          
                          (10,000
                          )(Decrease)
      increase in accounts payable
                          
                          
                          (12,234
                          )
                          
                          
                          13,712
                          
                          
                          
                          1,478Net
      cash (used in) operating activities
                          
                          
                          (32,745
                          )
                          
                          
                          (19,068
                          )
                          
                          
                          (51,813
                          )Financing
      activities:Capital
      contribution
                          
                          
                          6,000
                          
                          
                          
                          -
                          
                          
                          
                          6,000Proceeds
      from issuance of common stock
                          
                          
                          -
                          
                          
                          
                          45,973
                          
                          
                          
                          45,973Net
      cash provided by financing activities
                          
                          
                          6,000
                          
                          
                          
                          45,973
                          
                          
                          
                          51,973Net
      change in cash
                          
                          
                          (26,745
                          )
                          
                          
                          26,905
                          
                          
                          
                          160Cash,
      beginning of period
                          
                          
                          26,905
                          
                          
                          
                          -
                          
                          
                          
                          -Cash,
      ending of period
                          
                          $
                          160
                          
                          
                          $
                          26,905
                          
                          
                          $
                          160Supplemental
      cash flow disclosuresCash
      paid for:Interest
      expense
                          
                          $
                          -
                          
                          
                          $
                          -
                          
                          
                          $
                          -Income
      taxes
                          
                          $
                          -
                          
                          
                          $
                          -
                          
                          
                          $
                          -Non-cash
      activities:Issuance
      of common stock for services
                          
                          $
                          -
                          
                          
                          $
                          2,500
                          
                          
                          $
                          2,500
 
 The
accompanying notes are an integral part of the financial
statements
  21
  GUNPOWDER
GOLD CORP.
 (Formerly:
Spartan Business Services Corp.)
 (A
Development Stage Company)
 NOTES
TO THE FINANCIAL STATEMENTS
 
 Note
1.  Nature of Business and Summary of Significant Accounting
Policies
  The
summary of significant accounting policies is presented to assist in the
understanding of the financial statements.  The financial statements
and notes are representations of management.  These accounting
policies conform to accounting principles generally accepted in the United
States of America and have been consistently applied in the preparation of the
financial statements.
  Nature
of business and organization
 Gunpowder
Gold Corp. (the “Company”) formerly named Spartan Business Services Corp. was
incorporated in the State of Nevada on November 19, 2008.  The
Company’s principal business objective is to become a  precious metal
exploration company and intends to seek the acquisition of mineral exploration
properties.  The Company's operation has been limited to general
administrative operations and is considered a development stage company as
defined by ASC Topic 915-10.
  Effective
August 10, 2010, Mr. Neil Jason Pestell of Manchester, United Kingdom, acquired
common stock of Spartan Business Services Corporation (“Spartan”) previously
owned by Mr. Reno Calabrigo, the former principal Stockholder of Spartan. As a
result of these transactions, Mr. Pestell became the controlling stockholder of
Spartan presently owning 50,000,000 shares of Common Stock which represents
55.6% of its issued and outstanding Common Stock. As part of the transaction,
Mr. Calabrigo agreed to resign as the sole director of the Company and to
simultaneously appoint Mr. Pestell as the sole director of the Company, and
agreed to appoint Mr. Pestell as the new Chief Executive Officer, President,
Treasurer and Secretary of the Company.
  Estimates
 The
preparation of the financial statements in conformity with U.S. generally
accepted accounting principles requires management to make certain estimates and
assumptions that affect the amounts reported in the financial statements and
accompanying notes.  The Company is subject to uncertainty of future
events, economic, environmental and political factors and changes in the
Company's business environment; therefore, actual results could differ from
these estimates.  Accordingly, accounting estimates used in the
preparation of the Company's financial statements will change as new events
occur, more experience is acquired, as additional information is obtained and as
the Company's operating environment changes.  Changes are made in
estimates as circumstances warrant.  Such changes in estimates and
refinement of estimation methodologies are reflected in the
statements.
  Cash
and cash equivalents
 Cash and
cash equivalents include interest bearing and non-interest bearing bank
deposits, money market accounts, and short-term instruments with a liquidation
provision of three month or less.
  Revenue
recognition
 The
Company has no revenues to date from its operations.  Once revenues
are generated, management will establish a revenue recognition
policy.
  Net
loss per common share
 The
Company computes net loss per share in accordance with ASC Topic 260, “Earnings
per Share”.  Under the provisions of ASC 260, basic net loss per share
is computed by dividing the net loss available to common stockholders for the
period by the weighted average number of shares of common stock outstanding
during the period.  The calculation of diluted net loss per share
gives effect to common stock equivalents; however, potential common shares are
excluded if their effect is antidilutive.
  22
  GUNPOWDER
GOLD CORP.
 (Formerly:
Spartan Business Services Corp.)
 (A
Development Stage Company)
 NOTES
TO THE FINANCIAL STATEMENTS
 
  Note
1.  Nature of Business and Summary of Significant Accounting Policies
-continued
  Advertising
costs
 Advertising
costs are generally expensed as incurred and are included in selling and
marketing expenses in the accompanying statement of operations. As of August 31,
2010 and 2009, there were no advertising costs incurred.
 
 Comprehensive
income
 The
Company accounts for comprehensive income (loss) in accordance with ASC Topic
220 "Reporting Comprehensive income" which requires comprehensive income (loss)
and its components to be reported when a company has items of comprehensive
income (loss).  Comprehensive income (loss) includes net income (loss)
plus other comprehensive income (loss). There are no differences or reconciling
items between net income and comprehensive income for the years ended August 31,
2010 and 2009.
  Income taxes
 The
Company accounts for its income taxes in accordance with ASC Topic 740, which
requires recognition of deferred tax assets and liabilities for future tax
consequences attributable to differences between the financial statement
carrying amounts of existing assets and liabilities and their respective tax
bases and tax credit carry forwards.  Deferred tax assets and
liabilities are measured using enacted tax rates expected to apply to taxable
income in the years in which those temporary differences are expected to be
recovered or settled.  The effect on deferred tax assets and
liabilities of a change in tax rates is recognized in operations in the period
that includes the enactment date.
  Deferred
income taxes reflect the net tax effects of temporary differences between the
carrying amounts of assets and liabilities for financial statement purposes and
the amounts used for income tax purposes.  Significant components of
the Company’s deferred tax liabilities and assets as of August 31, 2010 and 2009
are as follows:
 
 Deferred
      tax assets:
                      
                      2010
                      
                      
                      2009Net
      operating loss carryforwards
                      
                      $
                      96,491
                      
                      
                      $
                      25,581Income
      tax rate
                      
                      
                      34
                      %
                      
                      
                      34
                      %32,807
                      
                      
                      
                      8,698Less
      valuation allowance
                      
                      
                      (32,807
                      )
                      
                      
                      (8,698
                      )$
                      -
                      
                      
                      $
                      -
 
 Through
August 31, 2010, a valuation allowance has been recorded to offset the
deferred tax assets, including those related to the net operating losses
carryforwards.  At August 31, 2010, the Company had $96,491 of federal
and state net operating losses carryforwards.  The net operating loss
carryforwards, if not utilized will begin to expire in 2028.
 
 Reconciliations
of the U.S. federal statutory rate to the actual tax rate for the years ended
August 31, 2010 and 2009 is as follows:
 
 2010
                      
                      
                      2009U.S.
      federal statutory income tax rate
                      
                      
                      34.0
                      %
                      
                      
                      34.0
                      %State
      tax - net of federal benefit
                      
                      
                      0.0
                      %
                      
                      
                      0.0
                      %34.0
                      %
                      
                      
                      34.0
                      %Increase
      in valuation allowance
                      
                      
                      (34.0
                      %)
                      
                      
                      (34.0
                      )%Effective
      tax rate
                      
                      
                      0.0
                      %
                      
                      
                      0.0
                      %
  23
  GUNPOWDER
GOLD CORP.
 (Formerly:
Spartan Business Services Corp.)
 (A
Development Stage Company)
 NOTES
TO THE FINANCIAL STATEMENTS
 
 Newly
issued pronouncements
 The
Company has evaluated all recent accounting pronouncements and believes that
none of them will have a material effect on the Company’s financial
statements.
 
 Note
2. Going Concern
 
 The
Company’s financial statements are prepared using generally accepted accounting
principles in the United States of America applicable to a going concern which
contemplates the realization of assets and liquidation of liabilities in the
normal course of business. The Company has incurred a net operating loss of
$96,491 through August 31, 2010. The Company has not commenced its operations,
rather, still in the development stages, raising substantial doubt about the
Company’s ability to continue as a going concern.
 
 In order
to continue as a going concern, the Company will need, among other things,
additional capital resources. Management’s plan is to obtain such resources for
the Company by obtaining capital from management and significant shareholders
sufficient to meet its minimal operating expenses and seeking equity and/or debt
financing. However management cannot provide any assurances that the Company
will be successful in accomplishing any of its plans.
 
 The
ability of the Company to continue as a going concern is dependent upon its
ability to successfully accomplish the plans described in the preceding
paragraph and eventually secure other sources of financing and attain profitable
operations. The accompanying financial statements do not include any adjustments
that might be necessary if the Company is unable to continue as a going
concern.
 
 Note
3. Prepaid Expense
 
 On August
21, 2009, the Company entered into a contractual agreement for professional
services to be rendered over a twelve month period for the amount of
$10,000.  The Company recorded the liability of $10,000 and a
corresponding prepaid expense in the same amount to be amortized over the term
of the agreement. For the year ended August 31, 2010 and 2009, the Company
amortized $9,699 and $301, respectively, of prepaid expense and recorded it as
professional fees.
 
 Note
4. Property and equipment
 
 As of
August 31, 2010 and 2009, the Company does not own any property and/or
equipment.
  Note
5. Stockholders’ equity
 
 The
Company's articles of incorporation provide for the authorization of five
million (5,000,000) shares of preferred stock with par values of $0.001 and
three hundred million (300,000,000) shares of common stock with par value of
$0.001. Common stock holders have all the rights and obligations that normally
pertain to stockholders of Nevada corporations.  As of August 31, 2010
and 2009 the Company had 90 million and 140 million shares of common stock
issued and outstanding, respectively.  The Company has not issued any
shares of preferred stock.
  24
  GUNPOWDER
GOLD CORP.
 (Formerly:
Spartan Business Services Corp.)
 (A
Development Stage Company)
 NOTES
TO THE FINANCIAL STATEMENTS
 
 On
November 25, 2008 the Company issued 25,000,000 shares of common stock ($0.001
par value) to the Company’s president/shareholder for services provided valued
at $2,500. In the absence of an objective measure of share value, the shares
were valued at their pre-split par value.
 
 On
November 25, 2008 the Company issued 75,000,000 shares of common stock ($0.001
par value) to the Company’s president/shareholder for cash totaling $7,500. In
the absence of an objective measure of share value, the shares were valued at
their pre-split par value.
 
 In April
2009, the Company initiated a Private Placement for the sale of 40,000,000
shares of common stock to investors at $0.001 per share.  As of August 31,
2009, all subscriptions have been received from 26 investors, raising $38,473 in
proceeds, net of $1,527 of offering costs.
 
 On March
1, 2010 and May 6, 2010, the Company’s president/shareholder contributed a total
of $6,000 to the Company as additional paid in capital to cover expenses. This
money was contributed without any expectation of it being paid back, and was not
in exchange for shares of the Company’s stock.
 
 On August
31, 2010, a shareholder of the Company returned 50,000,000 restricted shares of
common stock to treasury and the shares were cancelled by the
Company.  The shares were returned to treasury for no consideration to
the shareholder.
 
 In
November 2010, the Company revised and restated its articles of incorporation to
increase the amount of authorized capital to 305,000,000, consisting of
5,000,000 Preferred shares and 300,000,000 Common shares, and to affect a 10:1
forward stock split.  All references in the accompanying financial
statements have been retroactively stated to reflect these changes.
 
 Note
6.  Related party transactions
 
 During
the year ended August 31, 2010, a shareholder paid $40,700 of expenses on behalf
of the Company from his personal account. These amounts are reflected as
unsecured and non-interest bearing advances with no maturity date. As of August
31, 2010, the balance of these amounts was $40,700.
  Officer’s
compensation paid to president/shareholder for the year ended August 31, 2010
and for the period of November 19, 2008 (Date of Inception) through August 31,
2009, was $7,450 (all cash) and $17,000 ($14,500 in cash and $2,500 in shares
issued for service), respectively.
 
 Note
7. Other income
 
 During
the year ended August 31, 2010, the Company reversed $3,500 of accrued
accounting fees payable to Moore & Associates, the predecessor auditor. The
PCAOB revoked the registration of Moore & Associates during 2009, forcing
the Company to have Moore’s audit of its 2009 financial statements performed
over. Management believes that they are not likely to ever pay this
debt.
 
 Note
8. Subsequent events
 
 In
November 2010, the Company revised and restated its articles of incorporation to
change its name to Gunpowder Gold Corp, to increase the amount of authorized
capital to 305,000,000, consisting of 5,000,000 Preferred shares and 300,000,000
Common shares, and to affect a 10:1 forward stock split.  All
references in the accompanying financial statements have been retroactively
stated to reflect these changes.
  25
  GUNPOWDER
GOLD CORP.
 (Formerly:
Spartan Business Services Corp.)
 (A
Development Stage Company)
 NOTES
TO THE FINANCIAL STATEMENTS
 
 The
Company has recently changed the character of its business to become
a precious metal exploration company and the Company intends to seek the
acquisition of mineral exploration properties. Although the Company is currently
in discussions regarding a potential transaction, there is no definitive
agreement (or executed letter of intent) regarding such transactions and no
assurance that a transaction will occur. The Company presently has no definitive
plans, proposals, or other arrangements, written or otherwise.
 
 The
Company has evaluated all subsequent events through the date the financial
statements have been issued and has determined that no other events
occurred.
  26
  Item
9.  Changes in and Disagreements With Accountants on Accounting and
Financial Disclosure.
 
 There
have been no disagreements regarding accounting and financial disclosure matters
with the independent certified public accountants of the Company.
 
 Item
9(A).  Controls and Procedures.
  Management’s
Report On Internal Control Over Financial Reporting
  Our
management is responsible for establishing and maintaining adequate internal
control over financial reporting.  Internal control over financial
reporting is defined in Rule 13a-15(f) or 15d-15(f) promulgated under the
Securities Exchange Act of 1934 as a process designed by, or under the
supervision of, the company’s principal executive and principal financial
officers and effected by the company’s board of directors, management and other
personnel, to provide reasonable assurance regarding the reliability of
financial reporting and the preparation of financial statements for external
purposes in accordance with accounting principles generally accepted in the
United States of America and includes those policies and procedures
that:
  -
              Pertain to the maintenance of
      records that in reasonable detail accurately and fairly reflect the
      transactions and dispositions of the assets of the
      company;
 -
              Provide reasonable assurance that
      transactions are recorded as necessary to permit preparation of financial
      statements in accordance with accounting principles generally accepted in
      the United States of America and that receipts and expenditures of the
      company are being made only in accordance with authorizations of
      management and directors of the company;
  and
 -
              Provide reasonable assurance
      regarding prevention or timely detection of unauthorized acquisition, use
      or disposition of the company’s assets that could have a material effect
      on the financial
statements.
  27
  Because
of its inherent limitations, internal control over financial reporting may not
prevent or detect misstatements.  Projections of any evaluation of
effectiveness to future periods are subject to the risk that controls may become
inadequate because of changes in conditions, or that the degree of compliance
with the policies or procedures may deteriorate.  All internal control
systems, no matter how well designed, have inherent limitations. 
Therefore, even those systems determined to be effective can provide only
reasonable assurance with respect to financial statement preparation and
presentation.  Because of the inherent limitations of internal control,
there is a risk that material misstatements may not be prevented or detected on
a timely basis by internal control over financial reporting. However, these
inherent limitations are known features of the financial reporting
process.  Therefore, it is possible to design into the process safeguards
to reduce, though not eliminate, this risk.
  As of
August 31, 2010 management assessed the effectiveness of our internal control
over financial reporting based on the criteria for effective internal control
over financial reporting established in Internal Control—Integrated Framework
issued by the Committee of Sponsoring Organizations of the Treadway Commission
("COSO") and SEC guidance on conducting such assessments.  Based on that
evaluation, they concluded that, during the period covered by this report, such
internal controls and procedures were not effective to detect the inappropriate
application of US GAAP rules as more fully described below.  This was due
to deficiencies that existed in the design or operation of our internal controls
over financial reporting that adversely affected our internal controls and that
may be considered to be material weaknesses.
  The
matters involving internal controls and procedures that our management
considered to be material weaknesses under the standards of the Public Company
Accounting Oversight Board were: (1) lack of a functioning audit committee due
to a lack of a majority of independent members and a lack of a majority of
outside directors on our board of directors, resulting in ineffective oversight
in the establishment and monitoring of required internal controls and
procedures; (2) inadequate segregation of duties consistent with control
objectives; and (3) ineffective controls over period end financial disclosure
and reporting processes.  The aforementioned material weaknesses were
identified by our Chief Executive Officer in connection with the review of our
financial statements as of August 31, 2010.
  Management
believes that the material weaknesses set forth in items (2) and (3) above did
not have an effect on our financial results.  However, management believes
that the lack of a functioning audit committee and the lack of a majority of
outside directors on our board of directors results in ineffective oversight in
the establishment and monitoring of required internal controls and procedures,
which could result in a material misstatement in our financial statements in
future periods.
  This
annual report does not include an attestation report of the Corporation's
registered public accounting firm regarding internal control over financial
reporting.  Management's report was not subject to attestation by the
Corporation's registered public accounting firm pursuant to temporary rules of
the SEC that permit the Corporation to provide only the management's report in
this annual report.
  Management’s
Remediation Initiatives
  In an
effort to remediate the identified material weaknesses and other deficiencies
and enhance our internal controls, we have initiated, or plan to initiate, the
following series of measures:
  We will
create a position to segregate duties consistent with control objectives and
will increase our personnel resources and technical accounting expertise within
the accounting function when funds are available to us.  And, we plan to
appoint one or more outside directors to our board of directors who shall be
appointed to an audit committee resulting in a fully functioning audit committee
who will undertake the oversight in the establishment and monitoring of required
internal controls and procedures such as reviewing and approving estimates and
assumptions made by management when funds are available to us.
  Management
believes that the appointment of one or more outside directors, who shall be
appointed to a fully functioning audit committee, will remedy the lack of a
functioning audit committee and a lack of a majority of outside directors on our
Board.
  28
  We
anticipate that these initiatives will be at least partially, if not fully,
implemented by May 31, 2011.  Additionally, we plan to test our updated
controls and remediate our deficiencies by May 31, 2011.
 
 Item
9(B).  Other Information.
 
 None
 
 PART
III
 
 Item
10.  Directors, Executive Officers and Corporate Governance.
 
 The
directors and executive officers of the Company are:
 
 Name
                        
                        Age
                        
                        PositionNeil
      J. Pestell
                        
                        41
                        
                        Director,
      Chief Executive Officer, President,10th
      Floor
                        
                        
                        
                        Treasurer
      and Secretary3
      Hardeman StreetManchester
      M3 3HFUnited
      Kingdom
  
 Directors
are elected to serve until the next annual meeting of stockholders and until
their successors have been elected and qualified. Officers are appointed to
serve until the meeting of the board of directors following the next annual
meeting of stockholders and until their successors have been elected and
qualified.
 
 No
executive officer or director of the Company has been the subject of any order,
judgment, or decree of any court of competent jurisdiction, or any regulatory
agency permanently or temporarily enjoining, barring, suspending or otherwise
limiting him or her from acting as an investment advisor, underwriter, broker or
dealer in the securities industry, or as an affiliated person, director or
employee of an investment company, bank, savings and loan association, or
insurance company or from engaging in or continuing any conduct or practice in
connection with any such activity or in connection with the purchase or sale of
any securities.
 
 No
executive officer or director of the Company has been convicted in any criminal
proceeding (excluding traffic violations) or is the subject of a criminal
proceeding which is currently pending.
 
 Consultants
 
 The
Company expects to use consultants in the future to the extent necessary and
appropriate. The Company does not delegate its authority and responsibility to
make management decisions to consultants or any other persons, nor shall any
consultant have any discretionary authority or the authority to bind the Company
in any material respect.
  29
 
 Item
11.   Executive Compensation.
 
 All
executive officers, for services in all capacities to the Company, received the
following compensation during the fiscal years ended August 31, 2010 and
2009.
 
 Long-Term CompensationAnnual compensation
                                                
                                                
                                                Awards
                                                
                                                
                                                
                                                
                                                
                                                PayoutsName and
                                                  Principal
                                                  Position
                                                
                                                Fiscal
                                                  Year
                                                
                                                Salary(1)
                                                
                                                
                                                Bonus
                                                
                                                
                                                Other
                                                  Annual
                                                  Compensation
                                                
                                                
                                                Restricted
                                                  Stock
                                                  Awards(2)
                                                
                                                
                                                Securities
                                                  Underlying
                                                  Options/
                                                  SARs
                                                
                                                
                                                LTIP
                                                  Payouts
                                                
                                                
                                                All Other
                                                  CompensationNeil
      J. Pestell,
                                                
                                                2010
                                                
                                                $
                                                0
                                                
                                                
                                                $
                                                0
                                                
                                                
                                                $
                                                0
                                                
                                                
                                                $
                                                0
                                                
                                                
                                                $
                                                0
                                                
                                                
                                                $
                                                0
                                                
                                                
                                                $
                                                0Chief
      Executive Officer, President,Secretary
      and TreasurerReno
      J. Calabrigo
                                                
                                                2010
                                                
                                                $
                                                0
                                                
                                                
                                                $
                                                0
                                                
                                                
                                                $
                                                0
                                                
                                                
                                                $
                                                0
                                                
                                                
                                                $
                                                0
                                                
                                                
                                                $
                                                0
                                                
                                                
                                                $
                                                0Chief
      Executive Officer,
                                                  President,
                                                  Secretary
      and TreasurerMolly
      Blaszczak
                                                  Chief
      Executive Officer,
                                                
                                                2010
                                                
                                                $
                                                14,500
                                                
                                                
                                                $
                                                0
                                                
                                                
                                                $
                                                0
                                                
                                                
                                                $
                                                2,500
                                                
                                                
                                                $
                                                0
                                                
                                                
                                                $
                                                0
                                                
                                                
                                                $
                                                0President,
                                                  Secretary
      and Treasurer
                                                
                                                2009
                                                
                                                $
                                                7,450
                                                
                                                
                                                $
                                                0
                                                
                                                
                                                $
                                                0
                                                
                                                
                                                $
                                                0
                                                
                                                
                                                $
                                                0
                                                
                                                
                                                $
                                                0
                                                
                                                
                                                $
                                                0All
      executive officers as a group
                                                
                                                
                                                
                                                $
                                                21,950
 
 (1)
              Personal
      benefits received by the Company’s executive officers are valued below the
      levels which would otherwise require disclosure under the rules of the
      U.S. Securities and Exchange
Commission.
 
 (2)
              The Company does not currently
      provide any contingent or deferred forms of compensation arrangements,
      annuities, pension or retirement
  benefits.
 
 Committees of the Board of
Directors
 
 The
Company does not have an audit committee, compensation committee, nominating
committee, or an executive committee of the Board of Directors.
 
 Compliance with Section
16(a) of the Securities Exchange Act
 
 Section
16(a) of the Exchange Act requires the Company’s executive officers and
directors, and persons who beneficially own more than ten percent of the
Company’s equity securities, to file reports of ownership and changes in
ownership with the Securities and Exchange Commission. Officers, directors and
greater than 10% percent shareholders are required by SEC regulation to furnish
the Company with copies of all Section 16(a) forms they file.
 
 The
Company encourages control persons to be up to date with their filings in
relation to Section 16.
 
 Benefit
Plans
 
 The
Company does not have any pension plan, profit sharing plan, or similar plans
for the benefit of its officers, directors or employees. However, the Company
may establish such plans in the future.
  30
 
 Board
Compensation
 
 Directors
of the Company have not received any compensation in their capacity as directors
during the fiscal years ended August 31, 2009 and 2010.
 
 Director and Officer
Indemnification and Limitations on Liability
 
 Article 7
of our Articles of Incorporation and Article VII of our Bylaws limit the
liability of directors, officers and employees to the fullest extent permitted
by Nevada law. Consequently, our directors will not be personally liable for
monetary damages for breach of their fiduciary duties as directors, except in
the following circumstances:
 
 *
              A violation of the criminal law,
      unless the director, officer, employee or agent had reasonable cause to
      believe his conduct was lawful or had no reasonable cause to believe his
      conduct was unlawful;
 
 *
              A transaction from which the
      director, officer, employee, or agent derived an improper personal
      benefit;
 
 *
              Willful misconduct or a conscious
      disregard for the best interests of the corporation in a proceeding by or
      in the right of the corporation to procure a judgment in its favor on in a
      proceeding by or in the right of a
  shareholder.
 
 This
limitation of liability does not apply arising under federal securities laws and
does not affect the availability of equitable remedies such as injunctive relief
or rescission.
 
 Insofar
as indemnification for liabilities arising under the Securities Act of 1933 may
be permitted to directors, officers, and controlling persons of the Company
pursuant to the foregoing provisions, or otherwise, the Company has been advised
that in the opinion of the Commission such indemnification is against public
policy as expressed in the Securities Act of 1933 and, is therefore,
unenforceable.
 
 Item
12.  Security Ownership of Certain Beneficial Owners and Management and
Related Stockholder Matters.
 
 The
following table sets forth information on the ownership of the outstanding
securities of the Company by officers and directors as well as those who own
beneficially more than five percent of our outstanding Common
Stock.
 
 Name
      and Address
                                
                                Amount
      and Nature
                                
                                Percentageof Beneficial Owner
                                
                                of Beneficial Ownership
                                
                                of ClassNeil
      J. Pestell
                                
                                50,000,000
      shares of
                                
                                
                                55.6%10th
      Floor
                                
                                Common
      Stock3
      Hardman StreetManchester,
      M3 3HFUnited
      Kingdom
 
 
 (1) Under
SEC Rule 13d-3, a beneficial owner of a security includes any person who,
directly or indirectly, through any contract, arrangement, understanding,
relationship, or otherwise has or shares: (i) voting power, which includes the
power to vote, or to direct the voting of shares; and (ii) investment power,
which includes the power to dispose or direct the disposition of shares. Certain
shares may be deemed to be beneficially owned by more than one person (if, for
example, persons share the power to vote or the power to dispose of the shares).
In addition, shares are deemed to be beneficially owned by a person if the
person has the right to acquire the shares (for example, upon exercise of an
option) within 60 days of the date as of which the information is provided. In
computing the percentage ownership of any person, the amount of shares
outstanding is deemed to include the amount of shares beneficially owned by such
person (and only such person) by reason of these acquisition rights. As a
result, the percentage of outstanding shares of any person as shown in this
table does not necessarily reflect the person’s actual ownership or voting power
with respect to the number of shares of Common Stock actually outstanding on the
date of this Information Statement.
  31
 
 Item
13.   Certain Relationships and Related Transactions, and Director
Independence.
 
 Not
Applicable.  See Item 8 – Note 6 to the financial statements of the
Company.
 
 Item
14.  Principal Accounting Fees and Services.
 
 The
aggregate fees billed by our principal accounting firm for fees billed for
fiscal years ended August 31, 2010 and 2009, are as follows:
 
 Name
                      
                      Audit Fees
                      
                      
                      Audit
                        Related Fees
                      
                      
                      Tax Fees
                      
                      
                      All Other
                        FeesSeale
      and Beers, CPAs for fiscal year ended  August 31,
      2010
                      
                      $
                      4,750
                      
                      
                      $
                      0
                      
                      
                      $
                      0
                      
                      
                      $
                      0Seale
      and Beers, CPAs for fiscal year ended  August 31,
      2009
                      
                      $
                      3,500
                      
                      
                      $
                      0
                      
                      
                      $
                      0
                      
                      
                      $
                      0
 
 The
Company does not currently have an audit committee. As a result, our Board of
Directors performs the duties and functions of an audit committee. The Company's
Board of Directors will evaluate and approve in advance, the scope and cost of
the engagement of an auditor before the auditor renders audit and non-audit
services. We do not rely on pre-approval policies and procedures.
 
 PART
IV
 
 Item
15.   Exhibits. Financial Statement Schedules.
 
 Exhibits
 
 1.1
              The
      Articles of Incorporation of the Company are incorporated by reference
      herein to Exhibit 1.1 to its Form 8-A registration statement (formerly
      Spartan Business Services
Corporation)
 
 1.2
              An
      Amendment to the Articles of Incorporation of the Company is incorporated
      by reference herein to Exhibit 1.2 to its Form 8-A registration
      statement
 
 1.3
              The
      By Laws of the Company are hereby incorporated herein by reference to
      Exhibit 3.2 of its Form S-1 registration statement (333-156796) filed on
      January 20, 2009 (formerly Spartan Business Services
      Corporation)
 
 1.4
              Statement
      re: computation of per share
earnings
 
 Reference
      is made to the statements of operations of the financial statements of the
      Company for the fiscal year ended August 31, 2010, included in this Form
      10-K annual report of the Company.
 
 2.1
              Description
      of subsidiaries
 
 31.1
              Certification
      of Neil J. Pestell
 
 32.1
              Certification
      of Neil J. Pestell
  32
 
 SIGNATURES
 
 Pursuant
to the requirements of Section 13 or 15(d) of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned, thereunto duly authorized.
 
 Gunpowder
      Gold CorporationDate: December
      10, 2010
                  By:
                  /s/ Neil J. PestellNeil
      J. PestellDirector,
      Chief Executive Officer, President,
                    Treasurer,
      chief financial officer and principal
                    accounting
      officer, and Secretary
 
 Pursuant
to the requirements of the Securities Exchange Act of 1934, this report has been
signed below by the following persons on behalf of the registrant and in the
capacities and on the dates indicated.
 
 Gunpowder
      Gold CorporationDate: December
      10, 2010
                  By:
                  /s/ Neil J. PestellNeil
      J. PestellChief
      Executive Officer, Treasurer, chief financial
                    officer
      and accounting officer, and
Secretary
  33