SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                  FORM 10-KSB/A
                                 Amendment No. 1
(Mark One)

[ X] ANNUAL  REPORT  PURSUANT  TO  SECTION  13 OR  15(d)  OF THE  SECURITIES
     EXCHANGE ACT OF 1934

                    For the fiscal year ended March 31, 2005

                                       OR

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

          From the transition period from ____________ to ___________.

                        Commission File Number 000-50541

                           Dragon Gold Resources, Inc.
        (Exact name of small business issuer as specified in its charter)

         Nevada                                          88-0507007
 ------------------------------              --------------------------------
(State or other jurisdiction of            (IRS Employer Identification No.)
 incorporation or organization)

         Regent's Place, 338 Euston Road, London NW1 3BT, United Kingdom
                    (Address of principal executive offices)

                                + 44 207 416 4920
                           (Issuer's telephone number)

        Class                  Shares Outstanding              Date
Common, $0.001 par value          53,221,724               June 30, 2005

     Indicate  by check  mark  whether  the  registrant  (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  registrant's  knowledge,  in  definitive  proxy  or
information statements  incorporated by reference in Part III of this form10-KSB
or any amendment to this Form 10-KSB. |_|

         The Issuer's revenues for the fiscal year ended March 31, 2005 were $0.

     The number of shares of the  registrant's  common stock  outstanding  as of
June 30, 2005 is 53,221,724.  The aggregate  market value of the issuer's voting
and non-voting common equity held by non-affiliates computed by reference to the
closing  price of such  common  equity as of June 30,  2005,  was  approximately
$12,773,214.

                       DOCUMENTS INCORPORATED BY REFERENCE

                                      None

         Transition Small Business Disclosure Format:   Yes  [  ]   No  [ X ]
<PAGE>


                           DRAGON GOLD RESOURCES, INC.
                                      INDEX

                                TABLE OF CONTENTS
<TABLE>


                                                                        Page
<S>                                                                   <C>

PART I

         ITEM 1.      BUSINESS..............................................      3
         ITEM 2.      DESCRIPTION OF PROPERTY...............................      5
         ITEM 3.      LEGAL PROCEEDINGS.....................................      6
         ITEM 4.      SUBMISSION OF MATTERS TO A VOTE OF
                      SECURITY HOLDERS......................................      6

PART II

         ITEM 5.      MARKET FOR COMMON EQUITY AND
                      RELATED STOCKHOLDER MATTERS...........................      7
         ITEM 6.      MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN
                      OF OPERATION..........................................      7
         ITEM 7.      FINANCIAL STATEMENTS AND NOTES........................     10
         ITEM 8.      CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS
                      ON ACCOUNTING AND FINANCIAL DISCLOSURE................     22
         ITEM 8A.     MANAGEMENT'S ANNUAL REPORT ON INTERNAL CONTROL OVER
                      FINANCIAL REPORTING...................................     22

PART III

         ITEM 9.      DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND
                      CONTROL PERSONS; COMPLIANCE WITH
                      SECTION 16(a) OF THE EXCHANGE ACT.....................     23
         ITEM 10.     EXECUTIVE COMPENSATION................................     23
         ITEM 11.     SECURITY OWNERSHIP OF CERTAIN BENEFICIAL
                      OWNERS AND MANAGEMENT.................................     24
         ITEM 12.     CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS........     24
         ITEM 13.     EXHIBITS AND REPORTS OF FORM 8-K......................     24
         ITEM 14.     PRINCIPAL ACCOUNTANT FEES AND SERVICES................     25


SIGNATURES            ......................................................     25
Certifications        ......................................................  26-27
</TABLE>
                                       2
<PAGE>



SPECIAL NOTE  REGARDING  FORWARD-LOOKING  STATEMENTS

Certain  statements  in this Annual  Report on Form 10-KSB (this "Form 10 KSB"),
including  statements  under "Item 1.  Description  of  Business,"  and "Item 6.
Management's Discussion and Analysis or Plan of Operation",  constitute "forward
looking  statements"  within the meaning of Section 27A of the Securities Act of
1934,  as amended,  and the  Private  Securities  Litigation  Reform Act of 1995
(collectively,  the "Reform Act").  Certain,  but not  necessarily  all, of such
forward-looking  statements  can be  identified  by the  use of  forward-looking
terminology  such  as  "believes",   "expects",   "may",  "will",  "should",  or
"anticipates", or the negative thereof or other variations thereon or comparable
terminology, or by discussions of strategy that involve risks and uncertainties.
Such forward-looking  statements involve known and unknown risks,  uncertainties
and  other  factors  which  may  cause  the  actual   results,   performance  or
achievements of Dragon Gold Resources, Inc. ("the Company", "we", "us" or "our")
to be materially different from any future results,  performance or achievements
expressed or implied by such forward-looking statements. References in this form
10-KSB, unless another date is stated, are to March 31, 2005.


                                     PART I

ITEM 1.  DESCRIPTION OF BUSINESS

BUSINESS  DEVELOPMENT

The  Company  was  originally  incorporated  in the State of Nevada,  U.S.A.  on
December 13, 2000 as Folix  Technologies Inc. On June 1, 2004, the Company filed
a  Certificate  of Amendment to change its name to Dragon Gold  Resources,  Inc.
change which became  effective on June 14, 2004.  Since July 2004, the Company's
management has been based in London, England. Formerly,  management was based in
Vancouver, British Columbia, Canada. The Company is an exploration stage company
engaged in the acquisition and exploration of mineral properties in the People's
Republic of China ("China") and Mongolia.  The Company's  existing  interests in
mineral  properties  are  discussed  in more  detail  below  under  the  heading
"Description of Property."

On March 9, 2001,  the  Company  entered  into an asset  purchase  agreement  to
acquire  certain  hair  loss  prevention  and hair  loss  regrowth  intellectual
property.  The Company was to pay CDN$25,000 in monthly  installments  and issue
100,000  shares of common  stock.  The Company  paid  CDN$2,000  (US $1,280) and
issued 100,000 shares of common stock before terminating the agreement on May 1,
2001.  The Company is no longer  involved in the hair loss  business.  Effective
June 14, 2004, the Company  declared a 7 to 1 forward stock split. The effect of
the stock split has been  retroactively  reflected in this report on Form 10-KSB
unless otherwise stated.

For  approximately  6 months  during  2004 the  Company  was in the  business of
developing a client-server system as a product for sale. The system was designed
to run computer programs from a centralized  location on a user's terminal.  The
Company is no longer involved in the development of LINUX-based applications.

On July 15, 2004,  the  Registrant  acquired 100% of the issued and  outstanding
common stock of Dragon Minerals Holdings Inc., an International Business Company
incorporated  under the laws of the  British  Virgin  Islands  in  exchange  for
16,500,000 newly issued shares of the  Registrant's  common stock pursuant to an
Exchange  Agreement  whereby Dragon Mineral  Holdings Inc. became a wholly-owned
subsidiary of the Registrant.

Subsequent  to the  Exchange,  the  Registrant  entered into an  agreement  with
Gregory  Corcoran  whereby  the  Registrant   transferred  certain  assets  held
immediately   prior  to  the  Exchange,   and  the  Registrant's  then  existing
liabilities  related  thereto,  to Gregory  Corcoran,  the  Registrant's  former
President  and  Chief  Executive  Officer,  in  consideration  for  $1,000.  The
Registrant transferred the following assets to Mr. Corcoran: the tangible assets
excluding  cash and the  intangible  assets  including  i) the right to the name
"Folix Technologies,  Inc."; ii) the right to operate the business of developing
a Linux based application server and thin client system; and iii) any contracts,
agreements,  rights  or  other  intangible  property,  owned  by the  Registrant
immediately  prior to the Exchange  (collectively  referred to as the "Assets").
The Registrant also transferred the liabilities that relate to the Assets to Mr.
Corcoran.

On September 6th, 2004, Gregory Corcoran, a former director and the former Chief
Executive  Officer of the Registrant,  sold an aggregate of 11,600,000 shares of
the  Registrant's  common stock for an aggregate  purchase  price of $154,800 to
seven individuals and one entity.  Johannes  Petersen,  a director and the Chief
Executive  Officer of the  Registrant,  purchased  1,000,000  of these shares of
common stock from Mr. Corcoran. On that same date, Mr. Corcoran agreed to cancel
16,400,000 shares of the Registrant's  common stock.  Prior to these events, Mr.
Corcoran  owned 41.6% of the  Registrant's  common stock and together with Raoul
Tsakok,  who owned 17.1% at the time,  exercised  control  over the  Registrant.
Subsequent  to  these  events,  Mr.  Corcoran  will  not own any  shares  of the
Registrant's common stock.
                                       3
<PAGE>

Dragon  Minerals  Holdings,  Inc.  was  incorporated  on February 25, 2004 as an
International Business Company incorporated under the laws of the British Virgin
Islands.  The Registrant is a holding company for Dragon Minerals  Holdings Inc.
which in turn  holds all of the common  stock of Dragon  Minerals  Inc.,  Dragon
Minerals - Shiquan,  Inc., Dragon Minerals - Taiyu,  Inc., and Dragon Minerals -
Xunyang,  Inc., all of them International  Business Companies incorporated under
the laws of the British Virgin Islands. On July15, 2004, the Registrant acquired
100% of the issued and outstanding common stock of Dragon Minerals Holdings Inc,
as discussed  above.  The Company is  headquartered  in London,  UK. The Company
intends to engage in gold exploration and development activities in the People's
Republic of China ("China") and Mongolia.

DESCRIPTION OF THE PRINCIPAL PRODUCTS AND SERVICES

The Company  does not  currently  offer any  products or  services.  Dragon Gold
Resources Inc. is an exploration  stage company  engaged in the  acquisition and
exploration  of  mineral  properties  in the  People's  Republic  of  China  and
Mongolia.  The Company anticipates acquiring rights to explore and develop other
properties  as  viable  opportunities  arise.  In the  event  that  the  Company
discovers economic deposits of gold or other minerals, it intends to either sell
the deposits or,  depending on the specific  characteristics  of each discovery,
conduct  its own mining  operations  to extract the gold or other  minerals  for
future sale.

MARKET OVERVIEW

The  business of mineral  deposit  exploration  and  extraction  involves a high
degree of risk. Few properties  that are explored are ultimately  developed into
production.  At present,  none of the Company's  properties  has a known body of
commercial ore. Other risks facing the Company include competition,  reliance on
third parties and joint venture  partners,  environmental  and insurance  risks,
political and environmental instability,  statutory and regulatory requirements,
fluctuations in mineral process and foreign currencies,  share price volatility,
title risks, and uncertainty of additional financing.

COMPETITIVE  BUSINESS  CONDITIONS

The mineral industry is intensely competitive in all its phases.  Worldwide, the
competitive  business  environment  for  minerals  exploration  is variable  and
dependent  upon  geographic  location,  political and  regulatory  environments,
technology  applications,  and the specific mineral commodity being sought.  The
gold  exploration and development  industry is a truly global business and it is
very competitive,  with well established companies that have more experience and
resources  than the  Company.  These  companies  are  generally  more capable to
compete than the Company.

COPYRIGHTS, PATENTS, TRADEMARKS  & LICENSES

The Company does not have any copyrights,  patents, trademarks, license or other
types of intellectual property.

NEED FOR GOVERNMENTAL APPROVAL AND THE EFFECTS OF REGULATIONS

In China,  the formation of Sino-Foreign  Joint Venture  Companies  requires the
approval of local and/or central government  instances in China. In the case the
Company proceeds to form such joint venture companies, several approvals will be
required,  such as the  issuance  of a business  license  to each Joint  Venture
Company formed.  Actual exploration and development on the property will require
additional  governmental  permits  such as certain  environmental  permits.  The
Permits grant the right to the mineral  resources found below the surface of the
properties.

In Mongolia,  exploration  licenses are subject to governmental  approval in the
form of exploration  license renewals,  mining license  issuance,  environmental
studies, among others.

In other  jurisdictions,  government  regulations  require  permits and, in some
cases,  reclamation  bonding.  The  details of such  permits and the size of the
bonds are related to the location of the  property  and size of the  anticipated
exploration-related surface disturbance.  The effect of these regulations on the
Company will include the cost of obtaining  permits,  posting  reclamation bonds
(if required), and completing environmental restoration work if a property is to
be abandoned.

RESEARCH & DEVELOPMENT OVER THE PAST TWO YEARS

The Company has not  conducted  any research and  development  activities  since
inception.  The  Company  does  not have  plans  to  conduct  any  research  and
development  during  the next  twelve  months.  During the next  twelve  months,
however,  the  Company  does  intend  to  conduct  exploration  and  development
activities  on  its  properties  in  Mongolia  and in any  other  properties  it
eventually adds to its portfolio.
                                       4
<PAGE>

EMPLOYEES

Andrew F de P Malim, our Non-executive  Chairman,  devotes approximately 8 hours
per week to our business.  Johannes Petersen,  our Chief Executive Officer,  and
Xiaojun "Albert" Cui, our Director of Explorations,  each devotes  approximately
40 hours  per week to our  business.  The  Company  will use a small  number  of
consultants when needed during the development stage.

ITEM 2.  DESCRIPTION OF PROPERTY

Mineral Properties, Mongolia

The Company owns and/or has the right to acquire a series of mineral exploration
licenses in Mongolia as described on the following table:
<TABLE>

------- -------------------- -------------- -------------------- --------------- ---------------------------------------------
        Area Name            License #      Province             Area (Km2)      Description
------- -------------------- -------------- -------------------- --------------- ---------------------------------------------
------- -------------------- -------------- -------------------- --------------- ---------------------------------------------
<S>     <C>                  <C>              <C>                <C>              <C>

1.      Olon Aarg            L7551X         Dornogovi                    100.14  Option Agreement to acquire 100% (1)
------- -------------------- -------------- -------------------- --------------- ---------------------------------------------
------- -------------------- -------------- -------------------- --------------- ---------------------------------------------
2.      Baruun Khavtsal      L7422X         Uvs                          100.42  Option Agreement to acquire 100% (1)
------- -------------------- -------------- -------------------- --------------- ---------------------------------------------
------- -------------------- -------------- -------------------- --------------- ---------------------------------------------
3.      Yamaat               L7552X         Zavkhan                      105.71  Option Agreement to acquire 100% (1)
------- -------------------- -------------- -------------------- --------------- ---------------------------------------------
------- -------------------- -------------- -------------------- --------------- ---------------------------------------------
4.      Uneged Uul           L7423X         Uvs / Zavkhan                 97.57  Option Agreement to acquire 100% (1)
------- -------------------- -------------- -------------------- --------------- ---------------------------------------------
------- -------------------- -------------- -------------------- --------------- ---------------------------------------------
5.      Ondor Khoshuu        L8048X         Dornogovi                     74.26  Option Agreement to acquire 100% (1)
------- -------------------- -------------- -------------------- --------------- ---------------------------------------------
------- -------------------- -------------- -------------------- --------------- ---------------------------------------------
6.      Del-Khad             L7389X         Uvurkhangai                   61.26  Owner of a 100% interest (2)
------- -------------------- -------------- -------------------- --------------- ---------------------------------------------
------- -------------------- -------------- -------------------- --------------- ---------------------------------------------
7.      Oyut                 L7390X         Uvurkhangai                  172.26  Owner of a 100% interest (2)
------- -------------------- -------------- -------------------- --------------- ---------------------------------------------
</TABLE>

(1) On January 20,  2005,  the Company  entered  into an option  agreement  (the
"Agreement") to acquire a 100% interest, subject to a 2% net smelter royalty, in
certain mining claims located in Mongolia. To acquire its interest,  the Company
paid  CDN$20,000  upon  execution  of the  Agreement,  and is  required  to pay,
CDN$30,000 on or before  January 20, 2006,  and  CDN$50,000 on or before January
20,  2007.  The Company has the right to purchase  the first  two-thirds  of the
royalty  interest at any time in  consideration  of payments of CDN$300,000  for
each one-third portion.  The Company also has the right of first refusal for the
remaining one-third royalty interest.

(2) On June 2, 2005, the Company  entered into an Exploration  License  Transfer
Agreement.  The Company acquired two mining claims in the Taragt  subprovince of
the  Uvurkhangai  Province of Mongolia.  The claims were sold by Mine Info, Ltd.
for a purchase price of US$19,000.  The Company paid 50% of the $19,000 purchase
price  on June 2,  2005  and  will  pay the  balance  on  successful  government
registration of the claim.

NORTHWEST MONGOLIA

Baruun Khavtsal  (L7422X) - The field is located in Uvs Province,  approximately
1300 km away from  Ulaanbaatar  and  occupies  an area of 10,042  hectares.  The
property is accesible  via paved road all year round.  This  property is located
within the Ozernaya  terrane in  northwest  Mongolia and lies to the east of the
International  Uranium  Corporation's  Tsagaan  Tolgoi/Shiveen  Gol  copper-gold
project. Previous exploration work identified copper and iron occurrences.


Uneged Uul  (L7423X) - The  property  lies on two  provinces:  Uvs and  Zavkhan,
approximately  1120 km  westward  of  Ulaanbaatar.  It  covers  an area of 9,757
hectares  and it is located in the western  part of the Hangai  range within the
Northern Mongolian folding system and exposed to sedimentary-volcanic complex of
the north-western  part of the Zavkhan structural  formation.  Geographically it
rests within small  mountains in the north  uprising of the Hunguin River basin.
Access to the property is via a dirt road.  The area  underwent  geological  and
stratigraphic surveys at various levels.


Yammat  (L7552X) - This  property is located at  approximately  1,070 km west of
Ulaanbaatar,  in Zavkhan  province.  It covers an area of 10,571  hectares.  The
exploration  field is located in the western part of the Hangai  mountain  range
within the Northern  Mongolian  folding system and exposed to Permian  intrusive
complex of the  Zavkhan  structural  formation.  Geographically  it rests in the
north  uprising of the Zavkhan  River and belongs to a high mountain  zone.  The
area underwent geological and stratigraphic surveys at various levels.


SOUTHEASTERN MONGOLIA


Olon Aarag (L7551X) - This property rests 450 km  south-eastward  of Ulaanbaatar
and covers an area of 10,014 hectares.  It is located within the South Mongolian
terrane or the South Gobi  porphyry  copper-gold  belt.  This region is known to
host giant copper and gold  deposits such as the Oyu Tolgoi  deposit.  Access to
the  property is possible  even without the  existence  of roads  because of the
flatness of the area.  Previous work by others  established  several  copper and
copper-iron occurrences and mineralized points in the property area.
                                       5
<PAGE>

Ondor Khoshuu (L8048X) - The property rests 575 km south of Ulaabatar and covers
an area of 7,462 hectates.  It is located within the South Mongolian  terrane or
the South Gobi  porphyry  copper-gold  belt.  This region is known to host giant
copper  and  gold  deposits  such  as the Oyu  Tolgoi  deposit.  No  significant
mineralization points or occurrences were found under previous geological works.
All year-round access to the property via paved roads.

CENTRAL MONGOLIA


Del Khad  (L7389X) - The property is located in  Uvurkhangai  province at 420 km
southwest of Ulaanbaatar and it covers 6,126 hectares. Access is via paved road.
According  to  the  previous   exploratory   work   reports,   lower  to  middle
Carboniferous  sedimentary  rocks of the  Khangain  series and a late Permian to
early Triassic granodiorite stock are exposed within the license area. The rocks
were further  intruded by granitic  porphyry and  rhyolite  dykes.  Hydrothermal
alteration zones,  quartz-pegmatite veins and veinlets and dykes of sub-volcanic
origins with intensive  silicification,  pyritization,  and chloritization occur
around the granodiorite  stock body. Gold grades of 0.01 to 8 g/t were indicated
by limited samples  collected from the alteration zones and quartz vein samples.
These  results were recorded in previous  exploration  reports and have not been
verified by the Company.

Oyut Area  (L7390X) - The  property is located in  Uvurkhangai  province  and it
covers 17,226 hectares. Access is via paved road. The property is located in the
Oyut area,  400 km southwest  of  Ulaanbaatar.  Middle-upper  Devonian and early
Carboniferous volcanic-sedimentary rocks are widely exposed in the license area.
Also quartzite,  jasperoid veins, stock bodies are widely spread. Mineralization
points and ancient  Chinese pits were discovered  previously,  and six rock-chip
samples were collected by the previous  license holder.  The unverified  samples
show gold grades ranging from 0.04 to 0.21 g/t in 2 samples,  and a copper grade
of  0.47%  to 2.2 % in 4  samples.  These  results  were  recorded  in  previous
exploration reports and have not been verified by the Company.

Mineral Properties, China

The Company intends to setup joint venture companies to hold exploration permits
to explore and develop mineral  properties in the People's Republic of China. At
this time,  the  Company has not entered  into any joint  ventures,  received or
contributed any funds to any joint ventures.

At this time.  the Company has signed three  letters of intent (the  "Letters of
Intent")  to enter  into  joint  ventures  for gold  exploration  and  potential
development on a choice of properties  located in Shaanxi  Province,  China (the
"Permits").  The Letters of Intent  anticipate  that the Company will contribute
cash to the joint ventures,  while the other parties to the joint ventures would
contribute  permits for  exploration  and  development  on an aggregate of up to
twenty  (20)  exploration  license  areas.  The  government  of  China  owns the
properties  to which the  Permits  relate.  The  Permits  grant the right to the
mineral  resources  found  below the surface of the  properties.  The Letters of
Intent  contemplate  two phases of  activities:  the  exploration  phase and the
development  phase. The development phase is contingent on, and will not proceed
unless there are, positive results from the exploration phase.

Letters of Intent

On February 24, 2004, the Company's wholly-owned subsidiary Dragon Minerals Inc.
("DMI")  entered  into a Letter of Intent with the Bureau of Geology and Mineral
Exploration  &  Development  of Shaanxi  Province  ("Bureau") in China to form a
Sino-Foreign  cooperative  joint  venture  companies  for  the  exploration  and
development of up to twelve properties located in the Southern Shaanxi Province.
Pursuant to the Letter of Intent, the Company would contribute cash to the joint
ventures and Bureau would contribute the Permits and their previous  exploratory
findings.

On March 1, 2004, DMI entered into a Letter of Intent with the Northwest Geology
and Exploration  Bureau for Nonferrous  Metals Party  ("Northwest")  in China to
form a Sino-Foreign  cooperative  joint venture  company for the exploration and
development of a property located in Southern Shaanxi Province.  Pursuant to the
Letter of Intent,  the Company  would  contribute  cash to the joint venture and
Northwest would contribute the Permit and their previous exploratory findings.

On March 15, 2005, the Company entered into a Letter of Intent with the Hanzhong
Geological  Brigade of the Bureau of  Geology & Mineral  Exploration  of Shaanxi
Province,  China  ("Hanzhong") to form  Sino-Foreign  cooperative  joint venture
companies for the exploration and development of up to seven properties  located
in Hanzhong,  Shaanxi  Province.  Pursuant to the Letter of Intent,  the Company
would  contribute  cash to the joint ventures and Hanzhong would  contribute the
Exploration Permit and their previous exploratory findings.

The Company has not currently  entered into any  definitive  agreements or joint
ventures in regard to the above  mentioned  properties in China.  The Company is
conducting an evaluation of those  properties and discussing  potential terms of
cooperation with the Bureau,  Northwest and Hanzhong regarding  contributions of
the  properties and the Company's  contribution  of cash.  Currently,  the joint
ventures  have not been formed,  the Company has not raised or  contributed  any
cash, none of the properties have been  contributed,  and there is no program of
exploration  and  development.  In the event of the  formation of joint  venture
companies, the Company will be required to contribute cash to the joint ventures
on a  continuing  basis,  however,  the amount of continued  capital  commitment
required by the Company is not known at this time.
                                       6
<PAGE>

ITEM 3.  LEGAL PROCEEDINGS

The Company is not aware of any legal proceedings,  pending or threatened, which
it is a party to.

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

None

                                     PART II

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

Since the acquisition of Dragon  Minerals  Holdings Inc., and  Subsidiaries  and
adoption of our current  business  plan in July 2004,  our Common Stock has been
listed on the  over-the-counter  electronic  bulletin board  ("OTCBB") under the
symbol  "DRGO.OB".  The following table sets forth the range of high and low bid
prices for each quarter since July 2004

                                                              High      Low

Year Ended March 31, 2005

         Fourth Quarter..............................         $1.37     $0.58
         Third Quarter...............................          0.83      0.59
         Second Quarter*.............................          1.00      0.60
         *The quarter ending September 30, 2004



The quotations reflect inter-dealer prices without retail mark-up,  mark-down or
commission and may not represent actual transactions. The quotations give effect
to a seven-for-one stock split effective June 14, 2004.

At June 30, 2005, the closing bid price of the Common Stock was $0.24.

As of June 30,  2005,  we estimate  that there were in excess of 300  beneficial
holders of our Common Stock.

During the fourth  quarter of the year ended March 31, 2005,  we issued  399,930
shares of common stock to various non-U.S. investors for $199,965. The issuances
of shares  between March 2003 and August 2003 were made  exclusively  to foreign
persons with no U.S. selling efforts pursuant to the provisions of Regulation S.

We have not paid dividends in the past and we intend to retain earnings, if any,
and  will  not  pay  cash  dividends  in  the  foreseeable  future.  Any  future
determination  to pay cash  dividends  will be at the discretion of the board of
directors  and  will be  dependent  upon our  financial  condition,  results  of
operations,  capital  requirements,  general business  conditions and such other
factors as the board of directors may deem relevant.


ITEM 6.  MANAGEMENTS DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

This report contains  forward looking  statements  within the meaning of Section
27a of the Securities Act of 1933 and Section 21e of the Securities Exchange Act
of 1934.  These  forward  looking  statements  are subject to certain  risks and
uncertainties  that  could  cause  actual  results  to  differ  materially  from
historical results or anticipated results, including those set forth under "RISK
FACTORS" in this Management's  Discussion and Analysis or Plan of Operation" and
elsewhere in this report.  The following  discussion and analysis should be read
in  conjunction  with the  Company's  financial  statements  and  notes  thereto
included in "Item 7. Financial Statements."
                                       7
<PAGE>

Comparison of Operating Results

FISCAL YEAR ENDED MARCH 31, 2005 COMPARED TO FISCAL YEAR ENDED MARCH 31, 2004

The Company  had no revenues  during the fiscal year ended March 31, 2005 or the
fiscal year ended March 31, 2004.

Expenses  increased by $531,922  from $17,693  during the first year ended March
31, 2004, to $549,615 (or 3,006%) for the fiscal year ended March 31, 2005.  The
increase in expenses  was  directly  attributable  to  increased  costs that the
Company  incurred  in  connection  with its  change of  business  focus from the
information technology industry towards the gold exploration industry.

The increase in expenses was  attributable to increases of $19,120 in accounting
and audit expenses,  $2,979 in depreciation and amortization expenses, $1,820 in
foreign exchange expenses,  $15,247 in general and administrative costs, $43,271
in legal and organizational  costs,  $200,803 in mineral property costs, $28,844
in rent and utilities expenses; and $88,622 in travel and promotion expenses. In
addition, the Company faced an increase of $131,216 in management and geological
consulting  services provided by a director of the Company, a former director of
the Company and a company owned by a significant shareholder of the Company.

During the fiscal year ended  March 31, 2005 the company  recorded a gain on the
sale of assets of $1,000.  For the fiscal year ended March 31, 2004, the company
didn't record any gain or loss in the sale of assets.

As a result of the foregoing, the net operating loss of the company increased by
$530,922  from a net loss of $17,693 for the fiscal year ended March 31, 2004 to
a net loss of $548,615 for the fiscal year ended March 31, 2005. The Company had
an accumulated deficit of $576,497 as of March 31, 2005.

LIQUIDITY AND CAPITAL RESOURCES

We have not earned any revenue  since  inception on December 13, 2000 and we are
presently in the exploration stage of our business.


As of March 31,  2005,  the Company  had total  current  liabilities  of $35,536
consisting of accounts payable of $17,484, accrued liabilities of $16,899 and an
amount due to related  parties of $1,153,  which includes $159 paid on behalf of
the  Company  by a former  director  and $994 paid on behalf of the  Company  by
current directors. The amount due is non-interest bearing,  unsecured and has no
specific terms of repayment.


During the fiscal year ended March 31, 2005,  the Company spent  $369,386 in its
operating  activities,  which  included  a net  loss of  $548,615,  amortization
adjustments of $2,979,  deferred  compensation  adjustments  of $17,188,  shares
issued for services  adjustment of $18,750,  shares issued for mineral  property
costs  adjustment of $165,000,  an increase in deposits and prepaid  expenses of
$7,806, an increase in accounts payable and accrued liabilities of $22,729,  and
a decrease in amounts due to related parties of $5,235.


During the fiscal year ended March 31, 2005, the Company had negative $20,328 in
cash  flows  from  investing  activities,  due to a  purchase  of  property  and
equipment  of $5,328  and the  development  cost of its  corporate  website  for
$15,000.


During the fiscal year ended  March 31,  2005,  the Company had  $299,965 in net
cash provided by financing activities, which was from the proceeds from the sale
of 599,930 shares of the Company's common stock.


The Company  cannot make any assurance that financing will be available on terms
favorable  to the  Company,  or at all.  The  Company  has no  commitments  from
officers,  directors or affiliates to provide funding. There can be no assurance
that any new capital  will be available  to the Company or that  adequate  funds
will be sufficient for Company operations,  whether from the Company's financial
markets or private sources,  or that other  arrangements  will be available when
needed  or on terms  satisfactory  to the  Company.  If  adequate  funds are not
available to the Company on  acceptable  terms,  the Company will have to delay,
curtail or scale back some or all of its operations.

PLAN OF OPERATION

In  Mongolia,  the  Company  intends  to  further  explore  some  or  all of its
properties  over the next  twelve  months.  The  Company is  preparing a revised
exploration plan to continue exploring some or all of its properties in Mongolia
within the next  twelve  months.  The Company  can give no  assurances  that the
Company will be able to raise  sufficient  funding to carry out the  exploration
activities in any of these areas,  that the Company will explore the  properties
covered by the  licenses,  or if explored that the  properties  will contain any
mineral  reserves.  The Company  anticipates that its exploration  activities in
Mongolia over the next 12 months would consist of three steps:
                                       8
<PAGE>

i)    Location or  confirmation  of targets and anomalies - Geochemical
      sampling,  detailed  geological  mapping and geophysical
      survey (IP or magnetic survey).
ii)   Verification of anomalies - Trenching and Sampling
iii)  Testing of targets and anomalies - Pilot drilling and further geological
      and geophysical surveys.

In China,  the Company  has entered  into three (3) letters of intent that could
eventually lead to the formation of Sino-Foreign  Joint Venture  Companies.  The
Company is in continued  negotiations  with the other  parties to the letters of
intent.  Currently, the joint ventures have not been formed, the Company has not
contributed any cash, none of the properties have been contributed, and there is
no program of exploration and development on the referred properties.  There can
be no assurance  that the Company will enter into any  definitive  agreements or
joint ventures,  that the Company will make any cash contributions or that other
parties to the letters of intent will contribute any property.  If joint venture
companies were to be formed within the next 12 months,  the Company  anticipates
the need for a substantial  amount of additional  financing.  Additionally,  the
Company  can give no  assurance  that  this  substantial  amount  of  additional
financing will be available on favorable terms, if at all.

In addition,  the Company  anticipates  acquiring  rights to explore and develop
other  properties in other regions as viable  opportunities  arise, all of which
would demand additional funding.


The  Company  does not expect to  purchase  any plant or  significant  equipment
during the next twelve  months.  The Company will heavily rely on contract labor
to conduct its operations and does not expect a significant change in the number
of employees during the next twelve months.

OFF-BALANCE SHEET ARRANGEMENTS

The  company  does  not   currently   participate   in  any  off  balance  sheet
arrangements.

ITEM 7.  FINANCIAL STATEMENTS

Dragon Gold Resources, Inc.
(formerly Folix Technologies, Inc.)
(An Exploration Stage Company)


                                                                Index

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

Consolidated Balance Sheets.......................................F-2

Consolidated Statements of Operations.............................F-3

Consolidated Statements of Cash Flows.............................F-4

Consolidated Statement of Stockholders' Equity....................F-5

Notes to the Consolidated Financial Statements....................F-6

                                       F-1


    (The accompanying notes are an integral part of the financial statements)

                                       9
<PAGE>



             Report of Independent Registered Public Accounting Firm


To the Board of Directors and Stockholders of
Dragon Gold Resources, Inc.


We have audited the  accompanying  balance sheet of Dragon Gold Resources,  Inc.
(the "Company") as of March 31, 2005, and the related  statements of operations,
stockholders'  equity and cash flows for the year then  ended.  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 audit in  accordance  with  standards  of the Public  Company
Accounting Oversight Board (United States). Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements.  An audit also includes assessing the accounting principles used and
significant  estimates  made by  management,  as well as evaluating  the overall
financial  statement  presentation.   We  believe  that  our  audit  provides  a
reasonable basis for our opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all material respects, the financial position of Dragon Gold Resources,  Inc. as
of March 31, 2005,  and the results of its operations and its cash flows for the
year then ended in conformity with accounting  principles  generally accepted in
the United States of America.

The accompanying  financial  statements have been prepared  assuming the Company
will  continue  as a going  concern.  As  discussed  in Note 1 to the  financial
statements,  the  Company  has never  generated  any  revenue  and has  suffered
recurring  losses from operations and at March 31, 2005 is in a negative working
capital  position.  These  factors raise  substantial  doubt about the Company's
ability to continue as a going  concern.  Management's  plans in regard to these
matters are also  described in Note 1. The  financial  statements do not include
any adjustments that might result from the outcome of this uncertainty.



Houston, Texas
June 21, 2005





                                       F-2

    (The accompanying notes are an integral part of the financial statements)
                                       10
<PAGE>


Dragon Gold Resources, Inc.
(formerly Folix Technologies, Inc.)
(An Exploration Stage Company)
Consolidated Balance Sheets
(expressed in U.S. dollars)


                                                      March 31,     March 31,
                                                        2005         2004
                                                          $           $

Assets

Current Assets

Cash                                                   11,280      101,029
Prepaid expenses and deposits                           7,806            -
----------------------------------------------------------------------------
----------------------------------------------------------------------------

Total Current Assets                                   19,086      101,029

Intangible Assets (Note 3)                             12,813            -
Property and Equipment (Note 4)                         4,536            -
----------------------------------------------------------------------------

Total Assets                                           36,435      101,029
----------------------------------------------------------------------------


Liabilities and Stockholders' Equity

Current Liabilities

Accounts payable                                       17,484        1,478
Accrued liabilities                                    16,899       10,176
Due to related parties (Note 6(a))                      1,153        6,388
----------------------------------------------------------------------------

Total Current Liabilities                              35,536       18,042
----------------------------------------------------------------------------

Commitments (Note 1 and 10)

Stockholders' Equity

Common Stock,
500,000,000 common shares authorized
with a par value of $0.001,
51,321,724 common shares issued and
outstanding (2004 - 50,396,794 shares)                 51,322       50,397

Additional Paid In Capital                            643,262       60,472

Stock Subscription Receivable                        (100,000)           -

Deferred Compensation                                 (17,188)           -

Deficit Accumulated During the Exploration Stage     (576,497)     (27,882)
----------------------------------------------------------------------------
----------------------------------------------------------------------------

Total Stockholders' Equity                                899       82,987
----------------------------------------------------------------------------
----------------------------------------------------------------------------

Total Liabilities and Stockholders' Equity             36,435      101,029
----------------------------------------------------------------------------
----------------------------------------------------------------------------

                                       11
<PAGE>


Dragon Gold Resources, Inc.
(formerly Folix Technologies, Inc.)
(An Exploration Stage Company)
Consolidated Statements of Operations
(expressed in U.S. dollars)
<TABLE>


                                                                                    Accumulated From
                                                        Year Ended              December 13, 2000 (Date
                                                                                  of Inception) to
                                                --------------------------------
                                                --------------------------------
                                                March 31,         March 31,           March 31,
                                                   2005             2004                 2005
                                                    $                 $                   $
<S>                                             <C>               <C>               <C>


Revenue                                               -                -                     -
------------------------------------------------------------------------------------------------
------------------------------------------------------------------------------------------------


Expenses

   Accounting and audit                          27,720            8,600               39,320
   Depreciation and amortization                  2,979                -                2,979
   Consulting (Note 6(b))                       132,416            1,200              137,616
   Foreign exchange                               1,959              139                2,173
   General and administrative                    18,379            3,132               23,488
   Legal and organizational                      47,869            4,598               53,437
   Mineral property costs                       200,803                -              200,803
   Rent and utilities                            28,844                -               28,844
   Travel and promotion                          88,646               24               88,837
------------------------------------------------------------------------------------------------

Total Expenses                                  549,615           17,693               577,497
------------------------------------------------------------------------------------------------

Gain on sale of assets                           (1,000)              --                (1,000)
------------------------------------------------------------------------------------------------
------------------------------------------------------------------------------------------------

Net Loss for the Period                        (548,615)         (17,693)             (576,497)
------------------------------------------------------------------------------------------------



Net Loss Per Share - Basic and Diluted            (0.01)               -
------------------------------------------------------------------------------------------------
------------------------------------------------------------------------------------------------

Weighted Average Shares Outstanding          53,040,000       47,145,000
------------------------------------------------------------------------------------------------

</TABLE>


                                       F-5


    (The accompanying notes are an integral part of the financial statements)

                                       12
<PAGE>



Dragon Gold Resources, Inc.
(formerly Folix Technologies, Inc.)
(An Exploration Stage Company)
Consolidated Statements of Cash Flows
(expressed in U.S. dollars)
<TABLE>

                                                                                                     Accumulated From
                                                                          Year Ended                 December 13, 2000
                                                                 ---------------------------------
                                                                                                  (Date of Inception) to
                                                                 ---------------------------------
                                                                 ---------------------------------
                                                                  March 31,          March 31,           March 31,
                                                                     2005              2004                2005
                                                                      $                  $                   $
<S>                                                               <C>               <C>               <C>


Cash Flows to Operating Activities

Net loss for the period                                                (548,615)          (17,693)         (576,497)

Adjustments to reconcile net loss to net cash used
In operating activities
   Depreciation and amortization                                          2,979                 -             2,979
   Deferred compensation                                                (17,188)                -           (17,188)
   Shares issued to settle expenses                                           -                 -             5,070
   Shares issued for services                                            18,750                 -            18,750
   Shares issued for mineral property costs                             165,000                 -           165,000

Change in operating assets and liabilities
(Increase) decrease in deposits and prepaid expenses                     (7,806)               32            (7,806)
Increase in accounts payable and accrued liabilities                     22,729             8,654            34,383
Increase in amounts due to related parties                               (5,235)              680            (3,883)
---------------------------------------------------------------------------------------------------------------------------
-                                                                                               -
Net Cash Used in Operating Activities                                  (369,386)           (8,327)         (379,192)
---------------------------------------------------------------------------------------------------------------------------

Cash Flows from Investing Activities

      Purchase of property and equipment                                 (5,328)             -               (5,328)
      Purchase of intangible assets                                     (15,000)             -              (15,000)
---------------------------------------------------------------------------------------------------------------------------

Net Cash Used in Investing Activities                                   (20,328)             -              (20,328)
---------------------------------------------------------------------------------------------------------------------------
---------------------------------------------------------------------------------------------------------------------------

Cash Flows from Financing Activities

Proceeds from related party loan                                              -            12,745            12,745
Proceeds from issuance of common shares                                 299,965            96,524           398,055
---------------------------------------------------------------------------------------------------------------------------

Net Cash Provided by Financing Activities                               299,965           109,269           410,800
---------------------------------------------------------------------------------------------------------------------------

Increase (decrease) in cash                                             (89,749)          100,942            11,280

Cash - beginning of period                                              101,029                87                 -
---------------------------------------------------------------------------------------------------------------------------

Cash - end of period                                                     11,280           101,029            11,280
---------------------------------------------------------------------------------------------------------------------------

Supplemental Disclosures
     Interest paid                                                            -                 -                 -
     Income tax paid                                                          -                 -                 -

Non-Cash Financing Activities

   Issuance of common stock for asset purchase                                -                 -               100
   Issuance of common stock for payment of expenses                           -                 -             4,970
   Issuance of common stock for acquisition of subsidiary               165,000                 -           165,000
   Issuance of common stock for settlement of related party loans             -             7,708             7,708
---------------------------------------------------------------------------------------------------------------------------

</TABLE>




                                       13
<PAGE>


Dragon Gold Resources, Inc.
(Formerly Folix Technologies, Inc.)
(An Exploration Stage Company)
Statement of Stockholders' Equity
From December 13, 2000 (Date of Inception) to March 31, 2005
(expressed in U.S. dollars)
<TABLE>


                                                                                                        Deficit
                                                             Additional                                Accumulated
                                                             Paid In       Stock                       During the
                                                             Capital   Subscription     Deferred       Development
                                      Shares      Amount    (Discount)  Receivable    Compensation       Stage         Total
                                         #           $         $            $              $              $             $
<S>                                    <C>        <C>       <C>        <C>           <C>              <C>            <C>


Balance - December 13, 2000 (Date
of Inception)                                  -          -         -          -               -                -           -

Common stock issued for cash          10,962,000     10,962    (9,396)         -               -                -       1,566

Common stock issued for
organizational expenses                6,790,000      6,790    (5,820)         -               -                -         970

Common stock issued for asset
purchase                                 700,000        700      (600)         -               -                -         100

Net loss for the period                        -          -         -          -               -           (3,437)     (3,437)
-------------------------------------------------------------------------------------------------------------------------------
-------------------------------------------------------------------------------------------------------------------------------

Balance - March 31, 2001              18,452,000     18,452   (15,816)         -               -           (3,437)       (801)

Common stock issued for services      28,000,000     28,000   (24,000)         -               -                -       4,000

Net loss for the year                          -          -         -          -               -           (5,508)     (5,508)
-------------------------------------------------------------------------------------------------------------------------------

Balance - March 31, 2002              46,452,000     46,452   (39,816)         -               -           (8,945)     (2,309)

Net loss for the year                          -          -         -          -               -           (1,244)     (1,244)
-------------------------------------------------------------------------------------------------------------------------------

Balance - March 31, 2003              46,452,000     46,452   (39,816)         -               -          (10,189)     (3,553)

Common stock issued for cash, net
of offering costs of $8,476            3,675,000      3,675    92,849          -               -                -      96,524

Common stock issued for debt
settlement                               269,794        270     7,439          -               -                -       7,709

Net loss for the year                          -          -         -          -               -          (17,693)    (17,693)
-------------------------------------------------------------------------------------------------------------------------------
-------------------------------------------------------------------------------------------------------------------------------

Balance - March 31, 2004              50,396,794     50,397    60,472          -               -          (27,882)     82,987

Cancellation of common stock by
former Director                      (16,400,000)   (16,400)   16,400          -               -                -           -

Common stock issued for
acquisition of subsidiary             16,500,000     16,500   148,500          -               -                -     165,000

Common stock issued for cash             799,930        800   399,165   (100,000)              -                -     299,965

Stock issued for services                 25,000         25    18,725          -        (17,188)                -       1,562

Net loss for the year                          -          -         -          -               -         (548,615)   (548,615)
-------------------------------------------------------------------------------------------------------------------------------
-------------------------------------------------------------------------------------------------------------------------------

Balance - March 31, 2005              51,321,724     51,322   643,262    (100,000)      (17,188)         (576,497)        899
-------------------------------------------------------------------------------------------------------------------------------
</TABLE>


                                       14
<PAGE>

1.       Exploration Stage Company

Dragon Gold  Resources,  Inc. (the  "Company") was  incorporated in the State of
Nevada,  U.S.A. on December 13, 2000 under the name "Folix  Technologies,  Inc."
Effective June 14, 2004, the Company  changed its name to Dragon Gold Resources,
Inc.  The  Company's  principal  business was the  development  of a Linux based
application  server and thin  client  computing  systems.  During the year ended
March 31, 2005, the Company entered the mineral  resource  exploration  business
through the  acquisition  of a 100%  interest in Dragon  Minerals  Holdings Inc.
("DMHI"),  a private British Virgin Island company.  DMHI is involved in mineral
property acquisition and exploration in China. Refer to Note 5.

The Company was previously in the  development  stage as defined by Statement of
Financial  Accounting  Standard  ("SFAS")  No.7  "Accounting  and  Reporting  by
Development Stage Enterprises" related to its Linux based business.  The Company
changed to the  exploration  stage during the year ended March 31, 2005 with the
acquisition of its interest in Dragon  Minerals  Holdings,  Inc. 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 is unlikely to 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 to determine the  existence,  discovery and successful
exploitation of economically  recoverable  reserves in its resource  properties,
confirmation of the Company's  interests in the underlying  properties,  and the
attainment  of  profitable  operations.  As of March 31 2005,  the  Company  has
accumulated  losses of $576,497 since inception.  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.  These  factors  raise
substantial doubt regarding the Company's ability to continue as a going concern

2.       Summary of Significant Accounting Policies
(a)      Basis of Presentation

These  financial  statements and related notes are presented in accordance  with
accounting principles generally accepted in the United States, and are expressed
in US dollars.  These financial  statements  include the accounts of the Company
and its wholly-owned  subsidiary,  Dragon Minerals Holdings Inc. ("DMHI").  DMHI
owns   four   wholly-owned   subsidiaries,   Dragon   Minerals,   Inc.,   Dragon
Minerals-Shiquan  Inc., Dragon Minerals-Taiyu Inc., and Dragon  Minerals-Xunyang
Inc.  All  intercompany  transactions  and  balances  have  been  eliminated  in
consolidation.

(b)      Use of Estimates

The preparation of financial statements in conformity with accounting principles
generally  accepted in the United States  requires  management to make estimates
and assumptions  that affect the reported  amounts of assets and liabilities and
disclosure of  contingent  assets and  liabilities  at the date of the financial
statements and the reported amounts of revenues and expenses during the periods.
Actual results could differ from those estimates.

(c)      Cash and Cash Equivalents

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

(d)      Foreign Currency Translation

The Company's  functional  and reporting  currency is the United States  dollar.
Monetary assets and liabilities denominated in foreign currencies are translated
using the exchange rate  prevailing at the balance sheet date.  Gains and losses
arising  on   translation   or  settlement  of  foreign   currency   denominated
transactions or balances are included in the  determination  of income.  Foreign
currency transactions are undertaken primarily in Canadian dollars, Chinese Yuan
and  British  pounds.  The  Company  has not,  to the  date of these  financials
statements,  entered into derivative instruments to offset the impact of foreign
currency fluctuations.

(e)      Income Taxes

The Company uses the liability method of accounting for income taxes. Under this
method,  deferred  income taxes are recorded to reflect the tax  consequences on
future  years of  temporary  differences  between  the tax basis of  assets  and
liabilities  and their  financial  amounts at year-end.  The Company  provides a
valuation allowance to reduce deferred tax assets to their net realizable value.

                                       15
<PAGE>


2.       Summary of Significant Accounting Policies (continued)

(f)      Basic and Diluted Net Income (Loss) Per Share

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

(g)      Financial Instruments

Financial  instruments  which include cash and  equivalents,  prepaid  expenses,
deposits, accounts payable, accrued liabilities, and due to related parties were
estimated  to  approximate  their  carrying  values  due  to  the  immediate  or
short-term  maturity  of  these  financial  instruments.  Virtually  all  of the
Company's  assets and  liabilities  are giving rise to  significant  exposure to
market risks from changes in foreign  currency rates.  The financial risk is the
risk to the  Company's  operations  that  arise  from  fluctuations  in  foreign
exchange  rates and the degree of  volatility  of these  rates.  Currently,  the
Company does not use  derivative  instruments  to reduce its exposure to foreign
currency risk.

(h)      Concentrations of Credit Risk

The  Company  maintains  its  cash in  well  known  banks  selected  based  upon
management's assessment of the banks' financial stability. Balances periodically
exceed the $100,000 federal depository insurance limit; however, the Company has
not experienced any losses on deposits.

(i)      Comprehensive Loss

SFAS No. 130, "Reporting  Comprehensive  Income," establishes  standards for the
reporting and display of comprehensive  loss and its components in the financial
statements.  As of March  31,  2005 the  Company  had no  items  that  represent
comprehensive loss and, therefore,  has not included a schedule of comprehensive
loss in the financial statements.

(j)      Mineral Property Costs

The Company has been in the  exploration  stage since its  acquisition of Dragon
Minerals  Holdings,  Inc. on July 15, 2004 and has not yet realized any revenues
from its planned  operations.  It is primarily  engaged in the  acquisition  and
exploration  of  mining  properties.  Mineral  property  exploration  costs  are
expensed  as  incurred.   Mineral  property   acquisition  costs  are  initially
capitalized  when incurred  using the guidance in EITF 04-02,  "Whether  Mineral
Rights Are Tangible or  Intangible  Assets".  The Company  assesses the carrying
costs for impairment  under SFAS 144,  "Accounting for Impairment or Disposal of
Long Lived Assets" at each fiscal quarter end. When it has been  determined that
a mineral  property can be  economically  developed as a result of  establishing
proven and probable reserves,  the costs incurred to develop such property,  are
capitalized.  Such costs will be amortized using the units-of-production  method
over the  estimated  life of the probable  reserve.  If mineral  properties  are
subsequently  abandoned or impaired,  any  capitalized  costs will be charged to
operations.

(k)      Website Development Costs

The  Company  recognizes  the costs  associated  with  developing  a website  in
accordance with the American Institute of Certified Public Accountants ("AICPA")
Statement of Position  ("SOP") No. 98-1,  "Accounting  for the Costs of Computer
Software   Developed  or  Obtained  for  Internal  Use".   Relating  to  website
development  costs the Company  follows the  guidance  pursuant to the  Emerging
Issues Task Force (EITF) No. 00-2, "Accounting for Website Development Costs".

Capitalized costs associated with the website consist primarily of payments to a
third  party for  development  of web  pages.  These  capitalized  costs will be
amortized  based on their  estimated  useful life over four  years.  Payroll and
related  costs  are  not  capitalized,  as the  amounts  principally  relate  to
maintenance.  Internal costs related to the  development of website  content are
expensed as incurred.

                                       16
<PAGE>

2.       Summary of Significant Accounting Policies (continued)

(l)      Property and Equipment

Property and  equipment  consists of computer  hardware and is recorded at cost.
The  computer  hardware is being  amortized  on a  straight-line  basis over its
estimated life of three years.  Expenditures  for major renewals and betterments
that extend the  original  estimated  economic  useful  lives of the  applicable
assets are  capitalized.  Expenditures  for normal repairs and  maintenance  are
charged to expense as incurred. The cost and related accumulated depreciation of
assets sold or otherwise disposed of are removed from the account,  and any gain
or loss is included in operations.

(m)      Long-Lived Assets

In accordance  with SFAS No. 144,  "Accounting for the Impairment or Disposal of
Long Lived  Assets",  the carrying  value of long-lived  assets is reviewed on a
regular  basis for the  existence  of facts or  circumstances  that may  suggest
impairment.  The  Company  recognizes  impairment  when the sum of the  expected
undiscounted  future cash flows is less than the  carrying  amount of the asset.
Impairment  losses, if any, are measured as the excess of the carrying amount of
the asset over its estimated fair value.

(n)      Stock-Based Compensation

The  Company  accounts  for  its  stock  compensation   arrangements  under  the
provisions of Accounting  Principles  Board ("APB") No. 25 "Accounting for Stock
Issued to Employees".  The Company  provides  disclosure in accordance  with the
disclosure-only   provisions  of  Statement  of  Financial  Accounting  Standard
("SFAS") No. 123 "Accounting for Stock-Based Compensation".

(o)      Recent Accounting Pronouncements

In December 2004, the FASB issued SFAS No. 153, "Exchanges of Nonmonetary Assets
- An  Amendment  of APB  Opinion No.  29".  The  guidance in APB Opinion No. 29,
"Accounting  for  Nonmonetary  Transactions",  is  based on the  principle  that
exchanges of  nonmonetary  assets should be measured  based on the fair value of
the assets exchanged.  The guidance in that Opinion,  however,  included certain
exceptions to that  principle.  SFAS No. 153 amends  Opinion No. 29 to eliminate
the  exception  for  nonmonetary  exchanges  of  similar  productive  assets and
replaces it with a general exception for exchanges of nonmonetary assets that do
not have commercial  substance.  A nonmonetary exchange has commercial substance
if the future cash flows of the entity are expected to change significantly as a
result  of the  exchange.  The  provisions  of SFAS No.  153 are  effective  for
nonmonetary asset exchanges occurring in fiscal periods beginning after June 15,
2005.  Early  application  is permitted  and  companies  must apply the standard
prospectively.  The adoption of this standard is not expected to have a material
effect on the Company's results of operations or financial position.

In December 2004, the FASB issued SFAS No. 123R,  "Share Based  Payment",  which
requires the compensation  cost related to share-based  payments,  such as stock
options  and  employee  stock  purchase  plans,   recognized  in  the  financial
statements  based on the grant  date fair value of the  award.  Public  entities
(other than those filing as small  business  issuers)  will be required to apply
SFAS 123R as of the first interim or annual  reporting  period that begins after
June 15,  2005.  Public  entities  that file as small  business  issuers will be
required to apply SFAS 123R in the first interim or annual reporting period that
begins  after  December  15,  2005.  The  effect  on the  Company's  results  of
operations or financial position from adoption of this standard has not yet been
determined.
<TABLE>

3.   Intangible Assets
                                                                    March 31,         March 31,
                                                                       2005             2004
                                                  Accumulated      Net Carrying     Net Carrying
                                        Cost     Amortization         Value             Value
                                          $            $                $                 $
<S>                                     <C>       <C>              <C>              <C>


         Website development costs      15,000       2,187            12,813                -
         -------------------------------------------------------------------------------------------
         -------------------------------------------------------------------------------------------


4.   Property and Equipment
                                                                    March 31,         March 31,
                                                                       2005             2004
                                                  Accumulated      Net Carrying     Net Carrying
                                        Cost     Amortization         Value             Value
                                          $            $                $                 $

         Computer equipment              5,328         792             4,536                -
         -------------------------------------------------------------------------------------------
         -------------------------------------------------------------------------------------------

</TABLE>

                                       17
<PAGE>


5.       Acquisition of Business

On July 15,  2004,  the  Company  purchased  100% of the issued and  outstanding
common shares of Dragon  Minerals  Holdings  Inc.  ("DMHI"),  a private  British
Virgin  Islands  company.  DMHI owns 100% of the issued and  outstanding  common
shares  of Dragon  Minerals  Inc.  ("DMI"),  a private  British  Virgin  Islands
company.  Accordingly,  the results of operations for DMHI have been included in
the accompanying consolidated financial statements from the date of acquisition.
DMI is involved in mineral  property  acquisition and exploration in China.  The
purchase price was $184,579 which included the issue of 16,500,000 common shares
at a fair value of  $165,000,  acquisition  costs of $12,235 and  negative  book
value of DMHI of $7,344.  The common  shares were valued at a nominal  $0.01 per
share as the Company had just  disposed of its Linux based  business  and had no
significant assets,  liabilities,  nor operations. The Company used the purchase
method of accounting for this  acquisition  and the purchase price was allocated
to mineral  property costs.  As the mineral  property did not have any proven or
probable reserves, the costs have been charged to operations.

6.   Related Party Transactions

a)   The amounts due to related  parties of $1,153  represents  expenses of $159
     (March  31,  2004 -  $6,388)  paid on  behalf  of the  Company  by a former
     Director and $994 paid on behalf of the Company by current  directors.  The
     amounts due are non-interest bearing,  unsecured and have no specific terms
     of repayment.

b)   During the year ended March 31,  2005,  the Company  paid  $95,000  (2004 -
     $1,200) for  consulting  services  performed  by a director of the Company,
     $8,000  for  consulting  services  performed  by a former  director  of the
     Company and $27,853 for consulting  services provided by a company owned by
     a significant shareholder of the Company.

c)   On July 19, 2004 the Company sold to a former director,  all rights related
     to the Linux  based  application  server and thin client  computing  system
     business  plan in  consideration  for  $1,000,  which  is  included  in the
     statement of operations as a gain on sale of assets.

7.       Mineral Properties

(a)  On February 24, 2004, the Company's wholly-owned subsidiary Dragon Minerals
     Inc. ("DMI") entered into a Letter of Intent with the Bureau of Geology and
     Mineral  Exploration & Development of Shaanxi Province  ("Bureau") in China
     to  form  a  Sino-Foreign  cooperative  joint  venture  companies  for  the
     exploration  and  development  of up to twelve  properties  located  in the
     Southern Shaanxi  Province.  Pursuant to the Letter of Intent,  the Company
     would contribute cash to the joint ventures and Bureau would contribute the
     Permits and their previous exploratory findings.

(b)  On March 1, 2004,  DMI entered  into a Letter of Intent with the  Northwest
     Geology and  Exploration  Bureau for Nonferrous  Metals Party  ("Party") in
     China to form a  Sino-Foreign  cooperative  joint  venture  company for the
     exploration  and  development  of a property  located in  Southern  Shaanxi
     Province.  Pursuant to the Letter of Intent,  the Company would  contribute
     cash to the joint venture and Party would  contribute  the Permit and their
     previous exploratory findings.

(c)  On January 20,  2005,  the Company  entered into an option  agreement  (the
     "Agreement")  to  acquire  a 100%  interest,  subject  to a 2% net  smelter
     royalty,  in certain  mining  claims  located in  Mongolia.  To acquire its
     interest, the Company paid CDN$20,000 upon execution of the Agreement,  and
     is  required  to  pay,  CDN$30,000  on or  before  January  20,  2006,  and
     CDN$50,000  on or before  January  20,  2007.  The Company has the right to
     purchase  the  first  two-thirds  of the  royalty  interest  at any time in
     consideration  of payments of CDN$300,000 for each one-third  portion.  The
     Company  also has the right of first  refusal for the  remaining  one-third
     royalty interest.

(d)  On March 15,  2005,  the Company  entered  into a Letter of Intent with the
     Hanzhong  Geological Brigade of the Bureau of Geology & Mineral Exploration
     of Shaanxi Province,  China  ("Brigade") to form  Sino-Foreign  cooperative
     joint venture  companies for the exploration and development of up to seven
     properties located in Hanzhong, Shaanxi Province. Pursuant to the Letter of
     Intent, the Company would contribute cash to the joint ventures and Brigade
     would  contribute the  Exploration  Permit and their  previous  exploratory
     findings.


                                       18
<PAGE>

8.       Common shares

(a)  On March 30, 2005,  the Company  issued  200,000  shares of common stock at
     $0.50 per share for cash proceeds of $100,000,  which was received on April
     1, 2005.

(b)  On March 3, 2005, the Company issued 25,000 shares of common stock at $0.75
     per share in  consideration  for  consulting  services  rendered  and to be
     rendered.  These  shares  were valued  based upon the closing  price of the
     Company's stock.

(c)  On January 31, 2005,  the Company  issued 199,930 shares of common stock at
     $0.50 per share for cash proceeds of $99,965.

(d)  On September 6, 2004,  the Company  cancelled  16,400,000  shares of common
     stock owned by a former Director.

8.       Common shares (continued)

(e)  On August 16, 2004,  the Company  issued  400,000 shares of common stock at
     $0.50 per share for cash proceeds of $200,000.

(f)  On July 15, 2004, the Company  acquired 100% of the issued and  outstanding
     common stock of Dragon  Minerals  Holdings Inc., in exchange for 16,500,000
     shares of common stock of the Company. Refer to Note 5.

(g)  On June 14, 2004, the Company completed a forward split of its common stock
     on a seven for one basis  whereas  every share of fully paid  common  stock
     issued and outstanding  immediately  prior to the forward split was changed
     into seven new shares of common  stock of the  Company.  All share  amounts
     have been retroactively adjusted for all periods presented. The increase in
     common stock was accounted for as a reduction in additional paid in capital
     for all periods  presented.  Additionally,  the authorized common stock was
     increased  to  500,000,000  shares  of  common  stock and the par value was
     re-authorized at $0.001 per common share.

9.       Commitments

(a)  During the year ended March 31, 2005, the Company entered into a consulting
     agreement  ("the   Agreement")  with  a  company  owned  by  a  significant
     shareholder of the Company,  for management  and geological  services.  The
     Agreement  is for a  period  of one  year  commencing  October  1,  2004 at
     CDN$5,625 per month.  Either side can terminate the Agreement  with 60 days
     written  notice.  This  Agreement  was  replaced  on  April  1,  2005  by a
     consulting  agreement  which  increases  the monthly fee to  CDN$6,875  per
     month. Refer to Note 12(d).

(b)  During the year ended March 31, 2005, the Company entered into a consulting
     agreement  ("the  Agreement")  with  an  investor  relations  company.  The
     Agreement was for a period of three months  commencing  December 1, 2004 at
     CDN$10,000 per month.

(c)  On January  20,  2005,  the Company  entered  into an option  agreement  to
     acquire a 100% interest,  subject to a 2% net smelter  royalty,  in certain
     mining claims located in Mongolia. Refer to Note 7 (c).

(d)  On March 3, 2005,  the Company  entered  into an  agreement to issue 50,000
     shares of common stock to an individual in exchange for consulting services
     to be rendered over a two year period. Upon execution of the agreement, the
     Company  issued  25,000 shares of common stock and will issue the remaining
     25,000 shares within 30 days after the end of the first year of service.

10.      Income Tax

The Company has incurred losses since its inception and, therefore, has not been
subject to federal  income  taxes.  The  Company  has net  operating  loss carry
forwards of  approximately  $410,000,  which expire beginning in 2020. Under the
provisions  of  Section  382 of  the  Internal  Revenue  Code,  any  significant
ownership  change in the Company could severely  limit the Company's  ability to
utilize its NOL  carryforward  to reduce future  taxable  income and related tax
liabilities.  Additionally, because United States tax laws limit the time during
which NOL  carryforwards  may be applied  against  future  taxable  income,  the
Company may be unable to take full  advantage of its NOL for federal  income tax
purposes should the Company generate taxable income.

                                       19
<PAGE>

10.      Income Tax (continued)

The  composition  of  deferred  tax assets and  liabilities  and the related tax
effects at March 31, 2005 and 2004 are as follows:


                                                   March 31,    March 31,
                                                     2005         2004
                                                       $            $

           Deferred tax assets:
              Net operating losses                  139,378     9,520
              Valuation allowance                 (139,378)   (9,520)
   -------------------------------------------- ------------ ------------
   -------------------------------------------- ------------ ------------

           Total deferred tax assets                     --        --
   -------------------------------------------- ------------ ------------
   -------------------------------------------- ------------ ------------

           Deferred tax liability                        --        --
   -------------------------------------------- ------------ ------------
   -------------------------------------------- ------------ ------------

           Net deferred tax asset (liability)            --        --
   -------------------------------------------- ------------ ------------


The difference  between the income tax benefit in the accompanying  statement of
operations and the amount that would result if the U.S.  Federal  statutory rate
of 34% were  applied to pre-tax loss for the years ended March 31, 2005 and 2004
is as follows:
<TABLE>


                                                                March 31, 2005             March 31, 2004
                                                                   Amount          %           Amount         %
<S>                                                              <C>           <C>          <C>              <C>


         Provision (benefit) for income tax at federal
            statutory rate                                     $(186,529)     (34.0)        $ (6,016)    (34.0)
         Increase (decrease) in valuation allowance               129,858       23.7            6,016      34.0
         Non-deductible mineral property expense                   56,100       10.2                -         -
         Non-deductible compensation expense                          571        0.1                -         -
---------------------------------------------------------- --------------- ---------- ---------------- ---------

                                                                  $     -          -           $    -         -
</TABLE>


11.      Subsequent Events

a)   On May 12, 2005, the Company entered into a five-year  employment agreement
     for  the  position  of  Chairman  Non-Executive  (the  "Employee")  for the
     provision of services for 52 days per year in  consideration  for an annual
     salary of $60,000. The Company will pay $500 per day for each day in excess
     of 52 days. The Employee will receive  1,000,000  shares of common stock of
     the Company upon  execution of the  agreement.  The Company will also grant
     stock options to acquire  3,000,000  shares of common stock for a term of 5
     years,  exercisable at $0.366 per share. One-third of the options vest each
     year, for the first three years, on the anniversary date of the agreement.

b)   On  April 1,  2005,  the  Company  received  the  proceeds  from the  stock
     subscription receivable of $100,000.

c)   On May 17, 2005, the Company  entered into a stock  subscription  agreement
     whereby the Company will issue 400,000  shares of common stock at $0.25 per
     share for cash proceeds of $100,000.

d)   On April 1, 2005,  the Company  entered into a consulting  agreement  ("the
     Agreement")  with a  company  owned  by a  significant  shareholder  of the
     Company,  for management and  geological  services.  The Agreement is for a
     period of one year  commencing  April 1, 2005 at CDN$6,875 per month.  This
     Agreement  replaces in full a previous  agreement  for  CDN$5,625 per month
     signed on October 1, 2004 (Refer to Note 10(a)).  Either side can terminate
     the Agreement with 60 days written notice

                                       20
<PAGE>

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

On April 8, 2005,  the Registrant  terminated the engagement of Manning  Elliot,
Chartered   Accountants   from  its  position  as  the   Company's   independent
accountants.

The audit report of Manning  Elliot,  on June 2, 2004,  for the year ended March
31, 2004 contained no adverse opinion,  disclaimer of opinion or modification of
the  opinion  except  for  concerns  expressed  about the  Company's  ability to
continue as a going concern..

The Registrant's Board of Directors participated in and approved the decision to
change independent accountants.

In  connection  with its audit for the most  recent  fiscal year and the interim
period  until  the date of  dismissal,  there  have been no  disagreements  with
Manning Elliot,  Chartered  Accountants on any matter of accounting principle or
practice,  financial statement disclosure, or auditing scope or procedure, which
disagreement if not resolved to the  satisfaction  of Manning Elliot,  Chartered
Accountants  would have caused them to make reference thereto in their report on
the financial statements.

During the most  recent  fiscal year and the  interim  period  until the date of
dismissal , there have been no reportable  events (as defined in Regulation  S-K
Item 304 (a)(1)(v)).

The Registrant requested that Manning Elliot,  Chartered  Accountants furnish it
with a letter  addressed  to the SEC  stating  whether or not it agrees with the
above statements.  A copy of such letter was filed as an Exhibit to the Form 8-K
filed on April 13, 2005.

New independent accountants

On April 8, 2005, the Registrant  engaged Ham,  Langston,  & Brezina,  L.L.P. to
audit its financial statements for the year ended March 31, 2005. During the two
most recent  fiscal years and through  March 31, 2005,  the  Registrant  has not
consulted with Ham, Langston, & Brezina,  L.L.P regarding (i) the application of
accounting principles to a specified  transaction,  either completed or proposed
or the  type of  audit  opinion  that  might  be  rendered  on the  Registrant's
financial  statements,  and no written report or oral advice was provided to the
Registrant by concluding  there was an important  factor to be considered by the
Registrant  in reaching a decision as to an  accounting,  auditing or  financial
reporting  issue;  or  (ii)  any  matter  that  was  either  the  subject  of  a
disagreement,  as that term is defined in item 304  (a)(1)(iv) of Regulation S-K
and the related  instructions  to Item 304 of  Regulation  S-K, or a  reportable
event, as that term is defined in Item 304 (a)(1)(v) of Regulation S-K.

In July 2004, the Company's management offices were relocated to London, England
and the Company  significantly  reduced its affiliation  with Vancouver,  BC. In
addition,  the  Company's  legal  counsel is  headquartered  in Houston,  Texas.
Considering  these facts, the Company  selected a Certifying  Accounting Firm in
Houston, Texas to act as its new independent accountants.

ITEM 8A. MANAGEMENT'S ANNUAL REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING

It is management's  responsibility  to establish and maintain  adequate internal
control over financial reporting.

As of the  end of the  year  covered  by this  report,  we  have  evaluated  the
effectiveness  of the  design  and  operation  of our  disclosure  controls  and
procedures  under the  supervision  of and with the  participation  of our Chief
Executive  Officer  ("CEO")  Chief  Financial  Officer  ("CFO").  Based  on this
evaluation,  management,  including our CFO/CEO,  concluded  that our disclosure
controls and procedures were effective,  and that there have been no significant
changes in our internal  controls or in other  factors that could  significantly
affect internal controls subsequent to the evaluation.

During the period  covered by this report there have been no changes in internal
control over financial reporting.

                                       21
<PAGE>

ITEM 9.  DIRECTORS AND EXECUTIVE OFFICERS

The  following  table  sets  forth the names and ages of the  present  executive
officers and directors of the Company and the positions held by each.

Name                       Age              Title

Johannes Petersen          32       Chief Executive Officer, Chief Financial
                                    Officer, and Director
Xiaojun "Albert" Cui       33       Director

Each of the directors has been elected to serve until the next annual meeting of
the directors by the shareholders or until their respective successors have been
duly elected and shall have qualified.

Johannes Petersen was elected Chief Executive Officer,  Chief Financial Officer,
and  Director  on July 15,  2004.  Mr.  Petersen  holds  an MBA from the  London
Business  School  (England)  with  a  concentration  in  Finance,  and a BSc  in
Economics from  Universidad  del Pacifico  (Peru).  He has previously  covered a
variety of  positions,  ranging  from  fixed  income and  currency  trading,  to
managerial  roles.  He has also  worked in  business  development  and  business
planning  for private and public  companies,  with an emphasis in the  resources
industry.  From  April of 1999  until  July of 2001 Mr.  Petersen  was  Managing
Director of a commodity  export  brokerage firm in Peru. From 2001 through 2003,
Mr. Petersen  attended  business  school in London.  In August 2003 Mr. Petersen
performed  independent  consulting and business  planning for natural  resources
industry companies and other organizations.

Xiaojun  "Albert" Cui was elected as a Director on July 15, 2004. Mr Cui holds a
BSc in Geology from China University of Geosciences - Wuhan, an MSc from Beijing
University and a PhD in Geology from  University of Missouri - Columbia.  Mr Cui
has  ample   experience  in  geological   surveys,   mineral   exploration   and
exploitation.  He has also conducted  front-edge  geological research in various
geological  fields  and  has  written  numerous   publications  in  first  level
international  scientific  journals.  From  2002  through  2004,  he worked as a
postdoctoral  research fellow for the University of British  Columbia in Canada.
From 1997 through 2002, he worked as a research  assistant at the  University of
Missouri - Columbia, USA.


ITEM 10. EXECUTIVE COMPENSATION

Executive Compensation

Summary Compensation Table

The  following  table  sets  forth  information  concerning  cash  and  non-cash
compensation  paid or accrued  for  services  in all  capacities  to the Company
during the year ended March 31, 2005 of each person who served as the  Company's
Chief  Executive  Officer during fiscal 2004 and the four other most highly paid
executive  officers whose total annual salary and bonus exceeded $100,000 during
the fiscal year ended March 31, 2005 and 2004 (the "Named Officers").
<TABLE>


                                                                      Long-Term Compensation
                                Annual Compensation                      Awards            Payouts
  Name and                                                     Restricted    Securities
  Principal                                    Other Annual       Stock      Underlying    LTIP          All Other
  Position     Year*     Salary      Bonus     Compensation      Awards        Options      Payouts    Compensation
-------------- ------- ------------ -------- ----------------- ------------ -------------- ---------- ----------------
<S>            <C>      <C>          <C>      <C>               <C>           <C>          <C>         <C>

Johannes
Petersen         2005      $95,000        -                 -            -              -          -                -
                                 -        -                 -            -              -          -                -
Xiaojun Cui      2004      $27,853        -                 -            -              -          -                -
                 2005
</TABLE>

*Represents the fiscal year ended March 31

ITEM 11.          SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

There are no compensation plans, or individual compensation  arrangements of the
small business issuer as of March 31, 2005 and 2004.

As of March 31, 2005 Mr.  Johannes  Petersen  owned  1,000,000  shares of common
stock. As of March 31, 2005, Mr Xiaojun  "Albert" Cui owned 1,500,000  shares of
common stock.

As of March 31, 2005,  Mr Raoul Tsakok owned  11,500,000  shares of common stock
equivalent to 21.6% of the outstanding common stock.

ITEM 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

The  company  has  a  management   consulting  agreement  in  place  with  Sagit
Investments  Management Inc for managerial and geological  consulting  services.
Sagit  Investment  Management  Ltd is a company owned by Mr Raoul Tsakok a major
shareholder of the Company.  For the year ended March 31, 2005, the company paid
$27,853 for consulting services provided by this company.

The Company  owes,  to related  parties,  $1,153  representing  expenses of $159
(March 31, 2004 - $6,388) paid on behalf of the Company by a former Director and
$994 paid on behalf of the  Company by current  directors.  The  amounts due are
non-interest bearing, unsecured and have no specific terms of repayment.

During the year ended March 31, 2005,  the Company  paid $95,000 for  consulting
services  performed  by a director  of the  Company,  and $8,000 for  consulting
services performed by a former director of the Company.

On July 19, 2004 the Company sold to a former  director,  all rights  related to
the Linux based  application  server and thin client  computing  system business
plan in  consideration  for  $1,000,  which  is  included  in the  statement  of
operations as a gain on sale of assets.

No other relationships  existed and no other related transactions  occurred that
require disclosure under Reg. ss.228.404.

ITEM 13. EXHIBITS AND REPORTS ON FORM 8-K

The Company filed the  following  reports on Form 8-K during the last quarter of
the year ended March 31, 2005:

January 25, 2005 - Entry into a material  definitive  agreement - On January 20,
2005,  the Company  entered into an Option  Agreement  with  Jaroslav  Ruza,  to
purchase an option to acquire a 100% right, title and interest in the Optionor's
mining claims.

February 4, 2005 - Unregistered Sales of Equity Securities - On January 31, 2005
the Company agreed to issue 199,930  restricted  shares of the Company's  common
stock to Paramount,  in a transaction not registered under the Securities Act of
1933. The Company claims an exemption from  registration  afforded by Regulation
S.

March 9,  2005 - Other  Events -  Effective  as of March 3,  2005,  the  Company
entered into a consulting  agreement with Mr. Minghe Chen. Mr. Minghe Chen for a
two year period. Compensation is 50,000 shares of Company stock vesting pro rata
over the life of the contract.

March 21, 2005 - Other  Events - On March 15, 2005 Dragon Gold  Resources,  Inc.
(the "Company") agreed to form a Sino-foreign joint venture company to carry out
gold  exploration and development  with the Hanzhong  Geological  Brigade of the
Bureau  of  Geology  & Mineral  Exploration  of  Shaanxi  Province,  China  (the
"Brigade").  Under this  agreement,  the Company  will  contribute  cash for the
exploration and development of properties contributed by the Brigade.


ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES

On April 8, 2005, the Company engaged Ham, Langston,  & Brezina, LLP in Houston,
Texas to audit its financial  statements  for the year ended March 31, 2005. For
their auditing  services,  the Company paid US$9,000.  The previous annual audit
had been conducted by Manning Elliot Chartered Accountants in Vancouver, Canada.
The fee for audit services paid to Manning Elliot Chartered  Accountants for the
year ended March 31, 2004 was $3,000.


                                   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.


                                 DRAGON GOLD RESOURCES, INC.


                                 By:
                                 Johannes Petersen
                                 Executive Officer & Chief Financial Officer
Dated: April  24, 2006

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

Name                       Title                              Date

Johannes Petersen          Chief Executive Officer            April  24, 2006
                           Chief Financial Officer &
                           Director



                                       22
<PAGE>



                                 CERTIFICATIONS

I, Johannes Petersen, certify that:

1.   I have reviewed this annual report on Form 10-KSB of Dragon Gold Resources,
     Inc.

2.   Based on my  knowledge,  this  annual  report  does not  contain any untrue
     statement of a material fact or omit to state a material fact  necessary to
     make the statements  made, in light of the  circumstances  under which such
     statements  were made, not misleading with respect to the period covered by
     this annual report;

3.   Based on my  knowledge,  the  financial  statements,  and  other  financial
     information included in this annual report,  fairly present in all material
     respects the financial  condition,  results of operations and cash flows of
     the registrant as of, and for, the periods presented in this annual report;

4.   I amresponsible  for establishing and maintaining  disclosure  controls and
     procedures  (as  defined in Exchange  Act Rules  13a-14 and 15d-14) for the
     registrant and we have:

a)   designed such  disclosure  controls and  procedures to ensure that material
     information  relating  to the  registrant,  is made  known to me by  others
     particularly  during  the  period  in which  this  annual  report  is being
     prepared;

b)   evaluated the  effectiveness  of the registrant's  disclosure  controls and
     procedures  as of a date  within 90 days prior to the  filing  date of this
     annual report (the "Evaluation Date"); and

c)   presented in this annual report my conclusions  about the  effectiveness of
     the  disclosure  controls and  procedures  based on my evaluation as of the
     Evaluation Date;

5.   I have disclosed,  based on my most recent evaluation,  to the registrant's
     auditors and the audit  committee of  registrant's  board of directors  (or
     persons performing the equivalent function):

a)   all  significant  deficiencies  in the  design  or  operation  of  internal
     controls which could adversely affect the  registrant's  ability to record,
     process,  summarize and report  financial data and have  identified for the
     registrant's auditors any material weaknesses in internal controls; and

b)   any fraud,  whether or not  material,  that  involves  management  or other
     employees  who  have  a  significant  role  in  the  registrant's  internal
     controls; and

6.   I  have  indicated  in  this  annual  report  whether  or  not  there  were
     significant  changes in internal  controls or in other  factors  that could
     significantly  affect internal  controls  subsequent to the date of my most
     recent  evaluation,   including  any  corrective  actions  with  regard  to
     significant deficiencies and material weaknesses.

Dated: April 24, 2006

By: /s/ Johannes Petersen
Johannes Petersen
Chief Executive Officer and
Chief Financial Officer

                                       23
<PAGE>

CERTIFICATION  OF CHIEF  EXECUTIVE  OFFICER AND CHIEF  FINANCIAL  OFFICER
PURSUANT TO 18 U.S.C.  SECTION 1350, AS ADOPTED  PURSUANT TO
SECTION 906 OF TEHE SARBANES-OXLEY ACT OF 2002


--------------------------------------------------------------------------------

I, Johannes Petersen,  certify,  pursuant to 18 U.S.C.  Section 1350, as adopted
pursuant  to  Section  906 of the  Sarbanes-Oxley  Act of 2002,  that the Annual
Report of Dragon Gold Resources, Inc. on Form 10-KSB for the annual period ended
March 31, 2005 fully complies with the requirements of Section 13(a) or 15(d) of
the Securities Exchange Act of 1934 and that information  contained in such Form
10-KSB  fairly  presents in all material  respects the  financial  condition and
results of operations of Dragon Gold Resources, Inc.


By: /s/ Johannes Petersen
----------------------------
Name: Johannes Petersen
Title: Chief Executive Officer
& Chief Financial Officer


April 24 2006