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UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, D.C.
20549

FORM 10-KSB

[X]   ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE
SECURTIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2007

[   ]   TRANSITION REPORT UNDER SECTION 13
OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from _____________ to ____________

Commission file number001-32673

CAPITAL MINERAL INVESTORS, INC(Name of small business Issuer in its charter)

|NEVADA                                                               | 25-1901892                          
|-------------------------------------------------------------------- | ------------------------------------
|(State or other jurisdiction of incorporation or
      organization) | (I.R.S. Employer Identification No.)

CAPITAL MINERAL INVESTORS, INC101 Convention
Centre Drive, Suite 700, Las Vegas, Nevada 89109(Address of
principal executive offices)

(702) 284-5848(Issuers telephone
number)

Securities registered under Section 12(b) of the Exchange Act:
None

Securities registered under Section 12(g) of the Exchange Act:
Common Stock

Check whether the Issuer: (1) filed all reports required to be
filed by Section 13 or 15(d) of the Exchange Act during the past 12 months
(or for such shorter period that the registrant was required to file such
reports), and (2) has been subject to such filing requirements for the past
90 days. Yes [X]   No [   ]

Check if there is no disclosure of delinquent filers in response
to Item 405 of Regulation S-B contained in this form, and no disclosure will
be contained, to the best of the registrant's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form
10-KSB or any amendment to this Form 10-KSB. [   ]

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

State Issuers revenues for its most recent fiscal year: $0.

State the aggregate market value of the voting and non-voting
common equity held by non-affiliates computed by reference to the price at
which the common equity was sold, or the average bid and asked price of such
common equity, as of a specified date within the past 60 days (See
definition of affiliates in Rule 12b-2 of the Exchange Act): The 
  aggregate market value based on a share price of $0.10 per share on August 12,
  2008 for non-affiliate shares is $176,750.

State the number of shares outstanding of each of the Issuer's
classes of common equity, as of the latest practicable date: August 13, 2008
 9,699,497 shares of Common Stock

Documents incorporated by reference: None

Transitional Small Business Issuer Format (check one): Yes
[   ]   No [X]

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PART I

ITEM
1.              
DESCRIPTION OF BUSINESS.

Business Development

Capital Mineral Investors, Inc. (the Corporation) was
incorporated under the laws of the State of Nevada on December 31, 2002.

The Corporations principal executive offices are located at
Suite 700  101 Convention Centre Drive, Las Vegas, Nevada 89109 and the
telephone number is (702) 284-5848.

The Corporation has not been involved in any bankruptcy,
receivership or similar proceedings nor has there been any material
reclassification, merger, consolidation or purchase or sale of a significant
amount of assets not in the ordinary course of business of the Corporation.

Business of the Corporation

Overview

The Corporation is a start-up, exploration stage company
engaged in the business of the exploration and development of mineral
properties.

Presently, the Corporation has an active and material interest
in the following properties: (collectively, the Properties).

|1. | The Fenton Property (Guercheville, Quebec); The
      Corporation purchased a 100% interest in the 26 claims from Maverick
      Investment Corporation. The claims are still registered in the name of
      Patrick OBrien, the sole shareholder and director of Maverick Investment
      Corporation but the Corporation is the beneficial owner. These 26 mineral
      claims total approximately 417 hectares (1,030 acres). 
|-- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                      
|2. | The Que Property (Huddersfield, Quebec); The Corporation
      renewed two mineral claims (numbers 61305 and 61306 in NTS 31F15) and no
      others for the Que Property. The claims are registered in the name of
      Patrick OBrien and the Corporation has an option to acquire 80% of the
      interest in this property. The size of the claim area is 45.45 (112 acres)
      and 45.42 hectares (112 acres) respectively.
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                      
|3. | The Golden Darling Property (Larder Lake Mining District,
      Ontario); The Golden Darling Property consists of 5 contiguous claims
      (numbers 4208000, 3009278, 3009277, 4207999, and 4208001) of approximately
      113 hectares (380 acres) in size. The claims are registered in the name of
      Patrick OBrien and the Corporation has an option to acquire 80% of the
      interest in this property.               

Exploration Program Recommendations

The Corporation intends to develop and execute an exploration
program for 2008-2009 focused on its Golden Darling Property at a cost of
$183,000 subject to the Corporation obtaining adequate financing. Management
believes that this property will in the future provide the Corporation with
potential for locating economic mineralization once an initial exploration and
survey program is conducted. When we have the funds, exploration will be
undertaken using modern methods to re-examine and assay previous economic ore
grade locations. The exploration program will evaluate historical showings and
perform a geophysical survey in conjunction with prospecting and geological
mapping. Exploration will be undertaken with the goal of creating targets to
test by mechanical trenching and or drilling. Initial exploration activities
(grid establishment, geological sampling, soil sampling, rock sampling,
geophysical surveys and mechanical trenching where deemed appropriate) do not
involve ground disturbance and will not require a work permit. To date this kind
of property scale information has not been done on this property. We expect to
initiate surveying work during the third quarter of 2008 on the Golden Darling
Property.

Our mineral claims do not have any mineral reserves. The
properties that are the subject of our mineral claims are undeveloped and do not
contain any open-pit or underground mines. There is no mining plant or equipment
located on the properties. Exploration is currently on the preliminary stages.
Our proposed

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exploration programs described below are exploratory in nature
and there is no assurance that mineral reserves will be found.

The Corporation expects to engage a professional geologist to
assist us in conducting mineral exploration. The Corporation has not collected
any ore samples to date. When field work and sampling are undertaken, quality
assurance and quality control protocols will be implemented and supervised by a
professional geologist or trained geophysicist to guarantee assay precision and
accuracy procedures and protocols. Presently, we have not hired such a
professional.

Presently, we do not have any geological justification for each
of our proposed exploration budgets described below because we do not have the
funds to hire a professional geologist to make such determination in a
recommended exploration program. The budgets described below are managements
best estimates on a proposed exploration program based on their experience and
initial assessment of the merits of the property. Management gives no
reassurances that the exploration program proposed below is accurate or
efficient in assessing the merits of any future and more extensive exploration
program. We will have to raise a total of $183,000 to conduct survey work on the
Golden Darling Property and we do not give any reassurances that we be
successful in raising the money.

If we raise the funds raised in a private financing, the
following will be the proposed exploration budgets for the Fenton, Que and
Golden Darling Properties, respectively:

Fenton Property Proposed Work Program for 2008  2009

Geological mapping, line cutting and magnetometer survey

|Geologist 5 days @ $500/day | $ | 2,500 | 
|--------------------------- | - | ----- | 
|                            |   |       | 
|Room, Board, Quad           | $ | 2,000 | 
|                            |   |       | 
|Supplies                    | $ | 500   | 
|                            |   |       | 
|Reports and Maps            | $ | 2,000 | 
|                            |   |       | 
|Contingencies               | $ | 1,000 | 
|                            |   |       | 
|Total Fenton                | $ | 8,000 | 

Que Property Proposed Work Program for 2009

Geological mapping, line cutting and magnetometer survey

|2 technicians @ $500/day for 7 days | $ | 3,500  | 
|----------------------------------- | - | ------ | 
|                                    |   |        | 
|Room, Board, Quad                   | $ | 3,000  | 
|                                    |   |        | 
|Supplies                            | $ | 2,500  | 
|                                    |   |        | 
|Reports and Maps                    | $ | 2,500  | 
|                                    |   |        | 
|Contingencies                       | $ | 1,500  | 
|                                    |   |        | 
|Total Que                           | $ | 13,000 | 

Golden Darling Property Proposed Work Program for 2008

Prospecting and Sampling

|2 technicians @ $600/day for 10 days | $ | 6,000 | 
|------------------------------------ | - | ----- | 
|                                     |   |       | 
|Travel to property                   | $ | 5,000 | 

---

|Room, Board, Quad        | $ | 4,000 | 
|------------------------ | - | ----- | 
|                         |   |       | 
|Assays 50 @ $20 / sample | $ | 1,000 | 
|                         |   |       | 
|Supplies                 | $ | 1,000 | 

Geological mapping,

|Geologist 10 days @ $500/day | $ | 5,000 | 
|---------------------------- | - | ----- | 
|                             |   |       | 
|Room, Board, Quad            | $ | 4,000 | 
|                             |   |       | 
|Supplies                     | $ | 1,000 | 
|                             |   |       | 
|Reports and Maps             | $ | 4,000 | 
|                             |   |       | 
|Contingencies                | $ | 4,000 | 

Diamond Drilling

|1000 meters - $125/metre (all inclusive) | $ | 125,000 | 
|---------------------------------------- | - | ------- | 
|                                         |   |         | 
|Report and Maps                          | $ | 10,000  | 
|                                         |   |         | 
|Contingencies                            | $ | 13,000  | 
|                                         |   |         | 
|Total Golden Darling                     | $ | 183,000 | 

Competitive Business Conditions, Position and Methods of
Competitiveness

The Corporation operates in the highly competitive area of
mining and mineral exploration and production. Many of its competitors have much
greater financial and other resources than the Corporation possesses. Such
competitors have a greater ability to bear the economic risks inherent in all
phases of the industry. While the Corporation competes with other mining and
mineral exploration and production companies, there is no competition for the
exploration or removal of mineral out of the Corporations properties. There are
readily available markets for minerals that the Corporation is able to recover
from its properties. In the exploration and production business, the costs of
exploration and drilling program, the development of transportation systems to
bring future production to the market and transportation costs of minerals are
factors that affect the Corporations ability to compete in the marketplace.

Government Approval

The Corporations operations require licenses and permits from
various governmental authorities. The Corporation believes that it holds, or
will hold all necessary licenses and permits under applicable laws and
regulations for its operations and believes it will be able to comply in all
material respects with the terms of such licenses and permits. However, such
licenses and permits are subject to change in various circumstances. There can
be no guarantee that the Corporation will be able to obtain or maintain all
necessary licenses and permits that may be required to maintain continued
operations that economically justify the cost.

Governmental Regulations

The Corporations mineral exploration program is subject to the
Canadian Mineral Tenure Act (the "Act"). This Act sets forth rules for locating
claims, posting claims, working claims and reporting work performed. The
Corporation is also subject to the applicable Ontario and Quebec Mineral
Exploration Codes, which sets out how and where the Corporation can explore for
minerals. The Corporation must comply with these laws to operate its business.
Compliance with these rules and regulations will not adversely affect the
Corporations operations.

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The Corporation is also required to give written or verbal
notification to the district inspector prior to the comment of exploration
activities.

The Corporation is required to reclaim its mining claim after
it completes the exploration program. The Corporation must remove the garbage,
drums of fuel, clean the spills and fill in the open trenches.

Costs and Effects of Compliance with Environmental Laws

The Corporation is also subject to the environmental laws of
Ontario and QuebecThese laws deal with environmental matters relating to
the exploration of mining properties. The goals are to protect the environment
through a series of regulations affecting health, safety archeological sites and
exploration access.

The Corporation is responsible to provide a safe working
environment, not disrupt archeological sites, and conduct its activities to
prevent unnecessary damage to the property.

The Corporation will secure all necessary permits for
exploration and, if exploration is warranted on the property, will file final
plans of operation before the Corporation starts any exploration operation.
Management anticipates no discharge of water into active stream, creek, river or
lake, or any other body of water regulated by environmental law or regulation.
No endangered species will be disturbed. Restoration of the disturbed land will
be completed according to law. All holes, pits and shafts will be sealed upon
abandonment of the property. It is difficult to estimate the cost of compliance
with the environmental law since the full nature and extent of the Corporations
proposed activities cannot be determined until it starts its operations and know
what will be involved from an environmental standpoint.

Management believes that the Corporation is in compliance with
the Act and will continue to comply with the Act in the future. Management
believes that compliance with the Act will not adversely affect the
Corporations business operations in the future.

Number of Total Employees and Full-Time Employees

At present, the Corporation has no employees other than Mr.
Jerry Dibble. Mr. Dibble holds offices of President, Chief Executive Officer,
Chief Financial Officer and Principal Accounting Officer of the Corporation. Mr.
Dibble dos not have an employment agreement with the Corporation. At December
31, 2007, management fees of $60,000 and rent expense of $4,800 is payable to
Mr. Dibble.

The Corporation presently does not have pension, health,
annuity, insurance, stock options, profit sharing or similar benefit plans,
however, any such plans may be adopted in the future.

Risk Factors

There is no assurance that our business will be profitable. We
must conduct exploration to determine what amount and type of minerals, if any,
exist on our property. We do not claim to have any reserves whatsoever at this
time on any of our claims. An investment in our common stock involves a high
degree of risk. You should carefully consider the risks described below and the
other information in this report before investing in our common stock. If any of
the following risks occur, our business, operating results and financial
condition could be seriously harmed.

Because our management does not have formal training
specific to the mining industry, there is a higher risk our business will fail.

Our management team does not have any formal training as
geologists, or in the technical aspects of management of a company specializing
in mining and exploration for base and precious metals. With no direct formal
training in these areas, our management may not be fully aware of the specific
technical requirements related to working within this industry. Our management
team has limited business experience with exploration companies, their decisions
and choices may not take into account standard exploration or mining approaches
commonly used in the industry. As a result of this inexperience, there is a
higher risk of our being unable to complete our business plan for the
exploration of our mineral claims. In addition, we will have to rely on the
technical services of others with expertise in geological exploration in order
for us to carry our planned exploration program. If we are unable to contract
for the services of such individuals, it will make it difficult and maybe
impossible to pursue our business plan. There is thus a higher risk of business
failure.

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Because our property has not been physically examined by a professional geologist or mining engineer and no one has visited the sites of our property, you cannot rely on the accuracy of any information provided about our property.

Our property has not been physically examined in the field by a professional geologist or mining engineer. The information provided herein about our property cannot be confirmed as to its accuracy and should not be relied upon in your investment
decision.  If the property is inaccurately described as to the location, geological history, or historical exploration work, you may suffer losses to your investment in our Corporation because our property may not be valuable with respect to the
possibility of finding precious metals.

We may not be able to continue as a going concern; we do not have funds to conduct exploration; and we risk losing our property.

Because of our lack of funds and short operating history incurring only expenses, our independent accountants' audit report states that there is substantial doubt about our ability to continue as a going concern. Our independent auditor pointed out
that we incurred only losses since our inception raising substantial doubt about our ability to continue as a going concern. Therefore, our ability to continue as a going concern is highly dependent upon obtaining additional financing for our
planned operations. Presently, we do not have any funds to conduct any exploration program. Our property agreements require us to make payments to the optionor and spend money on exploration. If we do not make these commitments, we may lose our
interest in these property option agreements.

Patrick OBrien, the optionor to our property agreements, controls 52% of our shares and may influence corporate decisions that are inconsistent with the best interest of other shareholders. Patrick OBrien, the sole shareholder and
director of Maverick Investment Corporation, controls 52% of our common shares. Accordingly, in accordance with our articles of incorporation and bylaws, Mr. OBrien is able to control the election of our board of directors and thus could act,
or could have the power to act, as our management. The interests of Mr. OBrien may not be, at all times, the same as that of other shareholders. Since Mr. OBrien is not simply a passive investor but is also, indirectly, a contractual
party as the optionor in the Que and Golden Darling Property Option Agreements, where the Corporation has an option to acquire an 80% interest in the properties, his interests as a contractual party and significant shareholder may be adverse to
those of other investors in the shares of our Corporation. Where those conflicts exist, Mr. OBrien may not exercise powers fairly to our other shareholders.  Mr. OBrien will have the ability to significantly influence the outcome of most
corporate actions requiring shareholder approval, including the potential merger with other companies and the sale of all or substantially all of our assets and amendments to our articles of incorporation. This concentration of ownership with Mr.
OBrien may also have the effect of delaying, deferring or preventing a change in control of the Corporation, which may be disadvantageous to minority shareholders.

Title to the Fenton, Que and Golden Darling claims is registered in the name of Mr. Patrick OBrien and he may transfer title to third parties without our knowledge.

The Que and Golden Darling Property Option Agreements only give us a right to acquire the respective claims by fulfilling our obligations under the contract.  We cannot absolutely prevent Mr. OBrien from transferring the claims to third
parties without our knowledge. A third party has no way of knowing that we have rights to such claims since ownership is registered in the name of Mr. OBrien at the applicable Minerals Title Office.  If these claims are transferred to third
parties we may have to litigate in order to determine our ownership rights. There is no way of knowing if Mr. OBrien will or has transferred the claims to third parties. Our only protection is our contractual rights under the Que and Golden
Darling Agreements. We have beneficial ownership of the Fenton claims but title is not registered in our name. Presently, there are no arrangements to transfer legal title to us.

Reports to Security-holders

The Corporation is a reporting company under the Securities Exchange Act of 1934, as amended (the Exchange Act). As such, it is required to file annual, quarterly and current reports, proxy statements and other documents with the U.S.
Securities and Exchange Commission (the SEC). You may read and copy

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any material that the Corporation files with the SEC at the
SECs Public Reference Room at 450 Fifth Street, N.W., Washington, D.C. 20549.
You may obtain information on the operation of the Public Reference Room by
calling the SEC at 1-800-SEC-0330. The SEC also maintains a web site at
http://www.sec.gov that contains reports, proxy and information statements and
other information electronically filed by the Corporation with the SEC.

ITEM
2.              
DESCRIPTION OF PROPERTY.

The Hart Property  British Columbia

In September 2006, the Corporation completed sampling and
survey work on the Corporations existing mining claim located on the Hart
property in British Columbia (the Hart Claim). The samples were sent out for
analysis, and upon a review thereof, it was determined that the Hart Claim was
not valuable for further development.

In December 2006, when the Hart Claim expired, management
reviewed the data to date and determined not to renew the Hart Claim.

The Fenton Property  Guercheville, Quebec

Overview

On May 31, 2006, the Corporation entered into a purchase
agreement (the Purchase Agreement) with Maverick Investment Corp. (the
Maverick), wherein the Corporation purchased for a purchase price of $12,500
from the Vendor an undivided 100% interest in 26 mineral claims totaling
approximately 417 hectares and situated on the Fenton property located in
Guercheville, Quebec, subject to a net smelter return (a NSR) royalty of 3%.
An annual advance royalty of $10,000 is payable to Maverick on each anniversary
commencing on December 31, 2008 by an extension agreement dated March 18, 2008.
The Fenton Property claims are not in good standing as of April 2008 and will
need to be re-staked at a cost of CDN$1,200. The work required to be conducted
on the property in order to keep the property in good standing is CDN$500 per
claim per year. No exploration has yet been undertaken on the Fenton Property.

The claims are registered in the name of Patrick OBrien,
  a contractual party to our other property option agreements and significant
  shareholder of our Corporation beneficially owning 52% of our shares.

Location & Access

Access to the Fenton property is via paved highway route 113
between the towns of Chapais and Senneterre, Quebec. Access is along a forestry
gravel road turnoff at km 318 along the provincial highway 113 about 18
kilometres west of Chapais. This forestry road traverses in a south-west
direction along the river Opawica which traverses the property at kilometer 41
and 46. Optional access to the property using a forestry route from the town of
Desmaraisville (Lac Short) is also available.

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Physiography, Climate and Infrastructure

The Chibougamau/Chapais area has a well-developed
infrastructure to supporting mining projects, including transportation, a
well-trained labor force, service and maintenance industries and an airport.
Hydro-Quebec's electricity substation is nearby in Chapais and Chibougamau.
Chapais Energie, Société en Commandite (''Chapais'') owns a 27.0MW electricity
generating plant which burns wood waste and is located in the Town of Chapais,
Québec.

The topography was carved by glaciers more than 10,000 years
ago. Vegetation is bushy, typical of harvested forest, and the rocky surface is
rugged. The area characterized by very little broken relief and therefore has
badly drained areas, causing vast zones of marshes and peat bogs and shallow
lakes. The climate of the Chapais area of Québec is characterized by striking
regional variations, by long, cold winters and short, cool summers, and by ample
year-round precipitation, about a third of which falls as snow. Winter weather
is severe with temperatures to -50C and summer temperatures in the high 20C.
Short transitional seasons in spring and fall are the norm for the area.

Claims

The Fenton Property consists of the following claims.

Claim
      Numbers
    Claim Numbers
    Claim NumbersCL 5254001
    CL
      5254013
    CL
      5254035CL 5254002
    CL
      5254018
    CL
      5254060CL 5254003
    CL
      5254019
    CL
      5254061CL 5254004
    CL
      5254020
    CL
      5254062CL 5254005
    CL
      5254026
    CL
      5254063CL 5254006
    CL
      5254031
    CL
      5254064CL 5254007
    CL
      5254032
    CL
      5254068CL 5254011
    CL
      5254033
    CL
      5254069CL 5254012
    CL
      5254034


(Located in NTS Area 32G11, Guercheville Township, Province of
Quebec )

The Que Property  Quebec

Overview

On May 31, 2006, the Corporation entered into an option
agreement (the Quebec Option Agreement) with Maverick for a two year term,
wherein the Corporation acquired an option to purchase a 80% interest in 71
mineral claim cells and 14 mineral claim lots situated on the Que property
located in Huddersfield, Quebec, subject to a NSR royalty of 3% for a total of
US$121,000 and 1,000,000 Shares in the capital of the Corporation. An advance
royalty of $10,000 per year is payable to Maverick and commences on December 31,
2008 and is due on each subsequent anniversary until the commencement of
commercial production.

In addition, pursuant to the terms of the Quebec Option
Agreement, the Corporation has the option to purchase from Maverick one-half of
the 3% NSR royalty for the sum of $1,000,000.

The Corporation renewed, on March 30, 2007, what it considered
to be the two most prospective claim cells, numbers 61305 and 61306, situated in
NTS 31F15, by paying the required renewal fees of a total of CDN$2,592 for both
claim cells. The next renewal date is March 30, 2009. The claims cells are 45.45
and 45.42 hectares in area size, respectively. Now, only two claims are subject
to the Que Property Option Agreement.

Additionally, the Que Property Option Agreement was amended and
restated on March 31, 2008. The schedule for the Corporation to make payments,
issue shares and undertake exploration expenditures have been amended as
follows:

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|(a) | The Option to acquire 80% of the Que Property shall be
      exercised by the Corporation paying to Maverick Investment Corp. a total
      of US$121,500 and issuing a total of 1,000,000 shares of the Corporation
      to Maverick in the following manner:
|--- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                                                                
|    | (i)                                                                                                                                                                                                                                                            
|    |                                                                                                                                                                                                                                                                
|    | (ii)                                                                                                                                                                                                                                                           
|    |                                                                                                                                                                                                                                                                
|    | (iii)                                                                                                                                                                                                                                                          
|    |                                                                                                                                                                                                                                                                
|    | (iv)                                                                                                                                                                                                                                                           
|    |                                                                                                                                                                                                                                                                
|    | (v)                                                                                                                                                                                                                                                            
|    |                                                                                                                                                                                                                                                                
|(b) | The Corporation shall carry out cumulative exploration
      expenditures on the Que Property over a three year period in the following
      manner:                                                                                                          
|    |                                                                                                                                                                                                                                                                
|    | (i)                                                                                                                                                                                                                                                            
|    |                                                                                                                                                                                                                                                                
|    | (ii)                                                                                                                                                                                                                                                           
|    |                                                                                                                                                                                                                                                                
|    | (iii)                                                                                                                                                                                                                                                          

As a result of delaying certain commitments for the year ending
December 31, 2006, the Company issued 200,000 common shares on April 1, 2007 to
the Optionor as additional compensation.

Under the terms of the Amendment Agreement re: Que Property
dated March 18, 2008, if the Corporation fails to keep all of the original
claims in good standing for the term of the Option Agreement, the Corporation
will, upon the loss of more than the majority plus one of the original claims,
compensate Maverick by issuing 600,000 common shares of the Corporation to
Maverick. These shares have been authorized for issuance on August 5, 2008 to
Maverick but have not been issued.

Claim Numbers
    NTS
    Claim Numbers
    NTS
    Claim Numbers
    NTSCDC 61375
    31F09
    CDC
      61305
    31F15
    Range VII, Lot 18 (pending)
    31F15CDC 61376
    31F09
    CDC
      61306
    31F15
    Range VII, Lot 19 (pending)
    31F15


All of the above mineral titles are located in the Province of
Quebec, Canada

Location:

The property now consists of 2 claims totaling approximately 91
hectares located in Grand Calumet and Huddersfield Townships, Quebec, being
approximately 37 km northwest of Hull on the Ottawa River and 4km NE of the
village of Riviere-Berry.

---



---

Access:

The property is easily accessible via all weather gravel and
paved roads. History:

The Que property assemblage is a grass roots Uranium property
and it is up to the Company to develop the geological knowledge base for future
exploration. Government records show positive sampling and radiometric surveys
indicated significant radioactivity in the area during the early 1950s.

Property in the area was first worked by Calumet Uranium Mines
Ltd. from 1953 to 1954 during which period radiometric surveys, along with
stripping and sampling were undertaken following the discovery of significant
radioactivity. Based on these surveys and the positive sampling results, diamond
drilling was started in the spring of 1954 and by June 1955, 20,082 feet of
drilling in 39 holes had been completed.

Further drilling was undertaken in the area with a reported 80
holes being drilled. Geological mapping, mineralogical studies, and further
analysis followed with all work being completed by 1956.

The Golden Darling Property  Ontario

Overview

On May 31, 2006, the Corporation entered into an option
agreement (the Golden Darling Option Agreement) with Maverick for a two year
term, wherein the Corporation acquired an option to purchase an 80% interest in
5 mineral claims situated on the Golden Darling property located in Larder Lake
Mining District, Ontario, subject to a NSR royalty of 3% for a total of
US$75,000 and 1,000,000 Shares in the capital of the Corporation. An advance
royalty of $10,000 per year is payable to Maverick and commences on December 31,
2008 and is due on each subsequent anniversary until the commencement of
commercial production.

In addition, pursuant to the terms of the Golden Darling Option
Agreement, the Corporation has the option to purchase from Maverick one-half of
the 3% NSR royalty for the sum of $1,000,000.

Additionally, the Golden Darling Option Agreement was amended
and restated on March 31, 2008. The schedule for the Corporation to make
payments, issue shares and undertake exploration expenditures have been amended
as follows:

|(a) | The Option to acquire 80% of the Golden Darling Property
      shall be exercised by the Corporation paying to Maverick Investment Corp.
      a total of US$75,000 and issuing a total of 1,000,000 shares of the
      Corporation to Maverick in the following manner:
|--- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                                                                          
|    | (j)                                                                                                                                                                                                                                                                      
|    |                                                                                                                                                                                                                                                                          
|    | (ii)                                                                                                                                                                                                                                                                     
|    |                                                                                                                                                                                                                                                                          
|    | (iii)                                                                                                                                                                                                                                                                    
|    |                                                                                                                                                                                                                                                                          
|    |                                                                                                                                                                                                                                                                          
|    |                                                                                                                                                                                                                                                                          
|(b) | The Corporation shall carry out cumulative exploration
      expenditures on the Golden Darling Property over a three year period in
      the following manner:                                                                                                         
|    |                                                                                                                                                                                                                                                                          
|    | (i)                                                                                                                                                                                                                                                                      
|    |                                                                                                                                                                                                                                                                          
|    | (ii)                                                                                                                                                                                                                                                                     
|    |                                                                                                                                                                                                                                                                          
|    | (iii)                                                                                                                                                                                                                                                                    

As a result of delaying certain commitments for the year ending
December 31, 2006, the Company issued 200,000 common shares on April 1, 2007 to
the Optionor as additional compensation.

Golden Darling Property Description

The Golden Darling Property consists of 5 contiguous claims of
approximately 280 acres in size. It consists of claims numbers 4208000, 3009278,
3009277, 4207999, and 4208001, which are located 16 km southeast of Kirkland
Lake, Ontario in the gold producing region of Abitibi Greenstone belt. The
property is serviced by paved highway and is accessible for twelve months per
year. Gold was discovered in 1914 on the property.

---



---

In May 2007, the Corporation engaged a geophysicist, J. H.
Forbes, to conduct line-cutting grid work and a follow up magnetometer survey on
the Golden Darling claims. Mr. Forbes performed the work and provided a report
to the Corporation and subsequently filed to have the work credits applied to
renew the claims as follows:

Claim Number
    Renewal Date4208000
    May 26, 20103009278
    June 02, 20133009277
    June 02, 20104207999
    May 26, 20094208001
    May 26, 2009


ITEM
3.              
LEGAL PROCEEDINGS.

None.

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

No matters have been submitted during the fourth quarter of the
fiscal year covered by this Report to a vote of security holders, through the
solicitation of proxies or otherwise.

PART II

ITEM
5.              
MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS. Market Information

The Corporations shares are traded under the symbol CMIV on
the over-the-counter (OTC) market and quoted on the OTC Bulletin Board (the
OTCBB) operated by the National Association of Securities Dealers (NASD).
The Shares were listed for trading on the OTC market on October 19, 2005 and
quotations reported by NASD since November 16, 2006. The Corporations shares
were subsequently quoted for trading on the Pink Sheets effective July 15,
2007.

The following table sets forth the range of high and low bid
information for the Corporations Shares for each quarter within the last two
fiscal years.

03/31/06
      06/30/06
      09/31/06
      12/31/06
      03/31/07
      06/30/07
      09/31/07
      12/31/07High
    n/a
    n/a
    n/a
    n/a
    n/a
    n/a
    0.15
    0.15Low
    n/a
    n/a
    n/a
    n/a
    n/a
    n/a
    0.05
    0.05


The quotations reflect inter-dealer prices, without retail mark-up,
  mark-down or commission, and may not represent actual transactions. The average
  bid and ask price of the Corporations stock on August 12, 2008 was $0.10
  per share.

Holders

As of the date hereof, the number of holders of record of
Shares is 62 and the number of total issued and outstanding Shares is 9,699,497.

Dividends

The Corporation has not declared any cash dividends on Shares
for the last two fiscal years. There are no restrictions in the Articles of
Incorporation and By-laws of the Corporation that limits the Corporations
ability to pay dividends on Shares. However, management does not anticipate
declaring and paying dividends on Shares in the near future since the intention
is to retain future earnings for use in the Corporations operations and the
expansion of its business.

---

Securities Authorized for Issuance under Equity Compensation
Plans

As of December 31, 2007, the end of the Corporations most
recently completed fiscal year, the Corporation did not have any compensation
plans (including individual compensation arrangement) under which equity
securities of the Corporation are authorized for issuance.

Recent Sales of Unregistered Securities

The following sets forth certain information regarding sales
of, and other transactions with respect to, our securities, which sales and
other transactions were not registered pursuant to the Securities Act of 1933.
Unless otherwise indicated, no underwriters were involved in such transactions.

On April 1, 2007, we issued 500,000 common shares to Maverick
Investment Corp. under the terms and conditions of the Que Property Option
Agreement.

On April 1, 2007, we issued 500,000 common shares to Maverick
Investment Corp. under the terms and conditions of the Golden Darling Property
Option Agreement.

ITEM
6.              
MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION. Plan of Operation

The Corporation is a start-up, exploration stage company
engaged in the business of the exploration and development of mineral
properties.

The Corporation has not yet generated or realized any revenues
from its business operations. As at December 31, 2007, the Corporation had cash
resources of $17. Management believes that the funds will not last for the next
12 months and the Corporation will need to raise additional funds in order to
implement its plan of business. The Corporation is presently considering a
variety of financing methods including private placement, joint venture and
option agreements with third parties.

In the next 12 months, the Corporation:

|1. | intends to conduct research in connection with the
      exploration of its properties;
|-- | ---------------------------------------------------------------------------------------
|   |                                                                                        
|2. | does not expect to purchase or sell any plant or
      significant equipment; and      
|   |                                                                                        
|3. | does not expect significant changes in the number of its
      employees.              

Managements Discussion and Analysis of Financial Condition
and Results of Operations

Results of Operations

For the year ended December 31, 2007, the Corporation has
incurred a net loss of $226,232 and no revenues. Legal fees and accounting and
audit fees was in the amount of $17,795. Mineral property costs incurred for the
year ended December 31, 2007 were $109,085.

Net cash provided by financing activities for the year ended
  December 31, 2007 was $9,000.

Liquidity and Capital Resources

As of December 31, 2007, the Corporation has yet to generate
any revenues from its business operations.

---

The Corporation issued 6,000,000 founders shares on March 4,
2003, which was accounted for as capital of $6,000. The Corporation further
raised $34,950 in 2004 though a public offering.

As of December 31, 2007, there has been no direct or indirect
payment from the proceeds of the public offering to any directors, officers,
persons owning 10% or more of shares, any affiliates of the public or others.
Since inception, Jerry Dibble and Phillip Derry have advanced demand loans to
the Corporation in the total sum of $52,341, which was used for organizational
and start-up costs and the public offering expenses including, legal and
auditing fees. The demand loans do not bear interest. Jerry Dibble and Phillip
Derry agreed with the Corporation to accept repayment of the demand loans when
the Corporation is able to pay them back.

On May 3, 2005, the Corporation raised $140,000 through a
private placement and paid back $25,000 to Phillip Derry as partial repayment of
the outstanding demand loans to the Corporation. On June 23, 2006, the
Corporation raised $25,000 through a private placement.

As of December 31, 2007, the Corporation had cash of $17;
accounts payable and accrued liabilities of $48,304; and, liabilities due to
related parties of $168,598. As of December 31, 2007, the Corporation had net
working deficiency of $216,885.

As at December 31, 2007, the Corporations total assets were
$7,564, and total liabilities were $216,902. Under the Amended and Restated Que
Property Option Agreement, the Corporation is obligated to make total payments
of $80,000 to Maverick on or before December 31, 2008. Also, under the Amendment
Agreement re: Que Property dated March 18, 2008, 600,000 shares have been
authorized for issuance on August 5, 2008 to Maverick Investment Corp. but have
not been issued. Under the Amended and Restated Golden Darling Property Option
Agreement, the Corporation is obligated to make total payments of $35,000 to
Maverick, and make $50,000 of exploration expenditures on the property on or
before December 31, 2008.

The Corporation needs to raise more funds by private placement,
public offering or loans in order to continue its exploration programs. If the
Corporation fails to raise sufficient funds for the mining programs, it will
have to suspend or cease operations. The Corporation is presently considering a
variety of financing methods in order to further its business development and
exploration activities.

Safe Harbour

This Report contains forward-looking statements. These
statements relate to future events or future financial performance of the
Corporation. In some cases, you can identify forward-looking statements by
terminology such as "may", "should", "expects", "plans", "anticipates",
"believes", "estimates", "predicts", "potential" or "continue" or the negative
of these terms or other comparable terminology. These statements are only
predictions and involve known and unknown risks, uncertainties and other
factors, that may cause the Corporation or its industry's actual results, levels
of activity, performance or achievements to be materially different from any
future results, levels of activity, performance or achievements expressed or
implied by these forward-looking statements.

While these forward-looking statements, and any assumptions
upon which they are based, are made in good faith and reflect current judgment
regarding the direction of the Corporations business, actual results will
almost always vary, sometimes materially, from any estimates, predictions,
projections, assumptions or other future performance suggested herein. Except as
required by applicable law, including the securities laws of the United States,
the Corporation does not intend to update any of the forward-looking statements
to conform these statements to actual results.

ITEM
7.              
FINANCIAL STATEMENTS.

The Corporations audited financial statements for the fiscal
year ended December 31, 2007 are stated in United States Dollars (US$) and are
prepared in accordance with United States Generally Accepted Accounting
Principles.

---

CAPITAL MINERAL INVESTORS, INC.

(An Exploration Stage Company)

FINANCIAL STATEMENTS

DECEMBER 31, 2007

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM BALANCE
SHEETS

STATEMENTS OF OPERATIONS

STATEMENT OF STOCKHOLDERS EQUITY (DEFICIT)

STATEMENTS OF CASH FLOWS

NOTES TO THE FINANCIAL STATEMENTS

---

Capital Mineral Investors, Inc. 
  (An Exploration Stage
  Company)

December 31, 2007







|                                                              | Index
|------------------------------------------------------------- | -----
|                                                              |      
|Report
      of Independent Registered Public Accounting Firm | F-1  
|                                                              |      
|Balance
      Sheets                                          | F-2  
|                                                              |      
|Statements
      of Operations                                | F-3  
|                                                              |      
|Statements
      of Cash Flows                                | F-4  
|                                                              |      
|Statement
      of Stockholders Deficit                      | F-5  
|                                                              |      
|Notes
      to the Financial Statements                       | F-6  

---

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To Board of Directors of Capital Mineral Investors, Inc.

We have audited the accompanying balance sheets of Capital
  Mineral Investors, Inc. (an exploration stage company) as of December 31, 2007
  and 2006 and the related statements of operations, stockholders deficit and
  cash flows for the years then ended and the period from December 31, 2002
  (inception) through December 31, 2007. These financial statements are the
  responsibility of the Company's management. Our responsibility is to express an
  opinion on these financial statements based on our audits.

We conducted our audits in accordance with the standards of the
  Public Company Accounting Oversight Board (United States). Those standards
  require that we plan and perform an audit to obtain reasonable assurance whether
  the financial statements are free of material misstatement. The Company is not
  required to have, nor were we engaged to perform, an audit of its internal
  control over financial reporting. Our audit included consideration of internal
  control over financial reporting as a basis for designing audit procedures that
  are appropriate in the circumstances, but not for the purpose of expressing an
  opinion on the effectiveness of the Companys internal control over financial
  reporting. Accordingly, we express no such opinion. An audit also includes
  examining, on a test basis, evidence supporting the amounts and disclosures in
  the financial statements. An audit also includes assessing the accounting
  principles used and significant estimates made by management, as well as
  evaluating the overall financial statement presentation. We believe that our
  audits provide a reasonable basis for our opinion.

In our opinion, based on our audits, these financial statements
  present fairly, in all material respects, the financial position of Capital
  Mineral Investors, Inc. as of December 31, 2007 and 2006 and the results of its
  operations and its cash flows for the years then ended and the period from
  December 31, 2002 (inception) through December 31, 2007 in conformity with
  accounting principles generally accepted in the United States of America.

The accompanying financial statements have been prepared
  assuming that the Company will continue as a going concern. As discussed in Note
  1 to the financial statements, the Company has not generated revenues since
  inception, has incurred losses in developing its business, and further losses
  are anticipated. The Company requires additional funds to meet its obligations
  and the costs of its operations. These factors raise substantial doubt about the
  Companys ability to continue as a going concern. Managements plans in this
  regard are described in Note 1. The financial statements do not include any
  adjustments that might result from the outcome of this uncertainty.

DALE MATHESON CARR-HILTON LABONTE LLP 
  CHARTERED
  ACCOUNTANTS

Vancouver, Canada
  July 18, 2008

F-1

---

Capital Mineral Investors, Inc. 
  (An Exploration Stage
  Company) 
  Balance Sheets

|                                                                              |  | December 31, |   |  | December 31, |  
|----------------------------------------------------------------------------- |  | ------------ | - |  | ------------ | -
|                                                                              |  | 2007         |   |  | 2006         |  
|                                                                              |  | $            |   |  | $            |  
|                                                                              |  |              |   |  |              |  
|ASSETS                                                                        |  |              |   |  |              |  
|Current Assets                                                                |  |              |   |  |              |  
|Cash                                                                          |  | 17           |   |  | 1,994        |  
|Total Current Assets                                                          |  | 17           |   |  | 1,994        |  
|Equipment (Note 4)                                                            |  | 7,547        |   |  | 3,529        |  
|Total Assets                                                                  |  | 7,564        |   |  | 5,523        |  
|                                                                              |  |              |   |  |              |  
|LIABILITIES AND STOCKHOLDERS DEFICIT                                         |  |              |   |  |              |  
|Current Liabilities                                                           |  |              |   |  |              |  
|Accounts payable and accrued liabilities                                      |  | 48,304       |   |  | 27,888       |  
|Due to related parties (Note 5)                                               |  | 168,598      |   |  | 60,741       |  
|Total Liabilities                                                             |  | 216,902      |   |  | 88,629       |  
|Stockholders Deficit                                                         |  |              |   |  |              |  
|Common Stock, (Note 6) 75,000,000 shares authorized, $0.001
      par value   |  |              |   |  |              |  
|9,699,497 (8,699,497  December 31, 2006)
      shares issued and outstanding |  | 9,700        |   |  | 8,700        |  
|Additional Paid-in Capital                                                    |  | 366,250      |   |  | 267,250      |  
|Deficit Accumulated During the Exploration Stage                              |  | (585,288     | ) |  | (359,056     | )
|Total
      Stockholders Deficit                                             |  | (209,338     | ) |  | (83,106      | )
|Total Liabilities and Stockholders Deficit                                   |  | 7,564        |   |  | 5,523        |  
|                                                                              |  |              |   |  |              |  
|Going concern contingency (Note 1)                                            |  |              |   |  |              |  
|Commitments (Note 3)                                                          |  |              |   |  |              |  
|Subsequent events (Note 9)                                                    |  |              |   |  |              |  

(The Accompanying Notes are an Integral Part of These Financial
  Statements) 
  F-2

---

Capital Mineral Investors, Inc. 
  (An Exploration Stage
  Company) 
  Statements of Operations

|                                       |  | Accumulated From     |   |  |              |   |  |              |  
|-------------------------------------- |  | -------------------- | - |  | ------------ | - |  | ------------ | -
|                                       |  | December 31, 2002,   |   |  | For the      |   |  | For the      |  
|                                       |  | (Date of Inception), |   |  | Year Ended   |   |  | Year Ended   |  
|                                       |  | to December 31,      |   |  | December 31, |   |  | December 31, |  
|                                       |  | 2007                 |   |  | 2007         |   |  | 2006         |  
|                                       |  | $                    |   |  | $            |   |  | $            |  
|                                       |  |                      |   |  |              |   |  |              |  
|Expenses                               |  |                      |   |  |              |   |  |              |  
|                                       |  |                      |   |  |              |   |  |              |  
|Accounting and
      audit fees        |  | 48,052               |   |  | 6,442        |   |  | 24,341       |  
|Consulting fees                        |  | 1,200                |   |  |             |   |  |             |  
|Depreciation
      expense             |  | 5,583                |   |  | 1,863        |   |  | 1,193        |  
|Incorporation costs                    |  | 1,015                |   |  |             |   |  |             |  
|Legal fees                             |  | 110,787              |   |  | 11,353       |   |  | 27,449       |  
|Licenses and dues                      |  | 1,082                |   |  |             |   |  | 150          |  
|Management fees
      (Note 5)         |  | 75,000               |   |  | 60,000       |   |  | 15,000       |  
|Mineral property costs (Note 3)        |  | 256,243              |   |  | 109,085      |   |  | 138,429      |  
|Office expenses                        |  | 19,655               |   |  | 12,969       |   |  | 3,518        |  
|Rent (Note 5)                          |  | 7,200                |   |  | 4,800        |   |  | 2,400        |  
|Telephone and
      utilities          |  | 8,893                |   |  | 1,918        |   |  | 2,310        |  
|Transfer and filing fees               |  | 10,496               |   |  | 3,939        |   |  | 4,316        |  
|Travel and promotion                   |  | 40,082               |   |  | 13,863       |   |  | 17,354       |  
|                                       |  |                      |   |  |              |   |  |              |  
|Total Expenses                         |  | 585,288              |   |  | 226,232      |   |  | 236,460      |  
|                                       |  |                      |   |  |              |   |  |              |  
|Net Loss                               |  | (585,288             | ) |  | (226,232     | ) |  | (236,460     | )
|                                       |  |                      |   |  |              |   |  |              |  
|Net Loss Per Share  Basic and Diluted |  |                      |   |  | (0.02        | ) |  | (0.03        | )
|                                       |  |                      |   |  |              |   |  |              |  
|                                       |  |                      |   |  |              |   |  |              |  
|Weighted Average Shares Outstanding    |  |                      |   |  |              |   |  |              |  
|
      Basic and Diluted              |  |                      |   |  | 9,450,182    |   |  | 8,292,758    |  

(The Accompanying Notes are an Integral Part of These Financial
  Statements) 
  F-3

---

Capital Mineral Investors, Inc. 
  (An Exploration Stage
  Company) 
  Statements of Cash Flows

|                                                    |  | Accumulated From    |   |  |              |   |  |              |  
|--------------------------------------------------- |  | ------------------- | - |  | ------------ | - |  | ------------ | -
|                                                    |  | December 31, 2002   |   |  | For the      |   |  | For the      |  
|                                                    |  | (Date of Inception) |   |  | Year Ended   |   |  | Year Ended   |  
|                                                    |  | to December 31,     |   |  | December 31, |   |  | December 31, |  
|                                                    |  | 2007                |   |  | 2007         |   |  | 2006         |  
|                                                    |  | $                   |   |  | $            |   |  | $            |  
|Operating Activities                                |  |                     |   |  |              |   |  |              |  
|Net loss                                            |  | (585,288            | ) |  | (226,232     | ) |  | (236,460     | )
|Adjustments to
      reconcile net loss to net cash |  |                     |   |  |              |   |  |              |  
|provided by (used in)operating
      activities:    |  |                     |   |  |              |   |  |              |  
|Depreciation                                        |  | 5,583               |   |  | 1,863        |   |  | 1,193        |  
|Common stock
      issued for mineral property      |  | 170,000             |   |  | 100,000      |   |  | 70,000       |  
|Changes in
      operating assets and liabilities:  |  |                     |   |  |              |   |  |              |  
|Prepaid
      expenses                              |  |                    |   |  |             |   |  | 21,250       |  
|Accounts payable and accrued liabilities            |  | 48,303              |   |  | 20,416       |   |  | 11,646       |  
|Due to related party                                |  | 116,257             |   |  | 98,857       |   |  | 17,400       |  
|Net Cash Used in Operating Activities               |  | (245,145            | ) |  | (5,096       | ) |  | (114,971     | )
|Investing Activities                                |  |                     |   |  |              |   |  |              |  
|Purchase of equipment                               |  | (13,129             | ) |  | (5,881       | ) |  | (380         | )
|Net
      Cash Used in Investing Activities         |  | (13,129             | ) |  | (5,881       | ) |  | (380         | )
|Financing Activities                                |  |                     |   |  |              |   |  |              |  
|Proceeds from
      issuance of common stock        |  | 205,950             |   |  |             |   |  |             |  
|Common stock subscriptions received                 |  |                    |   |  |             |   |  | 25,000       |  
|Advances from related parties                       |  | 52,341              |   |  | 9,000        |   |  | 17,000       |  
|Net Cash Provided by Financing Activities           |  | 258,291             |   |  | 9,000        |   |  | 42,000       |  
|Increase (Decrease) In Cash                         |  | 17                  |   |  | (1,977       | ) |  | (73,351      | )
|Cash  Beginning                                    |  |                    |   |  | 1,994        |   |  | 75,345       |  
|Cash
       End                                    |  | 17                  |   |  | 17           |   |  | 1,994        |  
|                                                    |  |                     |   |  |              |   |  |              |  
|Supplemental Disclosures                            |  |                     |   |  |              |   |  |              |  
|Interest paid                                       |  |                    |   |  |             |   |  |             |  
|Income tax paid                                     |  |                    |   |  |             |   |  |             |  

(The Accompanying Notes are an Integral Part of These Financial
  Statements) 
  F-4

---

Capital Mineral Investors, Inc. 
  (An Exploration Stage
  Company) 
  Statement of Stockholders Deficit 
  From December 31, 2002 (Date
  of Inception) to December 31, 2007

DeficitCommon
        Stock
      
      
      AccumulatedNumber
      
      
      
      
      
      Additional
      
      
      During theOf
      
      
      
      
      
      Paid-In
      
      
      ExplorationShares
      
      
      Amount
      
      
      Capital
      
      
      Stage
      
      
      Total$
      
      
      $
      
      
      $
      
      
      $Balance, December 31, 2002 (Date of inception)
      
      
      
      
      
      
      
      
      
      
      
      
      
      Balance, December 31, 2002
      
      
      
      
      
      
      
      
      
      
      
      
      
      Shares issued for cash at $0.001 per share
        on January6, 2003
      
      6,000,000
      
      
      6,000
      
      
      
      
      
      
      
      
      6,000Net loss for the year
      
      
      
      
      
      
      
      
      
      
      (59,842
      )
      
      (59,842
      )Balance, December 31, 2003
      
      6,000,000
      
      
      6,000
      
      
      
      
      
      (59,842
      )
      
      (53,842
      )Shares issued for cash at $0.10 per share
        onDecember 23, 2004
      
      349,497
      
      
      350
      
      
      34,600
      
      
      
      
      
      34,950Net loss for the year
      
      
      
      
      
      
      
      
      
      
      (23,226
      )
      
      (23,226
      )Balance, December 31, 2004
      
      6,349,497
      
      
      6,350
      
      
      34,600
      
      
      (83,068
      )
      
      (42,118
      )Shares issued for cash at $0.10 per share
        on May 3,2005
      
      1,400,000
      
      
      1,400
      
      
      138,600
      
      
      
      
      
      140,000Net loss for the year
      
      
      
      
      
      
      
      
      
      
      (39,528
      )
      
      (39,528
      )Balance, December 31, 2005
      
      7,749,497
      
      
      7,750
      
      
      173,200
      
      
      (122,596
      )
      
      58,354Shares issued for mineral property at $0.10
        per shareon May 31, 2006
      
      700,000
      
      
      700
      
      
      69,300
      
      
      
      
      
      70,000Shares issued for cash at $0.10 per shares
        on June23, 2006
      
      250,000
      
      
      250
      
      
      24,750
      
      
      
      
      
      25,000Net loss for the year
      
      
      
      
      
      
      
      
      
      
      (236,460
      )
      
      (236,460
      )Balance, December 31, 2006
      
      8,699,497
      
      
      8,700
      
      
      267,250
      
      
      (359,056
      )
      
      (83,106
      )Shares issued for mineral property at $0.10
        per shareon April 1, 2007
      
      1,000,000
      
      
      1,000
      
      
      99,000
      
      
      
      
      
      100,000Net loss for the year
      
      
      
      
      
      
      
      
      
      
      (226,232
      )
      
      (226,232
      )Balance, December
        31, 2007
      
      9,699,497
      
      
      9,700
      
      
      366,250
      
      
      (585,288
      )
      
      (209,338
      )


(The Accompanying Notes are an Integral Part of These Financial
  Statements) 
  F-5

---

Capital Mineral Investors, Inc. 
  (An Exploration Stage
  Company) 
  Notes to the Financial Statements 
  December 31, 2007

|1. | Exploration Stage Company                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|-- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|   | Capital Mineral Investors, Inc. (the Company) was
      incorporated in the State of Nevada on December 31, 2002. The Companys
      principal business is the acquisition and exploration of mineral
      resources. The Company has not presently determined whether its properties
      contain mineral reserves that are economically recoverable.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|   | These financial statements have been prepared on a going
      concern basis, which implies the Company will continue to realize its
      assets and discharge its liabilities in the normal course of business. The
      Company has never generated revenues since inception and has never paid
      any dividends and is unlikely to pay dividends or generate earnings in the
      immediate or foreseeable future. The continuation of the Company as a
      going concern is dependent upon the continued financial support from its
      shareholders, the ability of the Company to obtain necessary equity
      financing to continue operations, and the attainment of profitable
      operations. As at December 31, 2007, the Company has accumulated losses of
      $585,288 since inception. These factors raise substantial doubt regarding
      the Companys ability to continue as a going concern. These financial
      statements do not include any adjustments to the recoverability and
      classification of recorded asset amounts and classification of liabilities
      that might be necessary should the Company be unable to continue as a
      going concern.
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|   | The Companys plans for the next twelve months are to
      focus on the exploration of its mineral properties in the Provinces of
      Quebec and Ontario, Canada. There can be no assurance that the Company
      will be able to raise sufficient funds to pay the expected expenses for
      the next twelve months. Management intends to finance operating costs over
      the next twelve months with existing cash on hand and loans from its sole
      director and, or, a private placement of common stock.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|2. | Summary of Significant Accounting Policies                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|   | a)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|   | b)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|   | c)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|   | d)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|   | e)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            

F-6

---

Capital Mineral Investors, Inc. 
  (An Exploration Stage
  Company) 
  Notes to the Financial Statements 
  December 31, 2007

|2. | Summary of Significant Accounting Policies
      (continued)
|-- | ------------------------------------------------------------
|   |                                                             
|   | f)                                                          
|   |                                                             
|   |                                                             
|   |                                                             
|   | g)                                                          
|   |                                                             
|   |                                                             
|   |                                                             
|   | h)                                                          
|   |                                                             
|   |                                                             
|   |                                                             
|   | i)                                                          
|   |                                                             
|   |                                                             
|   |                                                             
|   | j)                                                          
|   |                                                             
|   |                                                             
|   |                                                             
|   | k)                                                          
|   |                                                             
|   |                                                             
|   |                                                             
|   | l)                                                          
|   |                                                             
|   |                                                             

F-7

---

Capital Mineral Investors, Inc. 
  (An Exploration Stage
  Company) 
  Notes to the Financial Statements 
  December 31, 2007

|2. | Summary of Significant Accounting Policies
      (continued)
|-- | ------------------------------------------------------------
|   |                                                             
|   | m)                                                          
|   |                                                             
|   |                                                             
|   |                                                             
|   | n)                                                          
|   |                                                             
|   |                                                             
|   |                                                             
|   |                                                             
|   |                                                             
|   |                                                             
|   |                                                             
|   |                                                             
|   |                                                             
|   |                                                             
|   |                                                             
|3. | Mineral Properties                                          

| |                   |   | Que      |  |   | Golden Darling |  |   | Fenton   |  |   | Total   | 
| | ----------------- | - | -------- |  | - | -------------- |  | - | -------- |  | - | ------- | 
| |                   |   | Property |  |   | Property       |  |   | Property |  |   |         | 
| | Acquisition costs | $ | 50,000   |  | $ | 50,000         |  | $ | -        |  | $ | 100,000 | 
| | Exploration costs |   | 2,280    |  |   | 6,805          |  |   | -        |  |   | 9,085   | 
| | December 31, 2007 | $ | 52,280   |  | $ | 56,805         |  | $ | -        |  | $ | 109,085 | 
| | December 31, 2006 | $ | 49,679   |  | $ | 76,250         |  | $ | 12,500   |  | $ | 138,429 | 

F-8

---

Capital Mineral Investors, Inc. 
  (An Exploration Stage
  Company) 
  Notes to the Financial Statements 
  December 31, 2007

|3. | Mineral Properties (continued)
|-- | ------------------------------
|   |                               
|   | a)                            
|   |                               
|   |                               
|   |                               
|   |                               
|   |                               
|   |                               
|   |                               
|   |                               
|   |                               
|   |                               
|   |                               
|   |                               
|   |                               
|   |                               
|   |                               
|   |                               
|   |                               
|   |                               
|   |                               
|   |                               
|   |                               
|   |                               
|   |                               
|   |                               
|   |                               
|   |                               
|   |                               
|   |                               
|   |                               
|   | b)                            
|   |                               
|   |                               
|   |                               
|   |                               
|   |                               
|   |                               
|   |                               
|   |                               
|   |                               
|   |                               
|   |                               
|   |                               
|   |                               
|   |                               
|   |                               
|   |                               
|   |                               
|   |                               

F-9

---

Capital Mineral Investors, Inc. 
  (An Exploration Stage
  Company) 
  Notes to the Financial Statements 
  December 31, 2007

|3. | Mineral Properties (continued)                                                                                                                                                                                                                             
|-- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                            
|   | b)                                                                                                                                                                                                                                                         
|   |                                                                                                                                                                                                                                                            
|   |                                                                                                                                                                                                                                                            
|   |                                                                                                                                                                                                                                                            
|   |                                                                                                                                                                                                                                                            
|   |                                                                                                                                                                                                                                                            
|   |                                                                                                                                                                                                                                                            
|   |                                                                                                                                                                                                                                                            
|   |                                                                                                                                                                                                                                                            
|   |                                                                                                                                                                                                                                                            
|   |                                                                                                                                                                                                                                                            
|   |                                                                                                                                                                                                                                                            
|   | c)                                                                                                                                                                                                                                                         
|   |                                                                                                                                                                                                                                                            
|   |                                                                                                                                                                                                                                                            
|   |                                                                                                                                                                                                                                                            
|   | On June 13, 2006, the owner of the optionor of the Que
      Agreement, Golden Darling Agreement and Fenton Agreement became a
      significant shareholder of the Company pursuant to a private share
      purchase agreement with a former shareholder.
|   |                                                                                                                                                                                                                                                            
|   | Subsequent to December 31, 2007, the advance NSR payment
      was extended. (Note 9(c)).                                                                                                                                                                  
|   |                                                                                                                                                                                                                                                            
|4. | Equipment                                                                                                                                                                                                                                                  

| |                  |   | December
      31, 2007 | 
| | ---------------- | - | ----------------------- | 
| |                  |   |                         | 
| |                  |   | Cost                    | 
| | Office equipment | $ | 2,633                   | 
| | Computer         |   | 10,496                  | 
| |                  | $ | 13,129                  | 

| |                  |   | December
      31, 2006 | 
| | ---------------- | - | ----------------------- | 
| |                  |   |                         | 
| |                  |   | Cost                    | 
| | Office equipment | $ | 1,658                   | 
| | Computer         |   | 5,591                   | 
| |                  | $ | 7,249                   | 

|5. | Related Party Transactions                                                                                                                                                                                                                    
|-- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                               
|   | During the year ended December 31, 2007, the Company had
      transactions with certain officers and directors of the Company as
      follows:                                                                                              
|   |                                                                                                                                                                                                                                               
|   | a)                                                                                                                                                                                                                                            
|   |                                                                                                                                                                                                                                               
|   | b)                                                                                                                                                                                                                                            
|   |                                                                                                                                                                                                                                               
|   | As at December 31, 2007, $168,598 (December 2006 -
      $60,741) was owing to current and former officers and directors of the
      Company. These amounts are unsecured, non-interest bearing and has no
      specific terms of repayment.
|   |                                                                                                                                                                                                                                               
|   | All related party transactions were recorded at the
      exchange amount, which is the value established and agreed to by the
      related parties.                                                                                         

F-10

---

Capital Mineral Investors, Inc. 
  (An Exploration Stage
  Company) 
  Notes to the Financial Statements 
  December 31, 2007

|6. | Common Stock                                                      
|-- | ------------------------------------------------------------------
|   |                                                                   
|   | During the year ended December 31, 2007, the Company
      issued:
|   |                                                                   
|   | a)                                                                
|   |                                                                   
|   | b)                                                                
|   |                                                                   
|   | During the year ended December 31, 2006, the Company
      issued:
|   |                                                                   
|   | a)                                                                
|   |                                                                   
|   | b)                                                                

Warrants

The Company has outstanding share
  purchase warrants as follows:

| |                            |  | Number of |   |   | Weighted average |  |  | Weighted average    | 
| | -------------------------- |  | --------- | - | - | ---------------- |  |  | ------------------- | 
| |                            |  | warrants  |   |   | exercise price   |  |  | life
      (months) | 
| | Balance December 31, 2005  |  |          |   | $ |                 |  |  |                     | 
| | Issued during the year     |  | 250,000   |   |   | 0.20             |  |  | 6                   | 
| | Balance, December 31, 2006 |  | 250,000   |   |   | 0.20             |  |  | 6                   | 
| | Expired during the year    |  | (250,000  | ) |   | 0.20             |  |  |                    | 
| | Balance, December 31, 2007 |  |          |   | $ |                 |  |  |                    | 

Stock Options

As at December 31, 2007, the Company
  has not granted any stock options or recorded any stock-based compensation.

|7. | Contingencies                                                                                                                                                                                                                              
|-- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                            
|   | The Company operates in the field of mineral exploration
      and is therefore subject to provincial and federal environmental
      regulations of Canada. Due to the diversity of these regulations,
      compliance cannot be assured.
|   |                                                                                                                                                                                                                                            
|8. | Income Taxes                                                                                                                                                                                                                               
|   |                                                                                                                                                                                                                                            
|   | A reconciliation of income tax computed at the federal
      and state statutory tax rates and the Companys effective tax rate is as
      follows:                                                                                       

2007
      
      
      2006Net loss before income taxes
      $
      226,232,
      
      $
      236,460Statutory tax rate
      
      42%
      
      
      42%(95,017
      )
      
      (99,313
      )Non-deductible items
      
      46,598
      
      
      1,562Deductible items
      
      (10,762
      )
      
      (6,181
      )Unrecognized
        non-capital losses
      
      59,181
      
      
      103,932Income tax
        provision
      $
      
      
      $
      


F-11

---

Capital Mineral Investors, Inc. 
  (An Exploration Stage
  Company) 
  Notes to the Financial Statements 
  December 31, 2007

|8. | Income Taxes (continued)                                                                                    
|-- | ------------------------------------------------------------------------------------------------------------
|   |                                                                                                             
|   | The significant components of deferred income tax assets
      at December 31, 2007 and 2006 are as follows:

2007
      
      
      2006Non-capital loss
      
      162,200
      
      
      150,800Mineral property
      
      (16,000
      )
      
      (6,000
      )Valuation allowance
      
      146,200
      
      
      144,800Net deferred tax asset
      $
      
      
      $
      


|   | Included in the balance at December 31, 2007, are
      $415,900 of tax positions for which there is uncertainty about the
      validity of certain credits. The disallowance of the credits would impact
      the amount of gross deferred tax assets reflected in the accompanying
      footnotes.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|-- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   | During the year 2007, the Company did not recognize any
      interest and penalties. Due to the potential offset of the Companys
      operating loss carry-forward for any future activity, the amount
      attributed to interest and penalties would be immaterial.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   | The Company has not filed income tax returns since
      inception in the United States and Canada. Both taxing authorities
      prescribe penalties for failing to file certain tax returns and
      supplemental disclosures. Upon filing there could be penalties and
      interest assessed. Such penalties vary by jurisdiction and by assessing
      practices and authorities. As the Company has incurred losses since
      inception there would be no known or anticipated exposure to penalties for
      income tax liability. However, certain jurisdictions may assess penalties
      for failing to file returns and other disclosures and for failing to file
      other supplementary information associated with foreign ownership, debt
      and equity positions. Inherent uncertainties arise over tax positions
      taken with respect to transfer pricing, related party transactions, tax
      credits, tax based incentives and stock based transactions. Management has
      considered the likelihood and significance of possible penalties
      associated with its current and intended filing positions and has
      determined, based on their assessment, that such penalties, if any, would
      not be expected to be material.
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|9. | Subsequent Events                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   | a)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   | b)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   | c)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               

F-12

---

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

Effective on March 8, 2006, the Corporation dismissed its
former accountants, Moen & Company, Chartered Accountants (the Former
Accountants), which dismissal was approved by the board of directors of the
Corporation.

The Former Accountants report on the financial statements of
the Corporation for either of the past two fiscal years did not contain any
adverse opinion or disclaimer of opinion or was modified as to uncertainty,
audit scope, or accounting principles.

There were no disagreements with the Former Accountants,
whether or not resolved, on any matter of accounting principles or practices,
financial statement disclosure, or auditing scope or procedure, which, if not
resolved to the Former Accountants satisfaction, would have caused it to make
reference to the subject matter of the disagreement(s) in connection with its
report.

The Former Accountants did not advise the Corporation with
respect to any matters stated in Item 304(a)(1)(B) of Regulation S-B under the
Securities Act (Regulation S-B).

The Corporation engaged its new accountants, Dale Matheson
Carr-Hilton Labonte, Chartered Accounts (the New Accountants) effective March
8, 2006 to audit the Corporations financial statements for the fiscal year
ended December 31, 2005 and to conduct review engagements on the Corporations
quarterly financial statements on an ongoing basis thereafter.

Prior to engaging the New Accountants, the Corporation did not
consult with the New Accountants with respect to any matters stated in Item
304(a)(2) of Regulation S-B.

The Corporation has requested the Former Accountants to furnish
a letter addressed to the SEC stating whether it agrees with the statements made
by the Corporation and, if not, stating the respect in which it does not
agree.

ITEM
8A.             CONTROLS
AND PROCEDURES.

As of December 31, 2007, the disclosure controls and procedures
in place have been evaluated and are sufficient to ensure the accurate and full
disclosure of financial matters.

The management of the Corporation is responsible for
establishing and maintaining adequate internal controls over the financial
reporting of the Corporation. The Corporation uses the following framework to
evaluate the effectiveness of the internal controls over financial reporting:

|1. | We maintain a system of disclosure controls and
      procedures that are designed to provide reasonable assurances that
      information, which is required to be timely disclosed, is accumulated and
      communicated to management in a timely fashion, given the present size,
      nature and scope of our organization.                                                                                                                                                                                                                                                            
|-- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|2. | In the ordinary course of business, we review our system
      of internal control over financial reporting and make appropriate changes
      to our system and processes to improve controls and increase efficiency
      that management believes are necessary for our organization at the present
      stage of development. Changes in the future, when we have the appropriate
      funding and developed the organizational complexity, may include such
      activities as implementing new technologies to provide more efficient
      systems and automating manual processes.

An evaluation of the effectiveness of the design and operation
of our disclosure controls and procedures was performed as of the end of the
period covered by this report. This evaluation was performed under the
supervision and with the participation of management, including our Chief
Executive and Chief Financial Officer. Based upon that evaluation, our Chief
Executive and Chief Financial Officer concluded that, given the present size,
nature and scope of our organization, our present disclosure controls and
procedures are effective to provide reasonable assurance that information
required to be disclosed by the Corporation in the reports, that it files or
submits under the Securities Exchange Act of 1934, is accumulated and
communicated to management to allow timely decisions regarding required
disclosure and are effective to provide reasonable assurance that such
information is recorded, processed, summarized and reported within the time
periods specified by the SECs rules and forms.

---

Management assessed the effectiveness of the Corporations
internal control over financial reporting as of December 31, 2007. In making
this assessment, management used the criteria set forth by the Committee of
Sponsoring Organization of the Treadway Commission in Internal
Control-Integrated Framework. Based on such assessment and those criteria,
management believes that, given the present size, nature and scope of our
organization, the Corporation maintained effective internal control over
financial reporting as of December 31, 2007. Management believes that its daily
involvement with the business and the centralized nature of information
aggregation provide it with adequate knowledge to identify the financial
reporting risks and related controls.

Presently, we do not have an audit committee nor an audit
  committee financial expert. Our level of operations do not presently justify
  the retainment of an audit committee financial expert nor are we in a financial
  position to attract, retain and compensate an additional director who will qualify
  as such an expert. Our future intention is to retain a director or an audit
  committee member who is qualified to be a financial expert. Presently, our Chief
  Executive and Financial Officer does not have the employment experience, knowledge
  of financial statements, finance and accounting experience necessary to supervise
  and provide such oversight responsibilities. When we have the appropriate funding,
  we will hire the necessary financial staff to supervise, manage and assess our
  financial systems. Additionally, the functions of a Chief Executive Officer
  and Chief Financial Officer have not been separated and there will be inherent
  conflicts, potential abuse and weaknesses in our internal control systems as
  a result of one person performing both functions. In the future when it is economically
  feasible, we will separate the functions of the Chief Executive Officer and
  Chief Financial Officer. Management does not believe that these weaknesses are
  material at this stage of development of the Corporation.

Due to its inherent limitations, internal controls over financial
  reporting may not prevent or detect misstatements under all potential conditions.
  Therefore, effective control over financial reporting provides only reasonable,
  and not absolute, assurance that a restatement of our financial statements would
  be prevented or detected. Also, projections of any evaluation of effectiveness
  to future periods are subject to the risk that controls may become inadequate
  because of changes in conditions, or that the degree of compliance with the
  policies or procedures may deteriorate in the future.

ITEM
8B.             CHANGES
IN INTERNAL CONTROLS.

The Corporations accounting firm has not issued an attestation
report on the managements assessment of the Corporations internal controls.
Managements report was not subject to attestation by our registered public
accounting firm pursuant to temporary rules of the Commission that permit us to
provide only managements report in this annual report. There have been no
significant changes in our internal controls over financial reporting that
occurred during the year ended December 31, 2007 that have materially or are
reasonably likely to materially affect our internal controls over financial
reporting.

PART III

|ITEM 9. | DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS, CONTROL
      PERSONS & CORPORATE GOVERNANCE; COMPLIANCE WITH SECTION 16(A)
      OF THE EXCHANGE ACT.
|------- | ------------------------------------------------------------------------------------------------------------------------------------------------

Directors and Executive Officers

Each of the Corporations directors is elected by stockholders
to a term of one year and services until his or her successor is elected and
qualified.

Each of the Corporations officers is appointed by the board of
directors of the Corporation for a term of one year and services until his or
her successor is duly elected and qualified, or until he or she is removed from
the office.

The board of directors has no nominating, auditing or
compensation committees.

The following table sets forth information pertaining to the
Corporations directors, executive officers:

---

Name
      Age
      Position held with the Corporation
      Date First Elected or Appointed
      Other Reporting Company
      DirectorshipJerry Dibble 32603 Fleming Avenue Mission, BC,
      Canada, V2V 2G8
    64
    Director President Chief Executive
      Officer Chief Financial Officer; and Principal Accounting Officer
    December 31, 2002 December 31, 2002
      December 31, 2002 June 13, 2006
    Apella Resources Inc.Gary Benson Suite 106 5435 Balboa Blvd Encino
      CA 91316
    51
    Director
    June 13, 2006


The following is a brief account of the education and business
experience of each director and executive officer during at least the past five
years, indicating each persons principal occupation during the period and the
name and principal business of the organization by which he was employed.

Jerry Dibble

Mr. Jerry Dibble has been our President, Chief Executive
Officer and member of the board of directors since the inception of our
business. Mr. Dibble was appointed our Chief Financial Officer on June 13, 2006.
Mr. Dibble has devoted approximately 50% of his professional time to the
business of the Corporation and intends to continue to devote this amount of
time in the future: Mr. Dibble served in the U.S. Navy from April of 1962 to
July 1966 and thereafter attended the University of Houston where he received a
Bachelor of Arts degree in Economics and graduated with honors in 1970.

Mr. Dibble has over 14 years of combined experience in the
areas of corporate communications, investor relations, and public relations. He
has gained experience in investor relations, corporate finance and mineral
projects by managing Investors Capital of North America, a private company in
Texas owned by himself, which has engaged in investor relations from September
1996 to the present.

Mr. Dibble has benefited from experience gained in the capital
markets through his involvement with various public and private companies. He is
currently a director of Apella Resources, Inc. (Apella) a publicly trading
company engaged in mineral exploration. Apella trades on the TSX Venture
Exchange (the TSX-V) as a tier one company under the stock symbol APA. Mr.
Dibble has been a director of Apella since February 18, 2002.

Gary Benson

Mr. Gary Benson has been a member of the board of directors
since June 13, 2006. Mr. Benson has devoted approximately 1% of his professional
time to the business of the Corporation and intends to devote this amount of
time in the future: Mr. Gary Benson is a Certified Financial Planner. He is a
partner in the southern California firm of Pash and Benson International (Pash
and Benson). Pash and Benson is a diversified financial planning firm created
to assist individuals in arranging their personal and corporate affairs. Pash
and Benson assists clients in tax planning, investment planning, retirement
planning, insurance planning, and estate planning. Mr. Benson has been assisting
clients in this industry for over 25 years.

Significant Employees

There are no employees of the Corporation who is not an
executive officer but who is expected by the Corporation to make a significant
contribution to the business.

Family Relationships

There are no family relationships among directors or executive
officers of the Corporation.

Involvement in Certain Legal Proceedings

None of the directors, executive officers, promoters or control
persons of the Corporation have, during the past five years, been involved in
any of the following:

---

|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;                                                                                                             
|-- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                 
|2. | any conviction in a criminal proceeding or being subject
      to a pending criminal proceeding, excluding traffic violations and other
      minor offences;                                                                                                                                                                   
|   |                                                                                                                                                                                                                                                                                                                                 
|3. | being subject to any order, judgement, or decree, not
      subsequently reversed, suspended or vacated of any court of competent
      jurisdiction, permanently or temporarily enjoining, barring, suspending or
      otherwise limiting his involvement in any type of business, securities or
      banking activities; and
|   |                                                                                                                                                                                                                                                                                                                                 
|4. | being found by a court of competent jurisdiction (in a
      civil action), the SEC or the Commodity Future Trading Commission to have
      violated a federal or state securities or commodities law, and the
      judgment has not been reversed, suspended or
vacated.                                                     

Compliance with Section 16(a) of the Exchange
Act

Section 16(a) of the Exchange Act requires the directors,
officers, beneficial owner of more than 10% of any class of equity securities of
the Corporation to file with the SEC initial statement of beneficial ownership,
reports of changes in ownership and annual reports concerning their ownership of
shares in the common stock and other equity security on Form 3, 4 and 5
respectively. The above-mentioned persons are required by the SEC to furnish the
Corporation with copies of all Section 16(a) reports filed.

To the best of managements knowledge, all persons mentioned
  above have filed the required reports in a timely manner.

Conflict of Interest

Management believes that Mr. Dibble may be subject to conflicts
of interest, as he is also a director of Apella Resources Inc. Patrick OBrien
beneficially owns 52% of the shares of our Corporation and is also the sole
director and shareholder of Maverick Investment Corp., the optionor under our
Que and Golden Darling Property Option Agreements. Patrick OBrien is also the
President and director of Apella Resources Inc., a public company listed on the
TSX Venture Exchange and also is in the business of mineral exploration.

Some of the directors and officers of the Corporation are or
may become directors or officers of other similar companies engaged in mineral
exploration. In this regard, properties may be offered to both the Corporation
and these other companies, which could result in the director or officer having
a conflict of interest. In order to avoid the possible conflict of interest
which may arise between the directors duties to the Corporation and their
duties to the other companies on whose boards they serve, the directors and
officers of the Corporation have agreed to the following:

|1. | the potential conflict of interest would be declared and
      the director or officer would abstain from voting on any matter in which
      he/she has a potential conflict.                                                                                                      
|-- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                     
|2. | participation in other business ventures offered to the
      directors will be allocated between the various companies and on the basis
      of prudent business judgment and the relative financial abilities and
      needs of the companies to participate;                   
|   |                                                                                                                                                                                                                                                                                     
|3. | no commissions or other extraordinary consideration will
      be paid to such directors and officers; and                                                                                                                                                                          
|   |                                                                                                                                                                                                                                                                                     
|4. | business opportunities formulated by or through other
      companies in which the directors and officers are involved will not be
      offered to the Corporation except on the same or better terms than the
      basis on which they are offered to third party
  participants.

Code of Ethics

Management has adopted a code of ethics in compliance with Item
406 of Regulation S-B that applies to the chief executive officer, chief
financial officer, principal accounting officer or controller, or persons
performing similar functions. The Corporation undertakes to provide by mail to
any person without charge, upon request, a copy of such code of ethics if and
when the Corporation receives the request in writing by mail to:

Capital Mineral Investors, Inc.Suite 700  101
Convention Centre Drive Las Vegas, Nevada 89109

---

Audit Committee and Audit Committee Financial
Expert

At present the Corporation does not have a separately
designated standing audit committee. The entire board of directors is acting as
the Corporations audit committee (the Audit Committee), as specified in
section 3(a)(58)(b) of the Exchange Act.

At present the Corporation does not have an audit committee
financial expert serving on the Audit Committee. The Corporation is a start-up
company and has realized limited revenue from its business operations. However,
the Corporation is seeking to locate a financial expert for the Audit Committee.

ITEM
10.             EXECUTIVE
COMPENSATION.

Messrs. Dibble and Benson, officers and directors of the
Corporation, were not compensated for their services and there are no plans to
compensate them in the near future until such time as the Corporation generates
sufficient revenue to do so.

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

Security Ownership of Certain Beneficial Owners & of
Management

The following table sets forth, as of August 13, 2008
concerning the common stock owned by persons known by the Corporation to be the
beneficial owner of more than five percent of the Corporations common
stock.

Name and
      Address of Beneficial Owner
      Amount and Nature of Beneficial Ownership
      Percent of Class(1)Jerry Dibble 32603 Fleming Avenue, Mission, BC, Canada,
      V2V 2G8
    2,932,000
    28.5%Gary Benson Suite 106 - 5435 Balboa Blvd Encino CA
      91316
    250,000
    2.4%All Officers and Directors, as a Group (2 persons)
    3,182,000
    30.9%Maverick Investment Corp. Suite 1600  543 Granville
      Street, Vancouver. BC. Canada, V6C 1X8
    5,350,000(2)
    52.0%Frederick H. Tuvel, 
      P.O. Box 85, Kleinberg,
      Ontario, Canada, 
      L0J 1C0
    665,000
    6.5%


(1) The percentage of class is based on 10,299,497 shares. Only
9,699,497 shares are outstanding but 600,000 shares have been authorized for
issuance on August 5, 2008 but have not been issued but is included in this
calculation.

(2) 250,000 of these shares are registered in the name of
Patrick OBrien, the sole shareholder and director of Maverick Investment Corp.
A total of 4,500,000 shares are registered in the name of Maverick Investment
Corp. Another 600,000 shares will be issued to Maverick and these shares are
included in the total number of shares held by Maverick.

Changes in Control

To the knowledge of management, there are no present
arrangements, which may result in a change in control of the Corporation.

Compensation Plans

The Corporation has no compensation plans previously approved
by security holders or not under which securities are authorized for issuance.

---

ITEM
12.             CERTAIN
RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR INDEPENDENCE.

Since the beginning of the Corporations last fiscal year,
there have been no transactions, or any currently proposed transactions, in
which the Corporation was or is to be a participant and the amount involved
exceeds the lesser of $120,000 or one percent of the average of the
Corporations total assets at year end for the last three completed fiscal
years, and in which any related person had or will have a direct or indirect
material interest other than the following:

Patrick OBrien beneficially owns
  52% of our shares. He is also the sole shareholder and director of Maverick
  Investment Corp., the contractual party and optionor in our Que and Golden
  Darling Property Option Agreements. Under the Amendment Agreement re: the Que
  Property dated March 18, 2008, Patrick OBrien as sole shareholder of Maverick,
  will be issued 600,000 shares. These shares have not been issued but are
  included in the calculation of Mr. OBriens 52% ownership. Effectively, Mr.
  OBrien will have voting control in any shareholder meeting. Patrick OBrien is
  also the registered owner of the minerals claims on the Fenton, Que and Golden
  Darling Properties. Mr. OBrien was the vendor that sold the claims pertaining
  to the Fenton Property to the Corporation but he has not transferred title to
  the Corporation. Presently, there are no arrangements to transfer legal title to
  the Corporation.

ITEM
13.             EXHIBITS.

|Exhibit  | Document Description                                                                      
|-------- | ------------------------------------------------------------------------------------------
|No.      |                                                                                           
|3.1*     | Articles of Association                                                                   
|3.2*     | Bylaws                                                                                    
|4.1*     | Specimen Stock Certificate                                                                
|4.2*     | Promissory Note to Jerry Dibble for $8,483.50                                             
|4.3**    | Promissory Note to Phil Derry
      for $17,857.23                                        
|10.1***  | Amended and Restated Que Property Option Agreement
      dated March 31, 2008             
|10.2***  | Amended and Restated Golden Darling
      Property Option Agreement dated March 31, 2008  
|10.3***  | Amendment Agreement for Royalty Payment for the
      Fenton Property dated March 18, 2008
|10.4***  | Amendment Agreement re: Que Property
      dated March 18, 2008                           
|31.1     | Rule 13a-14(a)/15d-14(a)
      Certifications                                             
|32.1     | Section
      1350 Certifications                                                         
|99.1**** | Option Agreement for Quebec property dated May
      31, 2006                             
|99.2**** | Option Agreement for Ontario property
      dated May 31, 2006                            
|99.3**** | Purchase Agreement for Quebec property dated May
      31, 2006                           

|*    | Incorporated by reference to same exhibit filed with the
      Corporation's Registration Statement on Form SB-2 filed with the SEC on
      May 23, 2003 under file number 333-10556.   
|---- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|     |                                                                                                                                                                                          
|**   | Incorporated by reference to same exhibit filed with the
      Corporation's amended annual report on Form 10-KSB filed with the SEC on
      April 24, 2006 under file number 001-32673.
|     |                                                                                                                                                                                          
|***  | Filed as an Exhibit to the Corporation's Form 10-KSB/A on
      August 13, 2008, and incorporated herein by this reference.                                                              
|     |                                                                                                                                                                                          
|**** | Incorporated by reference to same exhibit filed with the
      Corporation's Form 8-K filed with the SEC on May 31, 2006 under file
      number 001-32673.                              

ITEM
14.            
PRINCIPAL ACCOUNTANT FEES AND SERVICES.

|1. | Audit Fees.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|-- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|   | The aggregate fees billed for each of the last two fiscal
      years 2006 and 2007 for professional services rendered by the principal
      accountant Dale Matheson Carr-Hilton Labonte, Chartered Accountants, for
      the audit of the Registrants annual financial statements and review of
      financial statements included in the Registrants Form 10-QSB or services
      that are normally provided by the accountant in connection with statutory
      and regulatory filings or engagements for those fiscal years are $6,442
      and $24,341 respectively.

---

|2. | Audit Related Fees.                                                                                                                                                                                                                                                                     
|-- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                         
|   | There have been no audit related fees billed by any of
      the Corporations accountants from inception of the Corporation to the
      fiscal year end of December 31, 2007.                                                                                                         
|   |                                                                                                                                                                                                                                                                                         
|3. | Tax Fees.                                                                                                                                                                                                                                                                               
|   |                                                                                                                                                                                                                                                                                         
|   | There have been no tax fees billed by any of the
      Corporations accountants from inception of the Corporation to the fiscal
      year end of December 31, 2007.                                                                                                                   
|   |                                                                                                                                                                                                                                                                                         
|4. | All Other Fees.                                                                                                                                                                                                                                                                         
|   |                                                                                                                                                                                                                                                                                         
|   | There have been no other fees billed by any of the
      Corporations accountants from inception of the Corporation to the fiscal
      year end of December 31, 2007.                                                                                                                 
|   |                                                                                                                                                                                                                                                                                         
|5. | It is the policy of the Corporations board of directors
      that before the accountant is engaged to render audit or non-audit
      services, the engagement be approved by the board of directors, which at
      present is also acting as the Audit Committee of the
Corporation.
|   |                                                                                                                                                                                                                                                                                         
|6. | Not applicable.                                                                                                                                                                                                                                                                         

SIGNATURES

In accordance with Section 13 or 15(d) of the Exchange Act, the
Registrant caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.

Dated: August 13, 2008

CAPITAL MINERAL INVESTORS, INC.

|BY: | */s/ Jerry Dibble*                                                        | 
|--- | --------------------------------------------------------------------------- | 
|    | Jerry Dibble                                                                | 
|    | Director, President, Chief Executive Officer, Chief
      Financial Officer
|    | Principal Accounting Officer                                                | 

In accordance with the Securities Exchange Act of 1934, this
Report has been signed below by the following persons on behalf of the
Registrant and in the capacities and on the dates indicated.

|/s/ Jerry
      Dibble                                                    | 
|--------------------------------------------------------------------------- | 
|Jerry Dibble                                                                | 
|Director, President, Chief Executive Officer, Chief
      Financial Officer | 
|Principal Accounting Officer                                                | 
|August 13, 2008                                                             | 
|                                                                            | 
|/s/ Gary
      Benson                                                     | 
|Gary Benson                                                                 | 
|Director                                                                    | 
|August 13, 2008                                                             | 

---