UNITED STATES
 SECURITIES
AND EXCHANGE COMMISSION
 Washington,
D. C. 20549
  AMENDMENT
NO. 1
 TO
 FORM
10-K
  
  x   ANNUAL
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934
 For the
fiscal year ended  October 31,
2009
  
  o   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: 333-156594
  
  AMAROK RESOURCES,
INC.
 (Exact
name of registrant as specified in its charter)
  Nevada
                  (State
      of other jurisdiction of incorporation or organization)
                98-05999255
                  (IRS
      Employer Identification No.)
 239 B Schorsa Street, Zhitomir, Ukraine
10008
 (Address
of principal executive offices)
  (949)
682-7889
 (Registrant's
telephone number, including area code)
  
  Securities
registered pursuant to Section 12(b) of the Act:  None
  Securities
registered pursuant to Section 12(g) of the Act:  Common Stock, $0.001
par value per share
  Indicate
by check mark if registrant is a well-known seasoned issuer, as defined in Rule
405 of the Securities Act.  o Yes    xNo
 
 Indicate
by check mark if registrant is not required to file reports pursuant to Section
13 or Section 15(d) of the Act. o Yes    xNo
 
 Indicate
by check mark whether the issuer (1) has filed all reports required to be filed
by Section 13 or 15(d) of the Exchange Act during the past 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. xYes o No
  Indicate
by check mark whether the issuer has submitted electronically and posted on its
corporate Web site, if any, every Interactive Data File required to be submitted
and posted pursuant to Rule 405 of Regulation S-T (Section 232.405 of this
chapter) during the preceding 12 months (or for such shorter period that the
registrant was required to submit and post such files. x Yes    o No
  o
 
 ndicate
by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer, or a smaller reporting company. See
the Definitions of “large accelerated filer”, “accelerated filer”, and “smaller
reporting company” in Rule 12b-2 of the Exchange Act.
 
 Large
      accelerated filer o
                Accelerated
      filer oNon-accelerated
      filer  o    (Do
      not check if a smaller reporting company)
                Smaller
      reporting company x
  Indicate
by check mark whether the registrant is a shell company (as defined in Rule
12b-2 of the Exchange Act). x Yes
oNo
  The
aggregate market value of the voting and non-voting common equity held by
non-affiliates as of October 31, 2009, computed by reference to the bid/ask
price of $0.01 at October 31, 2009 is $5,020.
 
 The
number of shares outstanding of the Registrant's common stock as of February 17,
2010 was 2,502,000
 1
  Table of
Contents
   Explanatory
      Note
              
              
              3
 
 Part
I
  Item
      1. Business
                Item
      1A. Risk Factors
                Item
      2. Properties
                Item
      3. Legal Proceedings
                Item
      4. Submission of Matters to a Vote of Security
    Holders
              
              
              4
                4
                4
                4
                4 Part
II
 Item
      5. Market for Registrants Common Equity, Related Stockholder Matters
      and   Issuers Purchases of Equity
      Securities
                Item
      6. Selected Financial Data
                Item
      7. Management's Discussion and Analysis of Financial Condition and Results
      of Operations
                Item
      8. Financial Statements
                Item
      9. Changes In and Disagreements with Accountants on Accounting and
      Financial Disclosure
                Item
      9A(T). Controls and Procedures
                Item
      9B. Other Information
              
              
              5
                5
                5
                7
                16
                16
                16 Part
III
 Item
      10. Directors, Executive Officers and Corporate
      Governance
                  Item
      11. Executive Compensation
                  Item
      12. Security Ownership of Certain Beneficial Owners and Management and
      Related Stockholder Matters
                  Item
      13. Certain Relationships and Related Transactions, and Director
      Independence
                  Item
      14. Principal Accounting Fees and Services
                
                
                17
                  18
                  19
                  19
                  20 Part
IV
 Item
      15. Exhibits, Financial Statement Schedules
                  Signatures
                
                
                21
 
  2
  EXPLANATORY
NOTE
  
 On
February 18, 2010, the Registrant filed its Annual Report on Form 10-K for the
year ended October 31, 2009 (the “Form 10-K”).  The Registrant is
filing this Amendment No. 1 to the Form 10-K (“Amendment No. 1”) solely to
correct a submission error in which Exhibits 31 and 32 were inadvertently
omitted. This Amendment No. 1 completely replaces the Form 10-K. Other than as
set forth above, Amendment No. 1 does not modify or update any of the other
disclosure contained in the Form 10-K and does not reflect events occurring
after the filing of the Form 10-K on February 18, 2010.
   3
 Part I
 
 Item
1. Business
  Amarok
Resources, Inc.  (the “Company”) was incorporated in the state of
Nevada on October 23, 2008 under the name Ukragro Corporation with principal
offices located in Zhitomir, Ukraine. The Company’s primary focus was to
establish SPA centers in urban areas, with our initial focus to be in the area
of Zhitomir. The Company intended to provide the most up-to-date skin care
treatments and massage services through these SPA centers.
  The
Company’s focus had been to further complete its business plan, perform
marketing research to determine probable acceptance of the SPA centers and
services to be provided; and, to build our web site to provide a convenient
method to offer and market our product. We are currently considering business
opportunities other than Spa Centers in urban areas.
  On
September 2, 2009, the Company filed an amendment to its articles of
incorporation changing its name to Windsor Park Forex, Inc in anticipation of a
possible new business opportunity which did not progress. On January 29, 2010,
the Company again filed an amendment to its articles of incorporation changing
its name to Amarok Resources, Inc. in anticipation of a possible new business
opportunity we hope to develop. In the January 29th
amendment, the Company also changed its authorized capital to 175,000,000 shares
of common stock at a restated par value of $.001.
  On
January 29, 2010, the Company authorized a 60:1 stock split for all shares then
outstanding. The stock-split is currently under review and will become effective
upon approval by the reviewing regulatory agency.
  We are a
start-up corporation and have not yet generated or realized any revenues from
our business operations.
  We are
presently a Shell company and have no defined business plan or
operations.
   Employees
  We
currently have 1 part-time employee, our President and sole Director. We expect
to increase our future employee levels on an as needed basis once we develop a
business plan.
   Item
1A. RISK FACTORS
  As a
Smaller Reporting Company, we are not required to provide the information
required by this item.
  Item
2. Properties
  Our
executive offices are located at 239 B Schorsa Street, Zhitomir, Ukraine 10008.
These offices were leased beginning October 2008 on a month-to-month basis at a
rate of $250 per month. The facilities comprise approximately 2000 square feet
consisting entirely of administrative office space.  We believe that
our existing facilities are sufficient for our operational needs.
  Item
3. Legal Proceedings
  From time
to time the Company may be named in claims arising in the ordinary course of
business. Currently, no legal proceedings or claims are pending against or
involve the Company that, in the opinion of management, could reasonably be
expected to have a material adverse effect on its business and financial
condition.
  Item
4. Submission of Matters to a Vote of Security Holders
  No
matters were submitted to a vote of security holders during the fourth quarter
of fiscal year 2009.
  4
  Part
II
  Item
5. Market for Registrant’s Common Equity and Related Stockholder Matters and
Issuer Purchases of Equity Securities
  Market
Information
  Our
common stock, has been quoted on the Over the Counter Bulletin Board (OTCBB)
since March 6, 2009 under the symbol “UKRA”. The following table sets forth, for
the fiscal quarters indicated, the high and low closing bid prices per share of
our common stock, as derived from quotations provided by Pink Sheets, LLC. Such
quotations reflect inter-dealer prices, without retail mark-up, mark-down or
commission, and may not represent actual transactions.
  Quarter
      Ended
              
              High
      Bid
              
              Low
      BidOctober
      31, 2009
              
              0.01
              
              0.01July
      31, 2009
              
              0.01
              
              0.01April
      30, 2009
              
              0.01
              
              0.01January
      31, 2009
              
              0.01
              
              0.01October
      31, 2008
              
              0.01
              
              0.01
  Holders
  As of the
October 31, 2009, there were approximately 35 record holders of our common
stock.
  Dividends
  We have
never declared any cash dividends with respect to our common stock. Future
payment of dividends is within the discretion of our board of directors and will
depend on our earnings, capital requirements, financial condition and other
relevant factors. Although there are no material restrictions limiting, or that
are likely to limit, our ability to pay dividends on our common stock, we
presently intend to retain future earnings, if any, for use in our business and
have no present intention to pay cash dividends on our common
stock.
  Recent Sales of Unregistered
Securities
  None for
the three month period ended October 31, 2009
  Item
6. Selected Financial Data
  As a
Smaller Reporting Company, we are not required to provide the information
required by this item.
  Item
7. Management's Discussion and Analysis of Financial Condition and Results of
Operations
  This
statement may include projections of future results and “forward looking
statements” as that term is defined in Section 27A of the Securities Act of 1933
as amended (the “Securities Act”), and Section 21E of the Securities Exchange
Act of 1934 as amended (the “Exchange Act”).  All statements that are
included in this Annual Report, other than statements of historical fact, are
forward looking statements.  Although management believes that the
expectations reflected in these forward looking statements are reasonable, it
can give no assurance that such expectations will prove to have been
correct.
  The
following discussion and analysis provides information which management of
Amarok Resources, Inc. (the "Company") believes to be relevant to an assessment
and understanding of the Company's results of operations and financial
condition. This discussion should be read together with the Company's financial
statements and the notes to financial statements, which are included in this
report.
  Because
of the nature of a new company with limited operational history the reported
results will not necessarily reflect the future.
   5
 
 Summary
of Operations
  Amarok
Resources, Inc.  (the “Company”) was incorporated in the state of
Nevada on October 23, 2008 under the name Ukragro Corporation with principal
offices located in Zhitomir, Ukraine. The Company’s primary focus was to
establish SPA centers in urban areas, with our initial focus to be in the area
of Zhitomir. The Company intended to provide the most up-to-date skin care
treatments and massage services through these SPA centers.
  The
Company’s focus had been to further complete its business plan, perform
marketing research to determine probable acceptance of the SPA centers and
services to be provided; and, to build our web site to provide a convenient
method to offer and market our product. We are currently considering business
opportunities other than Spa Centers in urban areas.
  On
September 2, 2009, the Company filed an amendment to its articles of
incorporation changing its name to Windsor Park Forex, Inc in anticipation of a
possible new business opportunity which did not progress. On January 29, 2010,
the Company again filed an amendment to its articles of incorporation changing
its name to Amarok Resources, Inc. in anticipation of a possible new business
opportunity we hope to develop. In the January 29th
amendment, the Company also changed its authorized capital to 175,000,000 shares
of common stock at a restated par value of $.001.
  On
January 29, 2010, the Company authorized a 60:1 stock split for all shares then
outstanding. The stock-split is currently under review and will become effective
upon approval by the reviewing regulatory agency.
  On August
26, 2009, Maria Yahodka, resigned as the sole officer and director of the
Company and appointed Dana Martin as the sole officer and director of the
Company.
  On
January 4, 2010, Dana Martin, resigned as the sole officer and director of the
Company and appointed Ron Ruskowsky as the sole officer and director of the
Company.
  We are a
start-up corporation and have not yet generated or realized any revenues from
our business operations.
  We are
presently a Shell company and have no defined business plan or
operations.
  Limited
operating history; need for additional capital
  There is
no historical financial information about us upon which to base an evaluation of
our performance.  We are in development stage operations and have not yet
generated any revenues.  We cannot guarantee we will be successful in our
business operations.  Our business is subject to risks inherent in the
establishment of a new business enterprise, including limited capital resources
and possible cost overruns.
  We will
continue to seek additional financing in order to obtain the capital required to
implement a business plan.
  We have
no assurance that future financing will be available to us on acceptable terms.
 If financing is not available to us on satisfactory terms, we may be
unable to continue, develop or expand our operations.  Equity financing
could result in additional dilution to our existing shareholders.
  Going
Concern
  As of
October 31, 2009 Amarok Resources, Inc. had a working capital deficiency, has
not generated revenues and has accumulated losses of $35,270 since inception.
The continuation of Amarok Resources, Inc. as a going concern is dependent upon
the continued financial support from its shareholders, the ability of Amarok
Resources, Inc. to obtain necessary equity financing to continue operations, and
the attainment of profitable operations. These factors raise substantial doubt
regarding the Amarok Resources, Inc.’s ability to continue as a going
concern
  Financial
Summary
  Results of Operations for
the Year Ended October 31, 2009
  The
Company reports a net loss of $34,464 for the year ended October 31, 2009. The
net loss for the period is primarily comprised of legal, consulting and
accounting expenses.
  We have
no comparative periods as our inception was October 23, 2008.
  Liquidity and Capital
Resources
  During
the year ending October 31, 2009 the Company’s cash position decreased by $100.
Cash used in operating activities totaled $25,200; no cash was used in investing
activities; and, cash provided by financing activities totaled $25,100 from the
sale of common stock.
  Off-Balance Sheet
Arrangements
  None
Applicable
  6
  Item
8. Financial Statements
    PageReport of
      Independent Registered Public Accounting Firm
              
              7Financial
      Statements
              
              8Balance
      Sheets
              
              8Statements of
      Operations
              
              9Statements of
      Cash Flows
              
              10Statement of
      Changes in Stockholders’ Deficit
              
              11Notes to
      Financial Statements
              
              12
    7
   REPORT OF
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
  To the
Board of Directors
 Amarok
Resources, Inc.
 (A
Development Stage Company)
  We have
audited the accompanying balance sheet of Amarok Resources, Inc. (A Development
Stage Company) as of October 31, 2009 and 2008 and the related statements of
operations, shareholders' equity and cash flows for each of the twelve month
period then ended and the periods from inception (October 23, 2008) through
October 31, 2009.  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 audit.
  We
conducted our audit 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. The Company is not required to
have, nor were we engaged to perform, an audit of its internal control over
financial reporting. Our audit included consideration of internal control over
financial reporting as a basis for designing audit procedures that are
appropriate in the circumstances, but not for the purpose of expressing an
opinion on the effectiveness of the Company's internal control over financial
reporting. Accordingly, we express no such opinion. An audit includes examining,
on a test basis, evidence supporting the amounts and disclosures in the
financial statements. An audit also includes assessing the accounting principles
used and significant estimates made by management, as well as evaluating the
overall financial statement presentation. We believe that our audit provides 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 Amarok Resources, Inc. as of
October 31, 2009 and 2008, and the results of its operations and cash flows for
the periods described above 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 1 to the
financial statement, the Company suffered a net loss from operations and has a
net capital deficiency, which raises substantial doubt about its ability to
continue as a going concern.  Management’s plans regarding those
matters are also described in Note 1.  The financial statements do not
include any adjustments that might result from the outcome of this
uncertainty.
    /s/
M&K CPAS, PLLC
   www.mkacpas.com
 Houston,
Texas
 February
17, 2010
  8
  
 Amarok
Resources, Inc.
 (Formerly
Ukragro Corporation)
 (A
Development Stage Company)
 Balance
Sheets
 
 October 31,
                2009
              
              
              October
      31,
                2008ASSETSCurrent
      AssetsCash
              
              $
              --
              
              
              $
              100Total
      Assets
              
              $
              --
              
              
              $
              100LIABILITIES
      AND STOCKHOLDERS’ DEFICITCurrent
      LiabilitiesAccounts
      payable
              
              $
              3,264
              
              
              $
              --Due
      to related parties
              
              
              405
              
              
              
              4053,669
              
              
              
              405Stockholders’
      DeficitCommon
      stock, 175,000,000 shares authorized, $.001 par value,
                2,502,000
      and 2,000,000 shares issued and outstanding as of October 31, 2009
                and
      October 31, 2008, respectively
              
              
              2,502
              
              
              
              2,000Additional
      paid-in capital
              
              
              29,099
              
              
              
              (1,499
              )Deficit
      accumulated during the development stage
              
              
              (35,270
              )
              
              
              (806
              )Total
      Stockholders’ Deficit
              
              
              (3,669
              )
              
              
              (305
              )Total
      Liabilities and Stockholders’ Deficit
              
              $
              --
              
              
              $
              100
 
    
 9
  
 Amarok
Resources, Inc.
 (Formerly
Ukragro Corporation)
 (A
Development Stage Company)
 Statements
of Operations
 
 
 For
      the Year ended October 31, 2009
              
              
              From
      Inception
                (October
      23, 2008) to
                October
      31, 2008
              
              
              From
      Inception
                (October
      23, 2008)
                to
                October
      31, 2009Revenue
              
              $
              --
              
              
              $
              --
              
              
              $
              --Operating
      ExpensesConsulting
      Services
              
              
              11,535
              
              
              
              --
              
              
              
              11,535Compensation
              
              
              3,000
              
              
              
              250
              
              
              
              3,250General
      and administrative
              
              
              1,374
              
              
              
              30
              
              
              
              1,404Rent
              
              
              3,000
              
              
              
              250
              
              
              
              3,250Accounting
              
              
              2,800
              
              
              
              --
              
              
              
              2,800Interest
      Expense
              
              
              --
              
              
              
              1
              
              
              
              1Legal
              
              
              12,755
              
              
              
              275
              
              
              
              13,030Total
      Operating Expenses
              
              
              34,464
              
              
              
              806
              
              
              
              35,270Net
      Loss from Operations
              
              
              (34,464
              )
              
              
              (806
              )
              
              
              (35,270
              )Provision
      for Income Taxes
              
              
              --
              
              
              
              --
              
              
              
              --Net
      Loss
              
              $
              (34,464
              )
              
              $
              (806
              )
              
              $
              (35,270
              )Net
      Loss Per Common Share – Basic and Diluted
              
              $
              (0.01
              )
              
              $
              (0.00
              )Weighted
      Average Number of Common Shares Outstanding
              
              
              2,398,556
              
              
              
              1,500,000
 
 
 
 
 
 See the
accompanying notes to the financial statements
  10
  
 Amarok
Resources, Inc.
 (Formerly
Ukragro Corporation)
 (A
Development Stage Company)
 Statements
of Cash Flows
 
 
 For
      the Year ended October 31, 2009
              
              
              From
      Inception (October 23, 2008) to October 31, 2008
              
              
              From
      Inception
                (October
      23, 2008)
                to
                October
      31, 2009Cash
      Flows from Operating ActivitiesNet
      loss
              
              $
              (34,464
              )
              
              $
              (806
              )
              
              $
              (35,270
              )Adjustments
      to reconcile net loss to net cash used in operating
      activities:Donated
      services
              
              
              6,000
              
              
              
              500
              
              
              
              6,500Imputed
      Interest on due to directors
              
              
              
              
              
              
              1
              
              
              
              1Changes
      in operating assets and liabilitiesIncrease
      in accounts payable
              
              
              1,400
              
              
              
              --
              
              
              
              1,400Increase
      in payable to other
              
              
              1,864
              
              
              
              --
              
              
              
              1,864Net
      Cash (Used in) Operating Activities
              
              
              (25,200
              )
              
              
              (305
              )
              
              
              (25,505
              )Cash
      Flows from Financing ActivitiesAdvances
      from directors
              
              
              --
              
              
              
              405
              
              
              
              405Proceeds
      from the sale of common stock
              
              
              25,100
              
              
              
              --
              
              
              
              25,100Net
      Cash Provided by Financing Activities
              
              
              25,100
              
              
              
              405
              
              
              
              25,505Increase
      (Decrease) in Cash
              
              
              (100
              )
              
              
              100
              
              
              
              --Cash
      – Beginning of Period
              
              
              100
              
              
              
              --
              
              
              
              --Cash
      – End of Period
              
              $
              --
              
              
              $
              100
              
              
              $
              --Supplemental
      Disclosures:Interest
      paid
              
              $
              --
              
              
              $
              --
              
              
              $
              --Income
      taxes paid
              
              $
              --
              
              
              $
              --
              
              
              $
              --
 
  
 See the
accompanying notes to the financial statements
  11
 
 Amarok
Resources, Inc.
 (Formerly
Ukragro Corporation)
 (A
Development Stage Company)
 Statement
of Changes in Stockholders’ Deficit
 For
the Period from Inception (October 23, 2008) Through October 31,
2009
 
 
 AdditionalCommon
      Stock
              
              
              Paid-in
              
              
              AccumulatedShares
              
              
              Amount
              
              
              Capital
              
              
              Deficit
              
              
              TotalBalances
      at October 23, 2008
              
              
              --
              
              
              $
              --
              
              
              $
              --
              
              
              $
              --
              
              
              $
              --Issuance
      of founder’s shares
              
              
              2,000,000
              
              
              
              2,000
              
              
              
              (2,000
              )
              
              
              --
              
              
              
              --Contributed
      rent and consulting services
              
              
              --
              
              
              
              --
              
              
              
              500
              
              
              
              --
              
              
              
              500Imputed
      Interest
              
              
              --
              
              
              
              --
              
              
              
              1
              
              
              
              --
              
              
              
              1Net
      loss
              
              
              --
              
              
              
              --
              
              
              
              --
              
              
              
              (806
              )
              
              
              (806
              )Balances
      at  October 31, 2008
              
              
              2,000,000
              
              
              
              2,000
              
              
              
              (1,499
              )
              
              
              (806
              )
              
              
              (305
              )Issuance
      of common stock
              
              
              502,000
              
              
              
              502
              
              
              
              24,598
              
              
              
              --
              
              
              
              25,100Contributed
      rent and consulting services
              
              
              --
              
              
              
              --
              
              
              
              6,000
              
              
              
              --
              
              
              
              6,000Net
      loss
              
              
              --
              
              
              
              --
              
              
              
              --
              
              
              
              (34,464
              )
              
              
              (34,464
              )Balances
      at  October 31, 2009
              
              
              2,502,000
              
              
              $
              2,502
              
              
              $
              29,099
              
              
              $
              (35,270
              )
              
              $
              (3,669
              )
 
 
 
 See the
accompanying notes to the financial statements
  12
 
 
 Amarok
Resources, Inc.
 (Formerly
Ukragro Corporation)
 (A
Development Stage Company)
 Notes
to the Financial Statements
 
 NOTE
      1 - ORGANIZATION AND BASIS OF
PRESENTATION
 
 Amarok
Resources, Inc.  (the “Company”) was incorporated in the state of
Nevada on October 23, 2008 under the name Ukragro Corporation. On September 2,
2009, the Company filed an amendment to its articles of incorporation changing
its name to Windsor Park Forex, Inc. On January 29, 2010, the Company again
filed an amendment to its articles of incorporation changing its name to Amarok
Resources, Inc. In the January 29th
amendment, the Company also changed its authorized capital to 175,000,000 shares
of common stock at a restated par value of $.001. The accompanying financial
statements have been restated to reflect the change in capital as if it occurred
at the Company’s inception.
 
 The
Company is currently in the development stage as defined under the provisions of
Accounting Codification Standard (“ASC”) 915-10.  The Company is
currently seeking an operating business in which to acquire.
 
 Going
Concern
 
 These
      financial statements have been prepared on a going concern basis, which
      implies that the Company will continue to meet its obligations and
      continue its operations for the next fiscal year.  Realization
      value may be substantially different from carrying values as shown and
      these financial statements do not include any adjustments to the
      recoverability and classification of recorded asset amounts and
      classification of liabilities that might be necessary should the Company
      be unable to continue as a going concern.  As at October 31,
      2009 the Company has a working capital deficiency of $3,669, has not
      generated revenues and has accumulated losses of $35,270 since
      inception.  The continuation of the Company as a going concern
      is dependent upon the continued financial support from its shareholders,
      the ability to obtain necessary equity financing to continue operations,
      and the attainment of profitable operations.  These factors
      raise substantial doubt regarding the Company’s ability to continue as a
      going concern.
 
 
 NOTE
      2 - SUMMARY OF SIGNIFICANT ACCOUNTING
POLICIES
 
 Basis of
Presentation
 
 The
Company follows accounting principles generally accepted in the United States of
America. In the opinion of management, all adjustments, consisting of normal
recurring adjustments, necessary for a fair presentation of financial position
and the results of operations for the periods presented have been reflected
herein.
 
 Cash and Cash
Equivalents
 
 The
Company considers all highly liquid debt instruments and other short-term
investments with a maturity of three months or less, when purchased, to be cash
equivalents.
 
 Use of
Estimates
 
 The
preparation of financial statements in conformity with accounting principles
generally accepted in the United States of America requires management to make
estimates and assumptions that affect the reported amounts of assets and
liabilities and disclosures of contingent assets and liabilities at the date of
the financial statements and the reported amounts of revenue and expenses during
the reporting period. Actual results could differ from those
estimates.
 
 Fair Value of Financial
Instruments
 
 Pursuant
to ASC No. 820, “Fair Value Measurements and Disclosures”, the Company is
required to estimate the fair value of all financial instruments included on its
balance sheet as of October 31, 2009. The Company’s financial instruments
consist of payables and due to related party.  The Company considers
the carrying value of such amounts in the financial statements to approximate
their fair value due to the short-term nature of these financial
instruments.
 
 Loss Per Share of Common
Stock
 
 The
      Company follows ASC No. 260, formerly SFAS No. 128, “Earnings Per Share”
      (ASC No. 260) that requires the reporting of both basic and diluted
      earnings (loss) per share.  Basic earnings (loss) per share is
      computed by dividing net income (loss) available to common stockholders by
      the weighted average number of common shares  outstanding for
      the period.  The calculation of diluted earnings (loss) per
      share reflects the potential dilution that could occur if securities or
      other contracts to issue common stock were exercised or converted into
      common stock. In accordance with ASC No. 260, any anti-dilutive effects on
      net earnings (loss) per share are excluded.  For the periods
      ended October 31, 2009 and 2008, there were no common stock
      equivalents.
   13
  Recent Accounting
      Pronouncements
 
 In June
2009, the Financial Accounting Standards Board (FASB) issued ASC Statement No.
105, formerly Statement No. 168. The FASB Accounting Standards
Codification and the Hierarchy of Generally Accepted Accounting
Principles (ASC 105).  ASC 105 has become the single source
authoritative nongovernmental U.S. generally accepted accounting principles
(GAAP), superseding existing FASB, American Institute of Certified Public
Accountants, Emerging Issues Task Force, and related accounting
literature.  ASC 105 reorganized the thousands of GAAP pronouncements
into roughly 90 accounting topics and displays them using a consistent
structure.  Also included is relevant SEC guidance organized using the
same topical structure in separate sections.  The Company adopted ASC
105 on July 1, 2009.  The adoption of ASC 105 did not have an impact
on the Company’s financial position or results of operations.
 
 On
April 1, 2009, the Company adopted ASC 825-10-65, formerly SFAS No. 159,
Financial Instruments –
Overall – Transition and Open Effective Date Information (ASC 825-10-65).
ASC 825-10-65 amends ASC 825-10 to require disclosures about fair value of
financial instruments in interim financial statements as well as in annual
financial statements and also amends ASC 270-10 to require those disclosures in
all interim financial statements. The adoption of ASC 825-10-65 did not have a
material impact on the Company’s results of operations or financial
condition.
 
 On
April 1, 2009, the Company adopted ASC 855, formerly SFAS 165, Subsequent Events(ASC 855).
ASC 855 establishes general standards of accounting for and disclosure of events
that occur after the balance sheet date but before financial statements are
issued or are available to be issued. It requires the disclosure of the
date through which an entity has evaluated subsequent events and the basis for
that date – that is, whether that date represents the date the financial
statements were issued or were available to be issued. This disclosure
should alert all users of financial statements that an entity has not evaluated
subsequent events after that date in the set of financial statements being
presented. The adoption of ASC 855 did not have a material impact on the
Company’s results of operations or financial condition.
 
 On
July 1, 2009, the Company adopted ASU No. 2009-05, Fair Value Measurements and
Disclosures (Topic 820) (ASU 2009-05). ASU 2009-05 provided amendments to
ASC 820-10, Fair Value
Measurements and Disclosures – Overall, for the fair value measurement of
liabilities. ASU 2009-05 provides clarification that in circumstances in which a
quoted price in an active market for the identical liability is not available, a
reporting entity is required to measure fair value using certain techniques. ASU
2009-05 also clarifies that when estimating the fair value of a liability, a
reporting entity is not required to include a separate input or adjustment to
other inputs relating to the existence of a restriction that prevents the
transfer of a liability. ASU 2009-05 also clarifies that both a quoted price in
an active market for the identical liability at the measurement date and the
quoted price for the identical liability when traded as an asset in an active
market when no adjustments to the quoted price of the asset are required are
Level 1 fair value measurements. The adoption of ASU 2009-05 did not have a
material impact on the Company’s results of operations or financial
condition.
 
 In
October 2009, the FASB issued ASU 2009-13, Multiple-Deliverable Revenue
Arrangements, (amendments to ASC 605, Revenue Recognition) (ASU
2009-13).  ASU 2009-13 requires entities to allocate revenue in an
arrangement using estimated selling prices of the delivered goods and services
based on a selling price hierarchy. The amendments eliminate the residual method
of revenue allocation and require revenue to be allocated using the relative
selling price method.  ASU 2009-13 should be applied on a prospective
basis for revenue arrangements entered into or materially modified in fiscal
years beginning on or after June 15, 2010, with early adoption permitted.
The Company does not expect adoption of ASU 2009-13 to have a material impact on
the Company’s results of operations or financial condition.
 
 NOTE
      3 - FAIR VALUE ACCOUNTING
 
 Fair Value
Measurements
 
 On
January 1, 2008, the Company adopted ASC No. 820-10 (ASC 820-10), formerly
SFAS 157, Fair Value
Measurements.  ASC 820-10 relates to financial assets and
financial liabilities.
 
 ASC
820-10 defines fair value, establishes a framework for measuring fair value in
accounting principles generally accepted in the United States of America (GAAP),
and expands disclosures about fair value measurements. The provisions of this
standard apply to other accounting pronouncements that require or permit fair
value measurements and are to be applied prospectively with limited
exceptions.
  ASC
820-10 defines fair value as the price that would be received to sell an asset
or paid to transfer a liability in an orderly transaction between market
participants at the measurement date. This standard is now the single source in
GAAP for the definition of fair value, except for the fair value of leased
property as defined in SFAS 13. ASC 820-10 establishes a fair value hierarchy
that distinguishes between (1) market participant assumptions developed
based on market data obtained from independent sources (observable inputs) and
(2) an entity’s own assumptions, about market participant assumptions, that
are developed based on the best information available in the circumstances
(unobservable inputs). The fair value hierarchy consists of three broad levels,
which gives the highest priority to unadjusted quoted prices in active markets
for identical assets or liabilities (Level 1) and the lowest priority to
unobservable inputs (Level 3). The three levels of the fair value hierarchy
under ASC 820-10 are described below:
  14
 
 •
              Level
      1
              Unadjusted
      quoted prices in active markets that are accessible at the measurement
      date for identical, unrestricted assets or
  liabilities.
 
 •
              Level
      2
              Inputs
      other than quoted prices included within Level 1 that are observable for
      the asset or liability, either directly or indirectly, including quoted
      prices for similar assets or liabilities in active markets; quoted prices
      for identical or similar assets or liabilities in markets that are not
      active; inputs other than quoted prices that are observable for the asset
      or liability (e.g., interest rates); and inputs that are derived
      principally from or corroborated by observable market data by correlation
      or other means.
 
 •
              Level
      3
              Inputs
      that are both significant to the fair value measurement
      and   unobservable. These inputs rely on management's own
      assumptions about the assumptions that market participants would use in
      pricing the asset or liability. (The unobservable inputs are developed
      based on the best information available in the circumstances and may
      include the Company's own data.)
 
 The
following presents the Company's fair value hierarchy for those assets and
liabilities measured at fair value on a non-recurring basis as of October 31,
2009 and 2008:
 
 Level
      1: None
 Level
      2: None
 Level
      3: None
 Total
      Gain (Losses): None
 
  NOTE 4 - RELATED PARTY
      TRANSACTIONS
  For
period from Inception (October 23, 2008) to October 31, 2008, the Company
recognized donated services totaling $250 and office rent totaling $250 with an
offset to additional paid-in capital of $500, which represents the estimated
fair value of the donated services and office space.
 
 For year
ended October 31, 2009 the Company recognized donated services totaling $3,000
and office rent totaling $3,000 with an offset to additional paid-in capital of
$6,000, which represents the estimated fair value of the donated services and
office space.
 
 NOTE
      5 – COMMON STOCK
 
 In
October 2008, the Company issued 2,000,000 shares of its common stock to its
founder.
 
 In
January 2009, the Company issued 502,000 shares of common stock in a private
placement at $0.05 per share for $25,100.
 
 NOTE
      6 - INCOME TAXES
 
 The
Company accounts for income taxes under ASC No. 740, formerly SFAS 109, (ASC
740), “Accounting for Income Taxes”.  This statement mandates the
liability method of accounting for deferred income taxes and permits the
recognition of deferred tax assets subject to an ongoing assessment of
realizability.
 
 As of
October 31, 2009, the Company had estimated federal net operating loss
carryforwards totaling approximately $29,000 which can be used to offset future
federal income tax.  The federal net operating loss carryforwards
expire at various dates through 2028.  Deferred tax assets resulting
from the net operating losses are reduced by a valuation allowance, when, in the
opinion of management, utilization is not reasonably assured.  At
October 31, 2009, the Company’s gross deferred tax asset totaled $10,150. This
amount was reduced 100% by a valuation allowance, making the net deferred tax
asset $0.
 
 Net
deferred tax assets consist of the following components as of:
 
 October
      30, 2009
              
              
              October
      30, 2008Deferred
      Tax
              
              $
              10,150
              
              
              $
              107Valuation
      Allowance
              
              
              (10,150
              )
              
              
              (107
              )Net
      deferred tax Asset
              
              $
              --
              
              
              $
              --
 
 
 NOTE
      7 - SUBSEQUENT EVENT
 
 The
Company has evaluated subsequent events through February 16, 2010, the date
these financial statements were issued.
 
 On
January 29, 2010, the Company authorized a 60:1 stock split for all shares then
outstanding. The stock-split is currently under review and will become effective
upon approval by the reviewing regulatory agency.
 
 15
  Item
9. Changes In and Disagreements with Accountants on Accounting/Financial
Disclosure
  None.
  Item
9A(T) Controls and Procedures
  Evaluation of Disclosure Controls and
Procedures
  Our
management has evaluated, under the supervision and with the participation of
our chief executive officer and chief financial officer, the effectiveness of
our disclosure controls and procedures as of the end of the period covered by
this report pursuant to Rule 13a-15(b) under the Securities Exchange Act of 1934
(“the Exchange Act”).   Based on that evaluation, our chief
executive officer and chief financial officer have concluded that, as of the end
of the period covered by this report, our disclosure controls and procedures are
not effective in ensuring that information required to be disclosed in our
Exchange Act reports is (1) recorded, processed, and summarized and reported
with the time periods specified in the Securities and Exchange Commission’s
rules and forms and (2) accumulated and communicated to our management,
including our chief executive officer and chief financial officer, as
appropriate to allow timely decisions regarding required
disclosure.
  Management’s
Annual Report on Internal Control over Financial Reporting
  Management
is responsible for establishing and maintaining adequate internal control over
financial reporting, as such terms are defined in Rules 13(a) – 15(f)
promulgated under the Securities Exchange Act of 1934, as amended. The purpose
of an internal control system is to provide reasonable assurance to the
Company’s management and board of directors regarding the preparation and fair
presentation of published financial statements.
  An
internal control material weakness is a significant deficiency, or aggregation
of deficiencies, that does not reduce to a relatively low level the risk that
material misstatements in financial statements will be prevented or detected on
a timely basis by employees in the normal course of their work. An internal
control significant deficiency, or aggregation of deficiencies, is one that
could result in a misstatement of the financial statements that is more than
consequential.
  Management
assessed the effectiveness of the Company’s internal control over financial
reporting as of October 31, 2009 and this assessment identified the following
material weaknesses in the company’s internal control over financial
reporting:
  o
              A
      system of internal controls (including policies and procedures) has
      neither been designed nor implemented.o
              A
      formal, internal accounting system has not been
    implemented.o
              Segregation
      of duties in the handling of cash, cash receipts, and cash disbursements
      is not formalized.
  It is
Management’s opinion that the above weaknesses exist due to the small size of
operating staff and the current phase of operations (e.g., no current sales
activity).
  In making
this assessment, Management used the criteria set forth by the Committee of
Sponsoring Organizations of the Treadway Commission (COSO) in Internal
Control – Integrated Framework.  Because of the material weaknesses
described in the preceding paragraph, Management believes that, as of October
31, 2009, the Company’s internal control over financial reporting was not
effective based on those criteria.
  This
annual report does not include an attestation report of the Company's registered
public accounting firm regarding internal control over financial reporting.
Management's report was not subject to attestation by the Company's registered
public accounting firm pursuant to temporary rules of the Securities and
Exchange Commission that permit the Company to provide only management's report
in this annual report.
  Changes
in Internal Control over Financial Reporting
  There
were no changes in the Company's internal control over financial reporting that
occurred during the year ended October 31, 2009, that materially affected, or
are reasonably likely to materially affect, the Company's internal control over
financial reporting.
  Inherent Limitations of Internal
Controls
  Our
Principal Executive Officer and Principle Financial Officer do not expect that
our disclosure controls or internal controls will prevent all error and all
fraud. Although our disclosure controls and procedures were designed to provide
reasonable assurance of achieving their objectives and our principal executive
and financial officer have determined that our disclosure controls and
procedures are effective at doing so, a control system, no matter how well
conceived and operated, can provide only reasonable, not absolute assurance that
the objectives of the system are met. Further, the design of a control system
must reflect the fact that there are resource constraints, and the benefits of
controls must be considered relative to their costs. Because of the inherent
limitations in all control systems, no evaluation of controls can provide
absolute assurance that all control issues and instances of fraud, if any,
within the Company have been detected. These inherent limitations include the
realities that judgments in decision-making can be faulty, and that breakdowns
can occur because of simple error or mistake. Additionally, controls can be
circumvented if there exists in an individual a desire to do so. There can be no
assurance that any design will succeed in achieving its stated goals under all
potential future conditions.
  Furthermore,
smaller reporting companies face additional limitations. Smaller reporting
companies employ fewer individuals and find it difficult to properly segregate
duties. Often, one or two individuals control every aspect of the Company's
operation and are in a position to override any system of internal control.
Additionally, smaller reporting companies tend to utilize general accounting
software packages that lack a rigorous set of software controls.
  This
annual report does not include an attestation report of the Company’s registered
public accounting firm regarding internal control over financial reporting.
 Management’s report was not subject to attestation by the Company’s
registered public accounting firm pursuant to temporary rules of the Securities
and Exchange Commission that permit the Company to provide only management’s
report in this Form 10-K.
  Item
9B. Other Information
  None.
  16
  Part
III
  Item
10. Directors, Executive Officers and Corporate Governance
  The
following persons are the executive officers, directors, and key employees of
the Company and hold the offices set forth opposite their names.
  
 Name
              
              Age
              
              PositionRon
      Ruskowsky
              
              42
              
              Chairman,
      President, Treasurer and Principal Executive and Principal Financial
      Officer
  Directors
serve until the next annual meeting of the stockholders; until their successors
are elected or appointed and qualified, or until their prior resignation or
removal. Officers serve for such terms as determined by our board of directors.
Each officer holds office until such officer’s successor is elected or appointed
and qualified or until such officer’s earlier resignation or removal. No family
relationships exist between any of our present directors and
officers.
  The
directors of the Company are aware of no petitions or receivership actions
having been filed or court appointed as to the business activities, officers,
directors, or key personnel of the Company.
  There are
no familial relationships among the officers and directors, nor are there any
arrangements or understanding between any of our directors or officers or any
other person pursuant to which any officer or director was or is to be selected
as an officer or director.
  No
non-compete or non-disclosure agreements exist between the management of the
Company and any prior or current employer.
  The
Company has not, nor proposes to do so in the future, make loans to any of its
officers, directors, key personnel, 10% stockholders, relatives thereof, or
controllable entities.
  The
following is a brief account of the business experience during the past five
years or more of each of our directors and executive officers:
  Ron
Ruskowsky became our President, Chief Executive Officer, Chairman, and principal
shareholder on January 4, 2010. Mr. Ruskowsky has a diverse and strong
background in corporate structure, management and finance.  He has
been involved in all aspects of management from marketing to finance and
acquisitions in both public and private corporations for over 22 years. Mr.
Ruskowsky has been involved in the start-up and development phase of companies
involved in precious and base metal exploration, oil and gas exploration and
development and sales, real estate development, as well as offering consulting
services to numerous small companies since the late 1990's. Mr. Ruskowsky has
significant experience and knowledge in managing the growth of small cap
resource companies.  Mr. Ruskowsky is currently President and CEO of
Royal Quantum Group, Inc., a public company currently quoted on the
OTCBB.
   Section 16(a) Beneficial
Ownership Reporting Compliance
  Section
16(a) of the Securities Exchange Act of 1934 requires the Company’s directors
and officers, and persons who own more than ten-percent (10%) of the Company’s
common stock, to file with the Securities and Exchange Commission reports of
ownership on Form 3 and reports of change in ownership on Forms 4 and 5. Such
officers, directors and ten-percent stockholders are also required to furnish
the Company with copies of all Section 16(a) reports they file. Based solely on
its review of the copies of such forms received by the Company and on written
representations from certain reporting persons, the Company believes that all
Section 16(a) reports applicable to its officers, directors and ten-percent
stockholders with respect to the fiscal year ended October 31, 2009 were
filed.
  Code of
Ethics
  As a
company with only one officer and director, as of yet, we have not adopted a
code of ethics that applies to the Principal Executive Officer and Principal
Financial and Accounting Officers.  However, we plan to do so in the
near future and will provide to any person without charge, upon request, a copy
of our code of ethics.  Request may be directed to our Principal
Executive Offices.
  
 Board of Director Meetings
and Committees
  Our Board
of Directors consists of a sole member and has acted through unanimous consent
resolutions.
  Our
directors hold office until the earlier of their death, resignation or removal
or until their successors have been qualified. None of our directors receive any
remuneration for acting as such. Directors may however be reimbursed their
expenses, if any, for attendance at meetings of the Board of
Directors.
  Our Board
of Directors may designate from among its members an executive committee and one
or more other committees. No such committees have been appointed to date.
Accordingly, we do not have an audit committee or an audit committee financial
expert. We are presently not required to have an audit committee financial
expert but intend to retain one in conjunction with the growth of our business.
We have determined that for the purpose of and pursuant to the instructions of
item 407(d) of regulation S-K titled Audit Committee Financial Expert,we do not currently have
a member that possesses the attributes of an “audit committee financial
expert”.
  Similarly
we do not have a nominating committee or a committee performing similar
functions. Presently, our entire board serves the functions of an audit
committee and a nominating committee. We have not implemented procedures by
which our security holders may recommend board nominees to us but expect to do
so in the future.
  The Board
is expected to appoint an audit committee, nominating committee and compensation
committee, and to adopt charters relative to each such committee. Until further
determination by the Board, the full Board will undertake the duties of the
audit committee, compensation committee and nominating committee.
 17
  Item
11. Executive Compensation
 The
following table sets forth information concerning the total compensation paid or
accrued by us during the two fiscal years ended October 31, 2009
to:
 ·
              all
      individuals that served as our chief executive officer, chief financial
      officer or acted in a similar capacity for us at any time during the
      fiscal year ended October 31, 2009
and
 ·
              all
      individuals that served as executive officers of ours at any time during
      the fiscal year ended October 31, 2009 that received annual compensation
      during the fiscal year ended October 31, 2009 in excess of
      $100,000.
  SUMMARY
COMPENSATION TABLE
   Position
              
              Year
              Salary
                ($)
              Bonus
                ($)
              Stock
      Awards
                ($)
              Option
      Awards
                ($)
              Non-Equity Incentive
      Plan Compensation
                ($)
              All Other
      Compensation
                ($)
              Total
                ($)Current
      Officers/DirectorsRon
      Ruskowsky
              
              2009
              0
              0
              0
              0
              0
              0
              0Chief Executive and
                Financial Officer (1/28/10)
  We had no
pension plans or plans or agreements which provide compensation on the event of
termination of employment or change in control of us and have therefore
eliminated a column specified by Item 402 (c)(2) titled “Change in Pension Value
and Nonqualified Deferred Compensation Earnings (h)” in the above Summary
Compensation Table
 
  Director
Compensation
  Name
              
              Year
              Fees Earned Or Paid
      In Cash
                ($)
              Stock
      Awards
                ($)
              Option
      Awards
                ($)
              Non-Equity Incentive
      Plan Compensation
                ($)
              Nonqualified
      Deferred Compensation Earnings
                ($)
              All Other
      Compensation
                ($)
              Total
                ($)Ron
      Ruskowsky
              
              2009
              0
              0
              0
              0
              
              0
              0Director (1/28/10)
   We have
no plans in place and have never maintained any plans that provide for the
payment of retirement benefits or benefits that will be paid primarily following
retirement including, but not limited to, tax qualified deferred benefit plans,
supplemental executive retirement plans, tax-qualified deferred contribution
plans and nonqualified deferred contribution plans. Similarly, we have no
contracts, agreements, plans or arrangements, whether written or unwritten, that
provide for payments to the named executive officers or any other persons
following, or in connection with the resignation, retirement or other
termination of a named executive officer, or a change in control of us or a
change in a named executive officer’s responsibilities following a change in
control.
  No family
relationships exist among any directors, executive officers, or persons
nominated or chosen to become directors or executive officers.
 
 Employment
Agreements
 None of
our employees have written employment agreements. All of our other employees are
employees at will and can be terminated upon notice.
 
 Compensation of
Directors
 There are
currently no compensation arrangements in place for members of the Board of
Directors acting as such. We expect to establish these arrangements as new
members are appointed to the Board of Directors. Directors may however be
reimbursed their expenses, if any, for attendance at meetings of the Board of
Directors.
 
  18
   Item
12.Security Ownership of Certain Beneficial Owners
and Managementand
Related Stockholder Matters
 
 Beneficial Ownership
Table
 
 The
following table sets forth, as of February 16, 2010; the beneficial ownership of
Amarok Resources, Inc. common stock by each person known to the Company to
beneficially own more than five percent (5%) of the Company’s common stock,
including options, outstanding as of such date and by the officers and directors
of the Company as a group. Except as otherwise indicated, all shares are owned
directly:
  Unless
otherwise indicated in the footnotes to the following table, each person named
in the table has sole voting and investment power and that person’s address is
c/o Amarok Resources, Inc., 239 B Schorsa Street, Zhitomir, Ukraine 1008. Shares
of Common Stock subject to options, warrants, or convertible notes currently
exercisable or convertible or exercisable or convertible within 60 days of the
Closing Date of the Merger are deemed outstanding for computing the share
ownership and percentage of the person holding such options, warrants, or
convertible notes but are not deemed outstanding for computing the percentage of
any other person.
 
 Shares
      Beneficially OwnedName
      and Address of Beneficial Owner
              
              Number of Shares
      Beneficially Owned
              
              Percentage of Common
      Stock Outstanding(1)Officers
      and DirectorsRon
      Ruskowsky
              
              2,000,000
              
              
              79.9%5%
      OwnersOfficers
      and Directors as a Group
              
              0
              
              
              79.9%
 *Less
than 1%.
  
  (1)
              Based
      on 2,502,000 shares of Common Stock issued and outstanding on February 16,
      2010
   Equity Compensation Plan
Information
 
 We have
no Equity Compensation Plan
   Item
13. Certain Relationships and Related Transactions
  For
period from Inception (October 23, 2008) to October 31, 2008, the Company
recognized donated services totaling $250 and office rent totaling $250 with an
offset to additional paid-in capital of $500, which represents the estimated
fair value of the donated services and office space.
  For year
ended October 31, 2009 the Company recognized donated services totaling $3,000
and office rent totaling $3,000 with an offset to additional paid-in capital of
$6,000, which represents the estimated fair value of the donated services and
office space.
  In
October 2008, we issued a total of 2,000,000 shares of restricted common stock
to Maria Yahodka, our former sole officer and director. These shares represent
100% of our issued and outstanding shares at the time of issue.
 
 
 
 
  19
   Item
14. Principal Accountant Fees and Services
   (1)
              Audit
      Fees
  The
aggregate fees billed for each of the last two fiscal years for professional
services rendered by the principal accountant for the audit of the registrant's
annual financial statements and review of financial statements included in the
registrant's Form 10-K or services that are normally provided by the accountant
in connection with statutory and regulatory filings or engagements for the
fiscal years ending October 31, 2009 and 2008 were: $2,800 and $0,
respectively.
  (2)
              Audit-Related
      Fees
  No
aggregate fees were billed in each of the last two fiscal years for assurance
and related services by the principal accountant that are reasonably related to
the performance of the audit or review of the registrant's financial statements
and are not reported under item (1) for the fiscal years ending October 31, 2009
and 2008.
  (3)
              Tax
      Fees
  No
aggregate fees were billed for professional services rendered by the principal
accountant for tax compliance, tax advice, and tax planning for the fiscal years
ending October 31, 2009 and 2008.
  (4)
              All
      Other Fees
  No
aggregate fees were billed for professional services provided by the principal
accountant, other than the services reported in items (1) through (3) for the
fiscal years ending October 31, 2009 and 2008.
  (5)
              Audit
      Committee
  The
registrant's Audit Committee, or officers performing such functions of the Audit
Committee, have approved the principal accountant's performance of services for
the audit of the registrant's annual financial statements and review of
financial statements included in the registrant's Form 10-K or services that are
normally provided by the accountant in connection with statutory and regulatory
filings or engagements for the fiscal year ending October 31, 2009.
Audit-related fees, tax fees, and all other fees, if any, were approved by the
Audit Committee or officers performing such functions of the Audit
Committee.
  (6)
              Work
      Performance by others
  The
percentage of hours expended on the principal accountant's engagement to audit
the registrant's financial statements for the most recent fiscal year that were
attributed to work performed by persons other than the principal accountant's
full-time, permanent employees was less than 50 percent.
  20
  Item
15. Exhibits, Financial Statement Schedules
  Exhibits
  Ukragro Corporation includes by
reference the following exhibits:
  3.1      Articles
of Incorporation, exhibit 3.1 filed with the registrant’s Registration
Statement
  on Form S -1, as amended; filed with
the Securities and Exchange Commission on
  January 6, 2009.
  3.2      Bylaws,
filed as exhibit 3.2 with the registrant’s Registration Statement on Form
S-1,
  as amended; filed with the Securities
and Exchange Commission on January 6, 2009.
   Ukragro Corporation includes herewith
the following exhibits:
  3.3            
Amended Articles of Incorporation
  31  
           Certification
of Principal Executive and Financial Officer (Rule
13a-14(a)/15(d)-14(a))
  32  
           Certification
of Principal Executive and Financial Officer (18 U.S.C. 1350)
 
 
  Amarok
Resources, Inc. includes herein the following financial statements:
    PageReport of
      Independent Registered Public Accounting Firm
              
              7Financial
      Statements
              
              8Balance
      Sheets
              
              8Statements of
      Operations
              
              9Statements of
      Cash Flows
              
              10Statement of
      Changes in Stockholders’ Equity
              
              11Notes to
      Financial Statements
              
              12 -
    14
  
  21
   SIGNATURES
   In
accordance with Section 13 or 15(d) of the Exchange Act, the registrant caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
  Amarok Resources,
      Inc.Date:
      February 19, 2010
                By:
                /s/ Ron
      RuskowskyRon
      RuskowskyPresident,
      Principal Executive Officerand
      Principal Accounting Officer
  
  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.
  Date:
      February 19, 2010
              By:
              /s/ Ron
      RuskowskyRon
      RuskowskyPresident,
      Principal Executive Officerand
      Principal Accounting Officer