**UNITED      STATES**

**SECURITIES      AND EXCHANGE COMMISSION**

**Washington,      D.C. 20549**

**FORM      10-KSB/A**

**August      31, 2007**

**000**
**-51306**

**SOUTHRIDGE      ENTERPRISES INC.**

| **Nevada**                                                      |   | **98-0435537**                                      |
|-----------------------------------------------------------------|--------|-----------------------------------------------------|
| (State                or other jurisdiction of incorporation or |   | (I.R.S.                Employer Identification No.) |
| organization)                                                   |   |                                                |
|                                                            |   |                                                |
| **3625N.                Hall, Suite 900**                       |   |                                                |
| **Dallas,                Texas**                                |   | **75219-5106**                                      |
| (Address                of principal executive offices)         |   | (Zip                Code)                           |

| Securities                registered pursuant to Section 12(b) of the Act: |                                                     |
|----------------------------------------------------------------------------|----------------------------------------------------------|
|                                                                       |                                                     |
| Title                of each class                                         | Name                of each exchange on which registered |
| **Nil**                                                                    | **Nil**                                                  |

**Common      Shares, par value $0.001**

*Exchange      Act*

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State      the      aggregate market value of the voting and non-voting common equity held by      non-affiliates computed by reference to the price at which the common equity      was      sold, or the average bid and asked prices of such common equity, as of a      specified date within 60 days. (See definition of affiliate in Rule 12b-2 of      the      Exchange Act.)

**38,086,795      common shares @ $0.19 **
**(1)**

**      = $7,236,491**

**(ISSUERS      INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PRECEDING FIVE      YEARS)**

**(APPLICABLE      ONLY TO CORPORATE REGISTRANTS)**

**60,505,000      common shares issued and outstanding as of December 12,      2007**

**DOCUMENTS      INCORPORATED BY REFERENCE**

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**PART      I**

**Item      1. Description of Business.**

*Corporate      Overview*

*Corporate      History*

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*Our      Current Business*

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| 1. | Completion                of our Ethanol Production Facilities |
|----|----------------------------------------------------------------|

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| 2. | Make                Strategic Acquisitions of Existing or Pending Ethanol Production                Facilities |
|----|----------------------------------------------------------------------------------------------------------------|

| 3. | Identify                and Exploit New Renewable Fuels and Technologies |
|----|--------------------------------------------------------------------------|

*Employees*

*Competition*

*Compliance      with Government Regulation *

|   | 1      | restrictions                on our proposed business operations and/or the need to install enhanced                or                additional controls;                                                                                                                                                                                                                         |
|--------|--------|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|   |   |                                                                                                                                                                                                                                                                                                                                                                              |
|   | 2      | the                need to obtain and comply with permits and                authorizations;                                                                                                                                                                                                                                                                                      |
|   |   |                                                                                                                                                                                                                                                                                                                                                                              |
|   | 3      | liability                for exceeding applicable permit limits or legal requirements, in                certain                cases for the remediation of contaminated soil and groundwater at                our                facilities, contiguous and adjacent properties and other properties                owned                and/or operated by third parties; and |
|   |   |                                                                                                                                                                                                                                                                                                                                                                              |
|   | 4      | specifications                for the ethanol we market and plan to produce and                market.                                                                                                                                                                                                                                                                            |

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*Intellectual      Property*

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**RISK      FACTORS**

***Risks      Associated With Our Business***

*We      have no operating history and as a result there is no assurance we can operate      on a profitable basis.*

*Governmental      Regulations or the Repeal or Modification of Various Tax Incentives Favoring      the      use of Ethanol could reduce the demand for Ethanol *

*If      we      do not obtain additional financing, our business will fail and our investors      could lose their investment. *

acquisition      is subject to our ability to obtain the financing necessary for us to fund      and      carry out exploration programs on the properties. The requirements are      substantial. We presently have approximately $9,000,000 remaining on a line      of      credit facility granted by Uniform Ventures Ltd. Obtaining additional financing      would be subject to a number of factors, including market prices for resources,      investor acceptance of our properties, and investor sentiment. These factors      may      make the timing, amount, terms or conditions of additional financing unavailable      to us. The most likely source of future funds presently available to us is      through the sale of equity capital and loans. Any new sales of share capital      will result in dilution to existing shareholders. 

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*Violations      of Environmental Regulations could subject us to severe penalties and materially      and aversely affect potential sales.*

*Our      Failure to Manage our Growth effectively could Prevent us from achieving our      Goals.*

*The      Market Price of Ethanol is Volatile and subject to significant fluctuations,      which may cause our potential profitability to fluctuate significantly*

price      of      ethanol or WDG, or any material increase in the price of corn, will adversely      affect our sales and profitability.

----

*The      construction and operation of our planned Ethanol Production Facilities may      be      adversely affected by Environmental Regulations and Permit      Requirements*

*The      raw materials and energy necessary to produce Ethanol may be unavailable or      may      increase in price, adversely affecting our potential      profitability.*

***Risks      Associated with Our Common Stock***

*Trading      on the OTC Bulletin Board may be volatile and sporadic, which could depress      the      market price of our common stock and make it difficult for our stockholders      to      resell their shares.*

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*Our      stock is a penny stock. Trading of our stock may be restricted by the SEC’s      penny stock regulations and the NADSD’s sales practice requirements, which may      limit a stockholder’s ability to buy and sell our stock.*

Our      stock      is a penny stock. The Securities and Exchange Commission has adopted Rule 15g-9      which generally defines “penny stock” to be any equity security that has a      market price (as defined) less than $5.00 per share or an exercise price of      less      than $5.00 per share, subject to certain exceptions. Our securities are covered      by the penny stock rules, which impose additional sales practice requirements      on      broker-dealers who sell to persons other than established customers and“accredited investors”. The term “accredited investor” refers generally to      institutions with assets in excess of $5,000,000 or individuals with a net      worth      in excess of $1,000,000 or annual income exceeding $200,000 or $300,000 jointly      with their spouse. The penny stock rules require a broker-dealer, prior to      a      transaction in a penny stock not otherwise exempt from the rules, to deliver      a      standardized risk disclosure document in a form prepared by the SEC which      provides information about penny stocks and the nature and level of risks in      the      penny stock market. The broker-dealer also must provide the customer with      current bid and offer quotations for the penny stock, the compensation of the      broker-dealer and its salesperson in the transaction and monthly account      statements showing the market value of each penny stock held in the customer’s      account. The bid and offer quotations, and the broker-dealer and salesperson      compensation information, must be given to the customer orally or in writing      prior to effecting the transaction and must be given to the customer in writing      before or with the customer’s confirmation. In addition, the penny stock rules      require that prior to a transaction in a penny stock not otherwise exempt from      these rules, the broker-dealer must make a special written determination that      the penny stock is a suitable investment for the purchaser and receive the      purchaser’s written agreement to the transaction. These disclosure requirements      may have the effect of reducing the level of trading activity in the secondary      market for the stock that is subject to these penny stock rules. Consequently,      these penny stock rules may affect the ability of broker-dealers to trade our      securities. We believe that the penny stock rules discourage investor interest      in and limit the marketability of our common stock.

***Other      Risks***

*Because      some of our officers and directors are located in non-U.S. jurisdictions, you      may have no effective recourse against the non U.S. officers and directors      for      misconduct and may not be able to enforce judgment and civil liabilities against      such parties.*

*Trends,      Risks and Uncertainties *

**Item      2. Description of Property.**

*Executive      Offices*

needs      and      does not anticipate any difficulty securing alternative or additional space,      as      needed, on terms acceptable to the Company.

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*Properties*

**Item      3. Legal Proceedings.**

**Item      4. Submissions of Matters to a Vote of Security Holders.**

**PART      II**

**Item      5. Market for Common Equity and Related Stockholder      Matters.**

**National      Association of Securities Dealers**

**OTC      Bulletin Board**

| **Quarter Ended****(1)**    |   | **High** |   | **Low** |   |
|----------------------------------|--------|----------|--------|---------|--------|
| November                30, 2006 |   | $        | 0.96   |    | $      | 0.96 |   |
| February                28, 2007 |   | $        | 0.18   |    | $      | 0.18 |   |
| May                31, 2007      |   | $        | 0.13   |    | $      | 0.13 |   |
| August                31, 2007   |   | $        | 0.13   |    | $      | 0.13 |   |

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*Dividend      Policy*

*Recent      Sales of Unregistered Securities *

*Equity      Compensation Plan Information*

**Item      6. Management’s Discussion and Analysis or Plan of      Operation.**

*Overview*

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***Plan      of Operations***

We      are a      development stage company that has not yet generated or realized any revenues      from our business operations.

*Off-Balance      Sheet Arrangements*

***Financial      Condition, Liquidity and Capital Resources***

*Cash      Requirements*

Ventures      Ltd.. There is still no assurance that we will be able to maintain operations      at      a level sufficient for an investor to obtain a return on his investment in      our      common stock. Further, we may continue to be unprofitable.

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*Going      Concern*

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The      gain      or loss on translation is reported as a separate component of stockholders'      equity and is not recognized in net income. Gains or losses on re-measurement      are recognized in current net income. Gains or losses from foreign currency      transactions are recognized in current net income.

*Recently      Issued Accounting Standards*

basis      and      nature of the estimates and assumptions involved with the following aspects      of      our financial statements is critical to an understanding of our      financials.

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**Item      7. Financial Statements.**

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TABLE      OF      CONTENTS

|                                                                                             | Page   |
|--------------------------------------------------------------------------------------------------|--------|
|                                                                                             |   |
| Report                of Independent Registered Public Accountants                               | F-1    |
|                                                                                             |   |
| Consolidated                Balance Sheets                                                       |   |
| August                31, 2007 and 2006                                                          | F-3    |
|                                                                                             |   |
| Consolidated                Statements of Operations                                             |   |
| For                the Years Ended August 31, 2007 and 2006                                      |   |
| And                for the Period from May 4, 2004 (inception) to August 31,                2007 | F-4    |
|                                                                                             |   |
| Consolidated                Statement of Stockholders’ Equity                              |   |
| For                the Period from May 4, 2004 (inception) to August 31, 2007                    | F-5    |
|                                                                                             |   |
| Consolidated                Statements of Cash Flows                                             |   |
| For                the Years Ended August 31, 2007 and 2006                                      |   |
| And                for the Period from May 4, 2004 (inception) to August 31,                2007 | F-6    |
|                                                                                             |   |
| Notes                to the Consolidated Financial Statements                                    | F-7    |

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REPORT      OF      INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS

|                                | /s/                Robison, Hill & Co.  |
|-------------------------------------|--------------------------------------------------|
|                                | Certified                Public Accountants      |
| Salt                Lake City, Utah |                                             |
| December                7, 2007     |                                             |

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|                                                                                                                                                                                                                                      |   | August 31, |       |
|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|--------|-----------------|------------|
|                                                                                                                                                                                                                                      |   | 2007            |       |  2006 |   |
| ASSETS                                                                                                                                                                                                                                    |   |            |       |    |   |
| Current                Assets                                                                                                                                                                                                             |   |            |       |    |   |
| Cash                and cash equivalents                                                                                                                                                                                                  |   | $               | -          |   | $ | 7,548 |   |
|                                                                                                                                                                                                                                      |   |            |       |   |   |   |   |
| Land                                                                                                                                                                                                                                      |   |            | 375,000    |   |   | - |   |
|                                                                                                                                                                                                                                      |   |            |       |   |   |   |   |
| Total                Assets                                                                                                                                                                                                               |   | $               | 375,000    |   | $ | 7,548 |   |
|                                                                                                                                                                                                                                      |   |            |       |   |   |   |   |
| LIABILITIES                AND STOCKHOLDERS’ EQUITY                                                                                                                                                                                 |   |            |       |   |   |   |   |
| Current                Liabilities                                                                                                                                                                                                        |   |            |       |   |   |   |   |
| Account                Payable                                                                                                                                                                                                            |   | $               | 178,448    |   | $ | 25,144 |   |
| Checks                in excess of cash                                                                                                                                                                                                   |   |            | 173        |   |   | - |   |
| Demand                loans – related party                                                                                                                                                                                         |   |            | 239,762    |   |   | - |   |
| Interest                Payable                                                                                                                                                                                                           |   |            | 61,016     |   |   | - |   |
| Total                current liabilities                                                                                                                                                                                                  |   |            | 479,399    |   |   | 25,144 |   |
|                                                                                                                                                                                                                                      |   |            |       |   |   |   |   |
| Line                of Credit                                                                                                                                                                                                             |   |            | 752,517    |   |   | - |   |
|                                                                                                                                                                                                                                      |   |            |       |   |   |   |   |
| Total                Liabilities                                                                                                                                                                                                          |   |            | 1,231,916  |   |   | 25,144 |   |
|                                                                                                                                                                                                                                      |   |            |       |   |   |   |   |
| Stockholders’                Equity                                                                                                                                                                                                 |   |            |       |   |   |   |   |
| Preferred                stock, $0.001 par value, authorized 500,000,000 shares, -0-                issued                                                                                                                                |   |            |       |   |   |   |   |
| Common                stock, $0.001 par value, authorized 500,000,000 shares, 53,005,000                issued                and outstanding at August 31, 2007, and 51,675,000 issued and outstanding                at August 31, 2006 |   |            | 53,005     |   |   | 51,675 |   |
| Additional                paid-in Capital                                                                                                                                                                                                 |   |            | 239,208    |   |   | 41,038 |   |
| Deficit                accumulated during development stage                                                                                                                                                                               |   |            | (1,149,129 | ) |   | (110,309 | ) |
| Total                stockholders’ equity (deficiency)                                                                                                                                                                              |   |            | (856,916   | ) |   | (17,596 | ) |
|                                                                                                                                                                                                                                      |   |            |       |   |   |   |   |
| Total                Liabilities and Stockholders’ Equity                                                                                                                                                                           |   | $               | 375,000    |   | $ | 7,548 |   |

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SOUTHRIDGE      ENTERPRISES, INC.

|                                      |   |                               |       |               |   |  Accumulated |   |
|-------------------------------------------|--------|------------------------------------|------------|-------------------------|--------|-------------------|--------|
|                                      |   |                               |       |               |   |  Since       |   |
|                                      |   |                               |       |               |   |  4-May-04    |   |
|                                      |   | For the Years Ended |       |  Inception of |   |
|                                      |   | August 31,                    |       |  Development       |   |
|                                      |   | 2007                               |       |  2006              |   |  Stage       |   |
|                                      |   |                               |       |               |   |         |   |
| Revenues                                  |   | $                                  | -          |                    | $      | -                 |   | $ | - |   |
|                                      |   |                               |       |                    |   |              |   |   |   |   |
| Expenses                                  |   |                               |       |                    |   |              |   |   |   |   |
| Consulting                fees            |   |                               | 650,300    |                    |   | -                 |   |   | 650,300 |   |
| General                and Administrative |   |                               | 249,723    |                    |   | 27,914            |   |   | 351,732 |   |
| Investor                Relations         |   |                               | 77,781     |                    |   | -                 |   |   | 77,781 |   |
| Mineral                Property costs     |   |                               | -          |                    |   | 500               |   |   | 8,300 |   |
|                                      |   |                               |       |                    |   |              |   |   |   |   |
| Total                Expenses             |   |                               | 977,804    |                    |   | 28,414            |   |   | 1,088,113 |   |
|                                      |   |                               |       |                    |   |              |   |   |   |   |
| Other                Income (Expense)     |   |                               |       |                    |   |              |   |   |   |   |
| Interest                Expense           |   |                               | (61,016    | )                       |   | -                 |   |   | (61,016 | ) |
|                                      |   |                               |       |                    |   |              |   |   |   |   |
| Net                Income (Loss)          |   | $                                  | (1,038,820 | )                       | $      | (28,414           | )      | $ | (1,149,129 | ) |
|                                      |   |                               |       |                    |   |              |   |   |   |   |
| Weighted                Average Shares    |   |                               | 52,192,425 |                    |   | 51,675,000        |   |   |   |   |
|                                      |   |                               |       |                    |   |              |   |   |   |   |
| Loss                Per Common Share      |   | $                                  | (0.02      | )                       | $      | -                 |   |   |   |   |

----

SOUTHRIDGE      ENTERPRISES, INC.

|                                                              |   |              |       |            |   |             |   |  Deficit           |    |           |   |
|-------------------------------------------------------------------|--------|-------------------|------------|----------------------|--------|-----------------------|--------|-------------------------|---------|---------------------|--------|
|                                                              |   |              |       |            |   |             |   |  Accumulated       |    |           |   |
|                                                              |   |              |       |            |   |             |   |  From              |    |           |   |
|                                                              |   |              |       |            |   |  Paid In    |   |  4-May-04          |    |  Total         |   |
|                                                              |   |              |       |            |   |  Capital In |   |  Inception of |    |  Stockholders' |   |
|                                                              |   | Common Stock |       |  Excess of |   |  Development     |   |  Equity            |    |
|                                                              |   | Shares            |       |  Amount         |   |  Par Value  |   |  Stage             |    |  (Deficiency)  |   |
| Balance                at May 4, 2004 (inception)                 |   |              | -          |                 | $      | -                     |   | $                       | -       |                | $      | - |   | $ | - |   |
| Common                stock issued for cash                       |   |              |       |                 |   |                  |   |                    |    |                |   |   |   |   |   |   |
| ($0.01                per share)                                  |   |              | 30,000,000 |                 |   | 30,000                |   |                    | (24,000 | )                   |   | - |   |   | 6,000 |   |
| ($0.02                per share)                                  |   |              | 21,675,000 |                 |   | 21,675                |   |                    | 65,038  |                |   | - |   |   | 86,713 |   |
|                                                              |   |              |       |                 |   |                  |   |                    |    |                |   |   |   |   |   |   |
| Net                loss - May 4, 2004 to August 31, 2004          |   |              | -          |                 |   | -                     |   |                    | -       |                |   | (36,870 | ) |   | (36,870 | ) |
|                                                              |   |              |       |                 |   |                  |   |                    |    |                |   |   |   |   |   |   |
| Balance                at August 31, 2004                         |   |              | 51,675,000 |                 |   | 51,675                |   |                    | 41,038  |                |   | (36,870 | ) |   | 55,843 |   |
|                                                              |   |              |       |                 |   |                  |   |                    |    |                |   |   |   |   |   |   |
| Net                loss                                           |   |              | -          |                 |   | -                     |   |                    | -       |                |   | (45,025 | ) |   | (45,025 | ) |
|                                                              |   |              |       |                 |   |                  |   |                    |    |                |   |   |   |   |   |   |
| Balance                at August 31, 2005                         |   |              | 51,675,000 |                 |   | 51,675                |   |                    | 41,038  |                |   | (81,895 | ) |   | 10,818 |   |
|                                                              |   |              |       |                 |   |                  |   |                    |    |                |   |   |   |   |   |   |
| Net                loss                                           |   |              | -          |                 |   | -                     |   |                    | -       |                |   | (28,414 | ) |   | (28,414 | ) |
|                                                              |   |              |       |                 |   |                  |   |                    |    |                |   |   |   |   |   |   |
| Balance                at August 31, 2006                         |   |              | 51,675,000 |                 |   | 51,675                |   |                    | 41,038  |                |   | (110,309 | ) |   | (17,596 | ) |
| Stock                issued for consulting services at $.15/share |   |              | 1,330,000  |                 |   | 1,330                 |   |                    | 198,170 |                |   | - |   |   | 199,500 |   |
|                                                              |   |              |       |                 |   |                  |   |                    |    |                |   |   |   |   |   |   |
| Net                loss                                           |   |              | -          |                 |   | -                     |   |                    | -       |                |   | (1,038,820 | ) |   | (1,038,820 | ) |
|                                                              |   |              |       |                 |   |                  |   |                    |    |                |   |   |   |   |   |   |
| Balance                at August 31, 2007                         |   |              | 53,005,000 |                 | $      | 53,005                |   | $                       | 239,208 |                | $      | (1,149,129 | ) | $ | (856,916 | ) |

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SOUTHRIDGE      ENTERPRISES, INC.

|                                                                                                      |   |                               |       |               |   |  Deficit     |   |
|-----------------------------------------------------------------------------------------------------------|--------|------------------------------------|------------|-------------------------|--------|-------------------|--------|
|                                                                                                      |   |                               |       |               |   |  Accumulated |   |
|                                                                                                      |   |                               |       |               |   |  Since       |   |
|                                                                                                      |   |                               |       |               |   |  4-May-04    |   |
|                                                                                                      |   | For the Years Ended |       |  Inception of |   |
|                                                                                                      |   | August 31,                    |       |  Development       |   |
|                                                                                                      |   | 2007                               |       |  2006              |   |  Stage       |   |
| CASH                FLOWS FROM OPERATING ACTIVITIES:                                                      |   |                               |       |               |   |         |   |
| Net                Loss                                                                                   |   | $                                  | (1,038,820 | )                       | $      | (28,414           | )      | $ | (1,149,129 | ) |
| Adjustments                to reconcile net loss to net cash used in operating                activities: |   |                               |       |                    |   |              |   |   |   |   |
| Stock                issued for consulting expenses                                                       |   |                               | 199,500    |                    |   | -                 |   |   | 199,500 |   |
| Change                in non-cash working capital items:                                                  |   |                               |       |                    |   |              |   |   |   |   |
| Increase                (decrease) in accounts payable                                                    |   |                               | 153,304    |                    |   | (976              | )      |   | 178,448 |   |
| Increase                (decrease) in interest payable                                                    |   |                               | 61,016     |                    |   | -                 |   |   | 61,016 |   |
| Net                cash used in operating activities                                                      |   |                               | (625,000   | )                       |   | (29,390           | )      |   | (710,165 | ) |
|                                                                                                      |   |                               |       |                    |   |              |   |   |   |   |
| CASH                FLOWS FROM INVESTING ACTIVITES:                                                       |   |                               |       |                    |   |              |   |   |   |   |
| Purchase                of property                                                                       |   |                               | (375,000   | )                       |   | -                 |   |   | (375,000 | ) |
| Net                cash used in investing activities                                                      |   |                               | (375,000   | )                       |   | -                 |   |   | (375,000 | ) |
|                                                                                                      |   |                               |       |                    |   |              |   |   |   |   |
| CASH                FLOWS FROM FINANCING ACTIVITIES:                                                      |   |                               |       |                    |   |              |   |   |   |   |
| Issuance                of common stock                                                                   |   |                               | -          |                    |   | -                 |   |   | 92,713 |   |
| Bank                overdraft                                                                             |   |                               | 173        |                    |   | -                 |   |   | 173 |   |
| Loans                from related parties                                                                 |   |                               | 239,762    |                    |   | -                 |   |   | 239,762 |   |
| Payments                to Line of Credit                                                                 |   |                               | (60,200    | )                       |   | -                 |   |   | (60,200 | ) |
| Proceeds                from Line of Credit                                                               |   |                               | 812,717    |                    |   | -                 |   |   | 812,717 |   |
| Net                cash provided by financing activities                                                  |   |                               | 992,452    |                    |   | -                 |   |   | 1,085,165 |   |
|                                                                                                      |   |                               |       |                    |   |              |   |   |   |   |
| Net                increase (Decrease) in Cash and Cash Equivalents                                       |   |                               | (7,548     | )                       |   | (29,390           | )      |   | - |   |
| Cash                and Cash Equivalents at the Beginning of Period                                       |   |                               | 7,548      |                    |   | 36,938            |   |   | - |   |
| Cash                and Cash Equivalents at the End of the Period                                         |   | $                                  | -          |                    | $      | 7,548             |   | $ | - |   |
|                                                                                                      |   |                               |       |                    |   |              |   |   |   |   |
| SUPPLEMENTAL                CASH FLOW INFORMATION:                                                        |   |                               |       |                    |   |              |   |   |   |   |
| Interest                                                                                                  |   | $                                  | -          |                    | $      | -                 |   | $ | - |   |
| Income                Taxes                                                                               |   | $                                  | -          |                    | $      | -                 |   | $ | - |   |

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SOUTHRIDGE      ENTERPRISES, INC.

| **1.**  | **Organization                and Continuance of Operations**                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |
|--------------|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|         |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |
|         | This                summary of accounting policies for Southridge Enterprises Inc. is                presented to assist in understanding the Company's consolidated financial                statements. The accounting policies conform to generally accepted                accounting principles and have been consistently applied in the                preparation of the consolidated financial statements.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             |
|         |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |
|         | Southridge                Enterprises Inc. (the “Company”) was incorporated in the State of Nevada                on May 4, 2004. The Company was originally organized to explore mineral                properties in British Columbia, Canada. The Company’s fiscal year end is                August 31. The Company conducted its exploration activities in British                Columbia through Southridge Exploration Inc., a wholly-owned British                Columbia corporation incorporated on July 19, 2004). Based on a review                of                the mineralization data of its claims, the Company abandoned these                mineral                property claims.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  |
|         |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |
|         | These                consolidated financial statements are presented on the basis that                the                Company is a going concern, which contemplates the realization of                assets                and satisfaction of liabilities in the normal course of business                over a                reasonable length of time. As of August 31, 2007, the Company had                a                negative cash balance of $173, working capital deficiency of ($479,399),                stockholders’ deficiency of $856,916, and accumulated net losses of                $1,149,129 since inception. The consolidated financial statements                do not                include any adjustments relating to the recoverability and classification                of recorded asset amounts or the amounts and classification of liabilities                that might be necessary should the Company be unable to continue                as a                going concern. Its continuation as a going concern is dependent upon                its                ability to generate sufficient cash flow to meet its obligations                on a                timely basis, to obtain additional financing or refinancing as may                be                required, to develop a commercially viable ethanol production facility,                and ultimately to establish profitable operations. |
|         |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |
|         | Management’s                plans for the continuation of the Company as a going concern include                financing the Company’s operations through issuance of its common stock.                If the Company is unable to complete its financing requirements or                achieve                revenue as projected, it will then modify its expenditures and plan                of                operations to coincide with the actual financing completed and actual                operating revenues. There are no assurances, however, with respect                to the                future success of these plans.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |
|         |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |
|         | Unless                otherwise indicated, amounts provided in these notes to the consolidated                financial statements pertain to continuing operations.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |
|         |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |
|         | The                Company is not currently earning any revenues.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               |
|         |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |
|         | Basis                of Presentation                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |
|         |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |
|         | The                accompanying consolidated balance sheets and related statements of                operations, cash flows, and stockholders’ equity (deficiency) include all                adjustments, consisting of normal recurring items, necessary for                their                fair presentation in conformity with accounting principles generally                accepted in the United States of America (U.S. GAAP). Preparing financial                statements requires management to make estimates and assumptions                that                affect the reported amounts of assets, liabilities, revenue and expenses.                Actual results and outcomes may differ from management’s estimates and                assumptions.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |

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SOUTHRIDGE      ENTERPRISES, INC.

| **2.**  | **Summary                of Significant Accounting Policies** |
|--------------|---------------------------------------------------------------|
|         |                                                          |   |
|         | **a)**                                                   | **Consolidation** |
|         |                                                          |   |
|         |                                                          | The                consolidated financial statements include the accounts of Southridge                Enterprises Inc. and its wholly owned subsidiaries, Southridge Ethanol,                Inc., and, Southridge Environmental, Inc. |
|         |                                                          |   |
|         |                                                          | All                significant inter-company transactions and balances have been                eliminated. |
|         |                                                          |   |
|         | **(b)**                                                       | **Use                of Estimates and Assumptions** |
|         |                                                          |   |
|         |                                                          | The                preparation of consolidated financial statements in conformity with                generally accepted accounting principles required management to make                estimates and assumptions that affect the reported amounts of assets                and                liabilities and disclosure of contingent assets and liabilities at                the                date of the financial statements and the reported amounts of revenues                and                expenses during the reporting period. Actual results could differ                from                those estimates. |
|         |                                                          |   |
|         | (**c)**                                                       | **Foreign                Currency translation** |
|         |                                                          |   |
|         |                                                          | In                accordance with the Financial Accounting Statements Board (“FASB”)                Statement of Financial Accounting Standards No. 52 (“SFAS No. 52”),                “Foreign Currency Translation”, the United States dollar is considered the                functional currency. Accordingly, the Company translates its monetary                assets and liabilities at year-end exchange rates, and income, expenses                and cash flows at average exchange rates. Non-monetary assets and                liabilities are translated in the rates prevailing at the dates the                assets                were acquired and liabilities were incurred. The resulting translation                adjustment is recorded as a component of accumulated other comprehensive                loss in the accompanying consolidated balance sheet. |
|         |                                                          |   |
|         | **(d)**                                                       | **Cash** |
|         |                                                          |   |
|         |                                                          | Cash                consists of cash on deposit with high quality major financial                institutions, and to date the Company has not experienced losses                on any of                its balances. The carrying amounts approximated fair market value                due to                the liquidity of these deposits. For purposes of the consolidated                balance                sheets and consolidated statements of cash flows, the Company considers                all highly liquid debt instruments purchased with maturity of three                months                or less to be cash equivalents. At August 31, 2007, the Company had                no                cash equivalents. |
|         |                                                          |   |
|         | **(e)**                                                       | **Concentration                of Credit Risk** |
|         |                                                          |   |
|         |                                                          | The                Company has no significant off-balance-sheet concentrations of credit                risk                such as foreign exchange contracts, options contracts or other foreign                hedging arrangements. The Company maintains the majority of its cash                balances with one financial institution, in the form of demand                deposits. |
|         |                                                          |   |
|         | **(f)**                                                       | **Long-Lived                Assets** |
|         |                                                          |   |
|         |                                                          | The                Company accounts for long-lived assets under the FASB Statements                of                Financial Accounting Standards Nos. 142 and 144 “Accounting for Goodwill                and Other Intangible Assets” and “Accounting for Impairment or Disposal of                Long-Lived Assets” (“SFAS No. 142 and 144”). In accordance with SFAS No.                142 and 144, long-lived assets, goodwill and certain identifiable                intangible assets held and used by the Company are reviewed for impairment                whenever events or changes in circumstances indicate that the carrying                amount of an asset may not be recoverable. For purposes of evaluating                the                recoverability of long-lived assets, goodwill and intangible assets,                the                recoverability test is performed using undiscounted net cash flows                related                to the long-lived assets. |

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SOUTHRIDGE      ENTERPRISES, INC.

| **2.**  | **Summary                of Significant Accounting Policies**(continued) |
|--------------|--------------------------------------------------------------------------|
|         |                                                                     |   |
|         | **(g)**                                                             | **Income                Taxes** |
|         |                                                                     |   |
|         |                                                                     | The                Company accounts for income taxes under the FASB Statement of Financial                Accounting Standards No. 109, “Accounting for Income Taxes” (“SFAS No.                109”). Under Statement 109, deferred tax assets and liabilities are                recognized for the future tax consequences attributable to differences                between the financial statement carrying amounts of existing assets                and                liabilities and their respective tax bases. 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. Under Statement 109, the effect                on                deferred tax assets and liabilities of a change in tax rates is recognized                in income in the period that includes the enactment                date. |
|         |                                                                     |   |
|         | **(h)**                                                             | **Loss                per Share** |
|         |                                                                     |   |
|         |                                                                     | FASB                Statement of Financial Accounting Standards No. 128 (“SFAS No.128”),                “Earnings per Share”, requires dual presentation of basic earnings per                share (“EPS”) and diluted EPS on the face of all income and loss                statements, for all entities with complex capital structures. Basic                EPS is                computed as net income divided by the weighted average number of                common                shares outstanding for the period. Diluted EPS reflects the potential                dilution that could occur from common shares issuable through stock                options, warrants and other convertible securities. At August 31,                2007 and                2006, the Company had no outstanding stock options, warrants and                other                convertible securities. |
|         |                                                                     |   |
|         | **(i)**                                                             | **Fair                Values of Financial Instruments** |
|         |                                                                     |   |
|         |                                                                     | Financial                instruments include cash, and accounts payable and accrued expenses.                Management of the Company does not believe that the Company is subject                to                significant interest, currency or credit risks arising from these                financial instruments. The respective carrying values of financial                instruments approximate their fair values. Fair values were assumed                to                approximate carrying values since they are short-term in nature or                they                are receivable or payable on demand. |
|         |                                                                     |   |
|         | **(j)**                                                             | **Accounting                for Derivative Instruments and Hedging                Activities** |
|         |                                                                     |   |
|         |                                                                     | The                Company has adopted FASB Statement of Financial Accounting Standards                No.                133 (“SFAS No. 133”), “Accounting for Derivative Instruments and Hedging                Activities”, which requires companies to recognize all derivatives                contracts as either assets or liabilities in the balance sheet and                to                measure them at fair value. If certain conditions are met, a derivative                may be specifically designated as a hedge, the objective of which                is to                match the timing of gain or loss recognition on the hedging derivative                with the recognition of (i) the changes in the fair value of the                hedged                asset or liability that are attributable to the hedged risk, or (ii)                the                earnings effect of the hedged forecasted transaction. For a derivative                not                designated as a hedging instrument, the gain or loss is recognized                in                income in the period of change.The Company has not entered into derivative                contracts either to hedge existing risks or for speculative                purposes. |

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SOUTHRIDGE      ENTERPRISES, INC.

| **2.**  | **Summary                of Significant Accounting Policies**(continued) |
|--------------|--------------------------------------------------------------------------|
|         |                                                                     |   |
|         | **(k)**                                                             | **Stock-based                Compensation** |
|         |                                                                     |   |
|         |                                                                     | The                Company adopted the fair value method of accounting for stock-based                compensation recommended by FASB Statement of Financial Accounting                Standards No. 123 (“SFAS No. 123”), “Accounting for Stock-based                Compensation”. The Company does not have a stock option plan nor has it                granted any stock options since inception. |
|         |                                                                     |   |
|         | **(l)**                                                             | **Comprehensive                Income** |
|         |                                                                     |   |
|         |                                                                     | The                Company has adopted FASB Statement of Financial Accounting Standards                No.                130 (“SFAS No. 130”), “Reporting Comprehensive Income”, which establishes                standards for reporting and display of comprehensive income, its                components and accumulated balances. When applicable, the Company                would                disclose this information on its consolidated Statement of Stockholders’                Equity (Deficiency). Comprehensive income comprises equity except                those                resulting from investments by owners and distributions to owners.                The                Company has no elements of “other comprehensive income” for the year ended                August 31, 2007. |
|         |                                                                     |   |
|         | **(m)**                                                             | **Intangible                Assets** |
|         |                                                                     |   |
|         |                                                                     | The                Company has adopted FASB Statement of Financial Accounting Standards                No.                142 (“SFAS No. 142”), “Goodwill and Other Intangible Assets”, which                requires that goodwill and intangible assets with indefinite life                are not                amortized but rather tested at least annually for impairment. Intangible                assets with a definite life are required to be amortized over their                useful                life. The Company does not have any goodwill nor intangible assets                with                indefinite or definite life since inception. |
|         |                                                                     |   |
|         | **(n)**                                                             | **Environmental                Costs** |
|         |                                                                     |   |
|         |                                                                     | Environmental                expenditures that relate to current operations are charged to operations                or capitalized as appropriate. Expenditures that relate to an existing                condition caused by past operations, and which do not contribute                to                current or future revenue generation, are charged to operations.                Liabilities are recorded when environmental assessments and/or remedial                efforts are probable, and the cost can be reasonably estimated. Generally,                the timing of these accruals coincides with the earlier of completion                of a                feasibility study or the Company’s commitments to plan of action based on                the then known facts. |
|         |                                                                     |   |
|         | **(o)**                                                             | **Recent                Accounting Pronouncements** |
|         |                                                                     |   |
|         |                                                                     | In                September 2006, the FASB issued SFAS No. 157, "Accounting for Fair                Value                Measurements." SFAS No. 157 defines fair value, and establishes a                framework for measuring fair value in generally accepted accounting                principles and expands disclosure about fair value measurements.                SFAS No.                157 is effective for the Company for financial statements issued                subsequent to November 15, 2007. The Company does not expect the                new                standard to have any material impact on the financial position and                results                of operations. |

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SOUTHRIDGE      ENTERPRISES, INC.

| **2.** | **Summary                of Significant Accounting Policies**(continued) In                September 2006, the staff of the Securities and Exchange Commission                issued                Staff Accounting Bulletin No. 108 (“SAB 108”) which provides interpretive                guidance on how the effects of the carryover or reversal of prior                year                misstatements should be considered in quantifying a current year                misstatement. SAB 108 becomes effective in fiscal 2007. Management                is                evaluating the financial impact of this pronouncement. In                October 2005, the FASB issued FSP FAS 123(R)-2, “Practical Accommodation                to the Application of Grant Date as Defied in FASB Statement No.                123(R)”,                which provides clarification of the concept of mutual understanding                between employer and employee with respect to the grant date of a                share-based payment award. This FSP provides that a mutual understanding                of the key terms and conditions of an award shall be presumed to                exist on                the date the award is approved by management if the recipient does                not                have the ability to negotiate the key terms and conditions of the                award                and those key terms and conditions will be communicated to the individual                recipient within a relatively short time period after the date of                approval. This guidance was applicable upon the initial adoption                of SFAS                123(R). The adoption of this pronouncement did not have an impact                on the                Company’s financial position, results of operations, or cash                flows. In                February 2007, the FASB issued SFAS no, 159, “The Fair Value Option for                Financial Assets and Financial Liabilities” (“SFAS 159”). SFAS 159                provides companies with an option to report selected financials assets                and                liabilities at fair value. The objective of SFAS 159 is to reduce                both                complexity in accounting for financial instruments and the volatility                in                earnings caused by measuring related assets and liabilities differently.                Generally accepted accounting principles have required different                measurement attributes for different assets and liabilities that                can                create artificial volatility in earnings. The FASB has indicated                it                believes that SFAS 159 helps to mitigate this type of accounting-induced                volatility by enabling companies to report related assets and liabilities                at fair value, which would likely reduce the need for companies to                comply                with detailed rules for hedge accounting. SFAS 159 also establishes                presentation and disclosure requirements designed to facilitate                comparisons between companies that choose different measurement attributes                for similar types of assets and liabilities. SFAS 159 does not eliminate                disclosure requirements included in other accounting standards, including                requirements for disclosures about fair value measurements included                in                SFAS 157 and SFA No. 107, “Disclosures about Fair Value of Financial                Instruments.” SFAS 159 is effective for the Company as of the beginning of                fiscal year 2009. The adoption of this pronouncement is not expected                to                have an impact on the Company’s financial position, results of operations                or cash flows. |
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|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                |
| **3.** | **Development                Stage Company/Going Concern**The                Company has not begun principal operations and as is common with                a                development stage company, the Company has had recurring losses during                its                development stage. Continuation of the Company as a going concern                is                dependent upon obtaining the additional working capital necessary                to be                successful in its planned activity, and the management of the Company                has                developed a strategy, which it believes will accomplish this objective                through additional equity funding and long term financing, which                will                enable the Company to operate for the coming                year.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 |

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SOUTHRIDGE      ENTERPRISES, INC.

| **4.**  | **Common                Stock**                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      |
|--------------|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|         |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 |
|         | On                October 3, 2006, the Company split its common shares on the basis                of 5 for                1. As a result, its articles of incorporation were amended to increase                its                authorized common stock from 100,000,000 shares to 500,000,000 shares.                The                par value of the Company’s common stock remained $0.001 per share. The                Company’s authorized preferred stock was also amended from 100,000,000                shares to 500,000,000 shares. Prior to the stock split, there were                10,335,000 shares of common stock outstanding. After the stock split                there                were 51,675,000 shares of common stock outstanding. The record date                for                the split was September 21, 2006 and became effective October 3,                2006. All                references to common stock, common shares outstanding, average number                of                common shares outstanding and per share amounts in these Financial                Statements and Notes to Financial Statements prior to the effective                date                of the forward stock splits have been restated to reflect the 5 to                1                common stock splits on a retroactive basis. The Company’s trading symbol                was changed from “SDGE” to “SORD” in connection with the forward stock                split. |
|         |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 |
|         | On                April 12, 2007, the Company issued 1,330,000 shares of restricted                common                stock for consulting services valued at $199,500. The shares were                valued                at $.15 per share, which was the fair market value of the stock on                the                date of the agreement.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          |
|         |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 |
| **5.**  | **Income                Taxes**                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      |
|         |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 |
|         | The                provision for income taxes differs from the result which would be                obtained                by applying the statutory income tax rate of 34% (2006 – 34%) to income                before income taxes. The difference results from the following                items:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        |

|                                                       |   | **For the Year Ended** |     |
|------------------------------------------------------------|--------|---------------------------------------|----------|
|                                                       |   | **August 31,**                   |     |  **August 31,** |   |
|                                                       |   | **2007**                              |     |  **2006** |   |
| Computed                expected (benefit of) income taxes |   | $                                     | (353,199 | ) | $ | (9,491 | ) |
| Increase                in valuation allowance             |   |                                  | 353,199  |   |   | 9,491 |   |
|                                                       |   | $                                     | -        |   | $ | - |   |

|                                        |   | **August 31,** |      |  **August 31,** |   |
|---------------------------------------------|--------|---------------------|-----------|---------------------------|--------|
|                                        |   | **2007**            |      |  **2006**            |   |
| Operating                loss carry forward |   | $                   | 1,140,829 |                      | $      | 102,009 |   |
| Mineral                property expenses    |   |                | 8,300     |                      |   | 8,300 |   |
|                                        |   |                | 1,149,129 |                      |   | 110,309 |   |
| Statutory                rates              |   |                | 34        | %                         |   | 34 | % |
| Deferred                income tax asset    |   |                | 390,704   |                      |   | 37,505 |   |
| Valuation                allowance          |   |                | (390,704  | )                         |   | (37,505 | ) |
|                                        |   | $                   | —   |                      | $      | — |   |

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SOUTHRIDGE      ENTERPRISES, INC.

| **5.**  | **Income                Taxes (Continued)**                                                                                                                                                        |
|--------------|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|         |                                                                                                                                                                                               |
|         | The                following table lists the fiscal year in which the loss was incurred                and                the expiration date of the operating loss carry                forwards: |

|                                                         |   | **Amount** |      |  **Expiration****Date** |   |
|--------------------------------------------------------------|--------|------------|-----------|------------------------------|--------|
| 2024                                                         |   | $          | 29,070    |                         |   | 2024 |   |
| 2025                                                         |   |       | 45,025    |                         |   | 2025 |   |
| 2026                                                         |   |       | 27,914    |                         |   | 2026 |   |
| 2027                                                         |   |       | 1,038,820 |                         |   | 2027 |   |
| Total                income tax operating loss carry forward |   | $          | 1,140,829 |                         |   |   |   |

| **6.**  | **Land**                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          |
|--------------|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|         |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              |
|         | On                September 28, 2006 the Company formed a wholly owned subsidiary Southridge                Environmental Inc., incorporated in the state of Mississippi, which                acquired land located in Quitman County, Mississippi, for the purchase                price of $375,000, that closed on October 5, 2006. The Land is situated                on                37 acres located in the northwest region of the state, which is in                the                lower portion of the Mid-West corn belt. The industrial plant facility                plant on the land is a warehouse with no value. This warehouse facility                is                a 76,000 sq. ft industrial structure that will be converted to house                equipment for ethanol production.                                                                                                                                                                                                                           |
|         |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              |
| **7.**  | **Commitments                and Contractual Obligations**                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        |
|         |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              |
|         | The                Company’s office is maintained at a cost of approximately $375 per month                as of March 1, 2007. This is currently month-to-month. The Company                believes that its office space and facilities are sufficient to meet                its                present needs and does not anticipate any difficulty securing alternative                or additional space, as needed, on terms acceptable to the                Company.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             |
|         |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              |
|         | On                October 27, 2006 as announced on December 19, 2006 the Company signed                a                soft offer Letter of Intent to purchase ethanol from PLS Sopucoes                Ltd..                Soft offer transactions involve commodities, such as ethanol, for                which                the price is volatile and can change from one day to the next until                such                time that the spot price is set and a Letter of Credit is established                with                a formal agreement. Under the terms of the agreement being discussed                approximately 50,000,000 gallons of ethanol can be purchased for                resale in                the U.S., based on a contractual commitment of 4.5 million gallons                per                month at $1.44 USD per gallon. However, this soft offer was open                for 30                days and the Company could not come to terms to finalize the                purchase. |
|         |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              |
| **8.**  | **Option                Agreement Deposit**                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |
|         |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              |
|         | On                September 13, 2006 the Company entered into an option to purchase                agreement (the “Agreement”) with Boss Group of Companies Inc., to acquire                an ethanol plant in Saskatchewan, Canada for the sum of $632,500.                On                September 28, 2006 the Company formed a wholly owned subsidiary Southridge                Ethanol Inc., incorporated in the state of Mississippi, that is intended                for the closing of this agreement with the purchase subject to due                diligence by December 11, 2006. A $20,000 non refundable option deposit                was made and was expensed as no definitive purchase agreement could                be                reached.                                                                                                                                                                                                                                                               |

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SOUTHRIDGE      ENTERPRISES, INC.

| **9.**  | **Related                Party Loans**                                                                                                                                                                                                     |
|--------------|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|         |                                                                                                                                                                                                                                       |
|         | During                the year ended August 31, 2007, the Company received short term loans                from                a related party. The following table shows the amount due at August                31,                2007: |

| **Short                term loan**                     |   | **August                31,****2007** |    |
|-------------------------------------------------------------|--------|---------------------------------------|---------|
| **Non                interest bearing and unsecured**  |   |                                  |    |
| Alex                Smid                                    |   | $                                     | 239,762 |   |
| 0757140                BC Ltd. (Glen Harder)                |   |                                  | -       |   |
| **Total**                                                   |   | $                                     | 239,762 |   |

| **10.**  | **Line                of Credit**                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               |
|---------------|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |
|          | On                September 29, 2006 the Company also entered into an 8% per annum,                Line Of                Credit (“LOC”) due September 29, 2011 with Uniform Ventures Ltd. (“the                Lender”) for up to $10,000,000. The unpaid principal of LOC bears simple                interest at the rate of eight percent (8%) per annum. Interest is                calculated based on principal balance as may be adjusted from time                to time                to reflect additional advances made. Interest on the unpaid balance                shall                accrue monthly but shall be paid quarterly. The LOC is secured by                an                unregistered charge over all current and future assets owned by the                Company. As of August 31, 2007, $752,517 was owed plus $53,472 in                accrued                interest payable. Additionally, at its discretion the Company may                issue                treasury stock to the Lender in lieu of payment                                           |
|          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |
| **11.**  | **Uncertain                Tax Positions**                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      |
|          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |
|          | Effective                January 1, 2007, the Company adopted the provisions of FASB Interpretation                No. 48, “Accounting for Uncertainty in Income Taxes – an interpretation of                FASB Statement No. 109” (“FIN 48”). FIN 48 prescribes a recognition                threshold and a measurement attribute for the financial statement                recognition and measurement of tax positions taken or expected to                be taken                in a tax return. For those benefits to be recognized, a tax position                must                be more-likely-than-not to be sustained upon examination by taxing                authorities. The adoption of the provisions of FIN 48 did not have                a                material impact on the company’s condensed consolidated financial position                and results of operations. At January 1, 2007, the company had no                liability for unrecognized tax benefits and no accrual for the payment                of                related interest. |
|          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |
|          | Interest                costs related to unrecognized tax benefits are classified as “Interest                expense, net” in the accompanying consolidated statements of operations.                Penalties, if any, would be recognized as a component of “Selling, general                and administrative expenses”. The Company recognized $0 of interest                expense related to unrecognized tax benefits for the nine months                ended                September 30, 2007. In many cases the company’s uncertain tax positions                are related to tax years that remain subject to examination by relevant                tax authorities. With few exceptions, the company is generally no                longer                subject to U.S. federal, state, local or non-U.S. income tax examinations                by tax authorities for years before 2003. The following describes                the open                tax years, by major tax jurisdiction, as of January 1,                2007:                                        |

|   | United                States (a) | 2003                – Present |
|--------|----------------------------------|-------------------------------------|

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SOUTHRIDGE      ENTERPRISES, INC.

| **12.**  | **Subsequent                Events**                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  |
|---------------|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  |
|          | In                September 2007, the Company entered into a Securities Purchase Agreement                with La Jolla Cove Investors, Inc., wherein La Jolla Cove has agreed                to                purchase a debenture in the amount of $150,000. In connection with                the                debenture, the Company also agreed to issue share purchase warrants                to                purchase common stock of the Company. The agreement also allows La                Jolla                Cove to purchase, at the one year anniversary date of the debenture,                or                upon conversion of the principal amount of the debenture into common                stock, a second debenture in the amount of $150,000 with a warrant                to                purchase up to 1,500,000 shares of the Company’s common stock. The                debenture will carry an interest rate of 5% per annum and the interest                will be payable monthly. |
|          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  |
|          | An                Employee/Consultant Stock Compensation Plan was implemented in September                2007 and 7,500,000 shares of common stock were issued to compensate                consultants who provided services to the                Company.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         |

----

**Item      8. Changes In and Disagreements With Accountants on Accounting and Financial      Disclosure.**

**Item      8A. Disclosure Controls and Procedures**

**PART      III**

**Item      9. Directors, Executive Officers, Promoters and Control Persons; Compliance      with      Section 16(a) of the Exchange Act.**

*Directors      and Executive Officers, Promoters and Control Persons*

| **Name**                 |   | **Position Held with our****Company** |   | **Age** |   | **Date First** **Elected or****Appointed** |
|-------------------------------|--------|------------------------------------------------------|--------|---------|--------|-----------------------------------------------------------|
| Alex                Smid      |   | President                and Director                |   | 39      |   | September                26, 2006                         |
| Daniel                Jackson |   | Director                                             |   | 44      |   | September                26, 2006                         |

*Business      Experience*

----

***Alex      Smid, President and Director***

***Daniel      Jackson, Director***

*Committees      of the Board*

*Family      Relationships*

*Involvement      in Certain Legal Proceedings*

----

1.      any      bankruptcy petition filed by or against any business of which such person was      a      general partner or executive officer either at the time of the bankruptcy or      within two years prior to that time;

*Code      of Ethics*

*Audit      Committee Financial Expert*

*Section      16(a) Beneficial Ownership Compliance*

**Item      10. Executive Compensation.**

----

|                              |   |     |   |       |   |      |   |       |   |       |   |                    |   | **Change in**     |   |               |   |      |   |
|-----------------------------------|--------|----------|--------|------------|--------|-----------|--------|------------|--------|------------|--------|-------------------------|--------|------------------------|--------|--------------------|--------|-----------|--------|
|                              |   |     |   |       |   |      |   |       |   |       |   |                    |   | **Pension Value** |   |               |   |      |   |
|                              |   |     |   |       |   |      |   |       |   |       |   |                    |   | **and**                |   |               |   |      |   |
|                              |   |     |   |       |   |      |   |       |   |       |   |                    |   | **Nonqualified**       |   |               |   |      |   |
|                              |   |     |   |       |   |      |   |       |   |       |   | **Non-Equity**          |   | **Deferred**           |   | **All Other** |   |      |   |
| **Name and**                 |   |     |   |       |   |      |   | **Stock**  |   | **Option** |   | **Incentive Plan** |   | **Compensation**       |   | **Compens-**       |   |      |   |
| **Principal**                     |   |     |   | **Salary** |   | **Bonus** |   | **Awards** |   | **Awards** |   | **Compensation**        |   | **Earnings**           |   | **ation**          |   | **Total** |   |
| **Position**                      |   | **Year** |   | **($)**    |   | **($)**   |   | **($)**    |   | **($)**    |   | **($)**                 |   | **($)**                |   | **($)**            |   | **($)**   |   |
| Alex                Smid(1)  |   |     | 2007   |       | $      | Nil       |   | $          | Nil    |       | $      | Nil                     |   | $                      | Nil    |               | $      | Nil       |   | $ | Nil |   | $ | 135,000 |   | $ | Nil |   |
| President                &    |   |     | 2006   |       | $      | Nil       |   | $          | Nil    |       | $      | Nil                     |   | $                      | Nil    |               | $      | Nil       |   | $ | Nil |   | $ | Nil |   |   | N/A |   |
| Director                          |   |     |        |       |   |           |   |       |        |       |   |                         |   |                   |        |               |   |           |   |   |  |   |   |  |   |   |  |   |
| Vernon                            |   |     | 2007   |       | $      | Nil       |   | $          | Nil    |       | $      | Nil                     |   | $                      | Nil    |               | $      | Nil       |   | $ | Nil |   | $ | Nil |   | $ | Nil |   |
| Samaroo(2)                   |   |     | 2006   |       | $      | Nil       |   | $          | Nil    |       | $      | Nil                     |   | $                      | Nil    |               | $      | Nil       |   | $ | Nil |   | $ | Nil |   | $ | Nil |   |
| Former                            |   |     |        |       |   |           |   |       |        |       |   |                         |   |                   |        |               |   |           |   |   |  |   |   |  |   |   |  |   |
| Director                          |   |     |        |       |   |           |   |       |        |       |   |                         |   |                   |        |               |   |           |   |   |  |   |   |  |   |   |  |   |
| Daniel                            |   |     | 2007   |       | $      | Nil       |   | $          | Nil    |       | $      | Nil                     |   | $                      | Nil    |               | $      | Nil       |   | $ | Nil |   | $ | Nil |   | $ | Nil |   |
| Jackson(3)                   |   |     | 2006   |       | $      | Nil       |   | $          | Nil    |       | $      | Nil                     |   | $                      | Nil    |               | $      | Nil       |   | $ | Nil |   | $ | Nil |   | $ | Nil |   |
| Director                          |   |     |        |       |   |           |   |       |        |       |   |                         |   |                   |        |               |   |           |   |   |  |   |   |  |   |   |  |   |

|   | (1) | Mr.                Smid was appointed as a director and officer on September 26,                2006.                                                                                                     |
|--------|-----|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|   | (2) | Mr.                Samaroo was appointed as President and director on May 4, 2004 and                resigned as an officer on September 26, 2006 and resigned as a director                Jan. 9, 2007. |
|   | (3) | Mr.                Daniel Jackson was appointed as a director on September 26,                2006.                                                                                                       |

*Stock      Options and Stock Appreciation Rights*

*Compensation      of Directors*

*Employment      Contracts and Termination of Employment and Change in Control      Arrangements*

----

**Item      11. Security Ownership of Certain Beneficial Owners and      Management.**

| **Name and Address of Beneficial Owner** **Directors and Executive****Officers**  |   | **Amount and****Nature of****Beneficial****Ownership**  |           | **Percent of****Class****(1)**  |   |
|--------------------------------------------------------------------------------------------------------------------------------|--------|------------------------------------------------------------------------|----------------|-------------------------------------------|--------|
| Alex                Smid 3625                N. Hall, Suite 900 Dallas,                Texas U.S.A.                            |   |                                                                   | 22,418,205     |                                      |   | 37.05 | % |
| Daniel                Jackson 3625                N. Hall, Suite 900 Dallas,                Texas U.S.A.                       |   |                                                                   | Nil            |                                      |   | Nil |   |
| **Directors                and Officers as a group** **(2                persons)**                                  |   |                                                                   | **22,418,205** |                                      |   | **37.05** | **%** |

**      less than 1%*

| (1)    | Based                on 60,505,000 shares of common stock issued and outstanding as of                December                12, 2007. Except as otherwise indicated, we believe that the beneficial                owners of the common stock listed above, based on information furnished                by                such owners, have sole investment and voting power with respect to                such                shares, subject to community property laws where applicable. Beneficial                ownership is determined in accordance with the rules of the Securities                and                Exchange Commission and generally includes voting or investment power                with                respect to securities. Shares of common stock subject to options                or                warrants currently exercisable or exercisable within 60 days are                deemed                outstanding for the purposes of computing the percentage ownership                of the                person holding such options or warrants, but are not deemed outstanding                for the purposes of computing the percentage ownership of any other                person. |
|--------|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           |
| (2)    | The                named parties have dispositive and voting power over these                shares.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           |

*Changes      in Control*

**Item      12. Certain Relationships and Related Transactions.**

officers,      five percent beneficial security holder, or any member of the immediate family      of the foregoing persons has had or will have a direct or indirect material      interest.

----

| **Short term loan**                               |   | **August 31,****2007** |    |
|-------------------------------------------------------------|--------|-----------------------------|---------|
| **Non                interest bearing and unsecured**  |   |                        |    |
| Alex                Smid                                    |   | $                           | 239,762 |   |
|                                                        |   |                        |         |   |
| **Total**                                                   |   | $                           | 239,762 |   |

**Item      13. Exhibits **

| Exhibit                Number | Description                                                                                                                                                                                                                         |
|-------------------------------|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|                          |                                                                                                                                                                                                                                |
| **(3)**                  | **(i)                Articles of Incorporation; and (ii) Bylaws**                                                                                                                                                              |
|                          |                                                                                                                                                                                                                                |
| 3.1                           | Articles                of Incorporation (incorporated by reference from our Form SB-2                Registration Statement, filed on October 13, 2004, as amended).                                                               |
|                          |                                                                                                                                                                                                                                |
| 3.2                           | Bylaws                (incorporated by reference from our Form SB-2 Registration Statement,                filed on October 13, 2004, as amended).                                                                                  |
|                          |                                                                                                                                                                                                                                |
| **(4)**                  | **Form                of Share Certificate**                                                                                                                                                                                   |
|                          |                                                                                                                                                                                                                                |
| 4.1                           | Form                of Share Certificate (incorporated by reference from our Form SB-2                Registration Statement, filed on October 13, 2004, as amended).                                                               |
|                          |                                                                                                                                                                                                                                |
| **(10)**                 | **Material                Contracts**                                                                                                                                                                                          |
|                          |                                                                                                                                                                                                                                |
| 10.1                          | Work                Statement filed March 18, 2005. (incorporated by reference from our                Form                SB-2 Registration Statement, filed on October 13, 2004, as amended).                                     |
|                          |                                                                                                                                                                                                                                |
| 10.2                          | Option                to Purchase Agreement – Boss Group of Companies (incorporated by reference                from our Current Report on Form 8-K, filed on October 11, 2006).                                              |
|                          |                                                                                                                                                                                                                                |
| 10.3                          | Line                of Credit with Uniform Ventures Ltd. (incorporated by reference from                our                Current Report on Form 8-K, filed on October 11, 2006).                                                  |
|                          |                                                                                                                                                                                                                                |
| 10.4                          | Purchase                agreement for industrial plant facility in Quitman County, Mississippi                (incorporated  by reference from our Current Report on Form 8-K,                filed on October 11, 2006). |
|                          |
| **(14)**                 |                                                                                                                                                                                                                                |
|                          |                                                                                                                                                                                                                                |
| 14.1                          | Code                of Ethics (Filed with the SEC as an exhibit to our Annual Report                on Form                10-KSB filed on December 2, 2005).                                                                       |
|                          |                                                                                                                                                                                                                                |
| **(21)**                 |                                                                                                                                                                                                                                |
|                          |                                                                                                                                                                                                                                |
| 21.1                          | **Southridge                Ethanol Inc. (a Mississippi corporation).**                                                                                                                                                        |
|                          | **Southridge                Environmental Inc. (a Mississippi corporation).**                                                                                                                                                  |

----

| **(31)**  | **302                Certification**                                               |
|----------------|-----------------------------------------------------------------------------------------|
|           |                                                                                    |
| 31.1*          | Section                302 Certification under Sarbanes-Oxley Act of 2002 of Alex Smid. |
|           |                                                                                    |
| **(32)**  | **906                Certification**                                               |
|           |                                                                                    |
| 32.1*          | Section                906 Certification under Sarbanes-Oxley Act of 2002 of Alex Smid. |

**Item      14. Principal Accountant Fees and Services**

| **Services**                 |   | **2007**  |   | **2006**  |   |
|-----------------------------------|--------|----------------|--------|----------------|--------|
| Audit                fees         |   |           | 23,800 |           |   | 15,000 |   |
| Audit                related fees |   |           | Nil    |           |   | Nil |   |
| Tax                fees           |   |           | Nil    |           |   | Nil |   |
| All                other fees     |   |           | 13,630 |           |   | 16,824 |   |
|                              |   |           |        |           |   |  |   |
| Total                fees         |   |           | 37,430 |           |   | 31,824 |   |

*Audit      Fees.*

*Tax      Fees.*

|   | · | approved                by our audit committee (which consists of our entire board of directors);                or |
|--------|--------|---------------------------------------------------------------------------------------------------------------------|

|   | · | entered                into pursuant to pre-approval policies and procedures established                by the                board of directors, provided the policies and procedures are detailed                as                to the particular service, the board of directors is informed of                each                service, and such policies and procedures do not include delegation                of the                board of directors' responsibilities to management. |
|--------|--------|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

----

**SIGNATURES**

**SOUTHRIDGE      ENTERPRISES INC.**

| By:  | */s/                Alex Smid* |
|-----------|--------------------------------|

| By:  | */s/                Alex Smid* |
|-----------|--------------------------------|

| By:  | */s/                Daniel Jackson* |
|-----------|-------------------------------------|

----