UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 10-K
                ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF
                      THE SECURUTIES EXCHANGE ACT OF 1934

                     For the fiscal year ended May 31, 2009

                        Commission File Number 333-145443


                             Cinnabar Ventures Inc.
             (Exact Name of Registrant as Specified in Its Charter)

           NEVADA                                                   N/A
(State or Other Jurisdiction of                               (I.R.S. Employer
 Incorporation or Organization)                              Identification No.)

                            #291 - 38 Pearson Street
                        Saint Johns, Newfoundland A1A 3R1
                    (Address of Principal Executive Offices)

                                  (902)482-3456
                               (Telephone Number)

     Val-U-Corp Services, Inc.
  1802 North Carson Street, Suite 212
     Carson City, NV  89701-9141             (800) 555-0738       (775) 887-0738
(Name and Address of Agent for Service)    (Telephone Number)      (Fax Number)


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

           Securities registered pursuant to section 12(g) of the Act:
                          Common Stock, $.001 par value

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

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

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

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

Indicate by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer, or a smaller reporting company. See
the definitions of "large accelerated filer," "accelerated filer" and "smaller
reporting company" in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer [ ]                        Accelerated filer [ ]
Non-accelerated filer   [ ]                        Smaller reporting company [X]
(Do not check if a smaller reporting company)

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

As of May 31, 2009, the registrant had 6,340,000 shares of common stock issued
and outstanding. No market value has been computed based upon the fact that no
active trading market had been established as of May 31, 2009.
<PAGE>
                             CINNABAR VENTURES INC.
                                TABLE OF CONTENTS

                                                                        Page No.
                                                                        --------

                                     Part I

Item 1.  Business                                                            3
Item 1A. Risk Factors                                                        9
Item 2.  Properties                                                         13
Item 3.  Legal Proceedings                                                  13
Item 4.  Submission of Matters to a Vote of Securities Holders              13

                               Part II

Item 5.  Market for Registrant's Common Equity & Related Stockholder
         Matters                                                            13
Item 7.  Management's Discussion and Analysis of Financial Condition
         and Results of Operations                                          15
Item 8.  Financial Statements                                               20
Item 9.  Changes in and Disagreements with Accountants on Accounting
         and Financial Disclosure                                           30
Item 9A. Controls and Procedures                                            30

                              Part III

Item 10. Directors and Executive Officers                                   32
Item 11. Executive Compensation                                             33
Item 12. Security Ownership of Certain Beneficial Owners and Management     34
Item 13. Certain Relationships and Related Transactions                     34
Item 14. Principal Accounting Fees and Services                             35

                               Part IV

Item 15. Exhibits                                                           35

Signatures                                                                  36

                                       2
<PAGE>
                                     PART I

ITEM 1. BUSINESS

Cinnabar Ventures Inc. was incorporated in Nevada on May 24, 2006 to engage in
the acquisition, exploration and development of natural resource properties. We
are an exploration stage company with no revenues and limited operating history.
The principal executive offices are located at #291 - 38 Pearson Street, Saint
Johns, Newfoundland, Canada A1A 3R1. The telephone number is (902)482-3456.

We received our initial funding of $5,000 through the sale of common stock to
our directors in June 2006 (5,000,000 shares at $0.001) and $22,400 from sales
of common stock to investors from the period of August 2006 through November
2006. In August 2006 we offered and sold 240,000 common stock shares at $0.01
per share to 6 non-affiliated private investors for proceeds of $2,400. In
September 2006 we offered and sold 1,000,000 common stock shares at $0.01 per
share to 12 non-affiliated private investors for proceeds of $10,000. In
November 2006 we offered and sold 100,000 common stock shares at $0.10 per share
to 20 non-affiliated private investors for proceeds of $10,000.

From inception until the date of this filing we have had limited operating
activities. Our audited financial statements for the period from inception
through May 31, 2009 report no revenues and a net loss of $104,139. Our
independent auditors have issued an audit opinion for Cinnabar which includes a
statement expressing substantial doubt as to our ability to continue as a going
concern.

Our mineral claim has been acquired per Quebec government requirements and we
hired a professional geologist to prepare a geological report. Based on the
following factors it is concluded by our geologist in his report that the claims
are prospective for diamond mineralization:

     1.   The Barou property is located in the Otish Mountains diamond camp.
     2.   The Barou property is located 10 km north of the Tichegamie kimberlite
          cluster
     3.   The presence of anomalously high counts of small lakes makes this 10
          km2 property prospective for the presence of kimberlite pipes.

We have not yet commenced any exploration activities on the claim. Our property,
known as the Barou Claims may not contain any mineral reserves and funds that we
spend on exploration will be lost. Even if we complete our current exploration
program and are successful in identifying a mineral deposit we will be required
to expend substantial funds to bring our claim to production.

GENERAL INFORMATION

The Barou property is located in Central Quebec, 199 miles northeast of the City
of Chibougamau, Latitude: 52(0) 12'N and Longitude: 72(0) 20' W. The property
consists of 17 claims in one contiguous block. The area of the mineral claims is
unencumbered Crown Land with no existing liens, claims or restrictions of any
sort.

                TABLE 1 BAROU Claims Cinnabar Venture Inc. Quebec

<TABLE>
<CAPTION>
                          Type of                    Inscription   Expiry    Surface    Work       Fees
MAP SHEET   Range  Colum   Title   Title No  Status     Date        Date     area(Ha)  required  Required           OWNER
---------   -----  -----   -----   --------  ------     ----        ----     --------  --------  --------           -----
<S>  <C>     <C>    <C>   <C>     <C>        <C>      <C>        <C>         <C>        <C>        <C>    <C>
SNRC 33A01   25     19      CDC    2055230    Actif   15-Feb-07   14-Feb-11   52,83      135        110   Cinnabar Venture Inc. 100%
SNRC 33A01   25     20      CDC    2055231    Actif   15-Feb-07   14-Feb-11   52,83      135        110   Cinnabar Venture Inc. 100%
SNRC 33A01   25     21      CDC    2055232    Actif   15-Feb-07   14-Feb-11   52,83      135        110   Cinnabar Venture Inc. 100%
SNRC 33A01   25     22      CDC    2055233    Actif   15-Feb-07   14-Feb-11   52,83      135        110   Cinnabar Venture Inc. 100%
</TABLE>

                                       3
<PAGE>
<TABLE>
<CAPTION>
<S>  <C>     <C>    <C>   <C>     <C>        <C>      <C>        <C>         <C>        <C>        <C>    <C>
SNRC 33A01   25     23      CDC    2055234    Actif   15-Feb-07   14-Feb-11   52,83      135        110   Cinnabar Venture Inc. 100%
SNRC 33A01   26     19      CDC    2055235    Actif   15-Feb-07   14-Feb-11   52,82      135        110   Cinnabar Venture Inc. 100%
SNRC 33A01   26     20      CDC    2055236    Actif   15-Feb-07   14-Feb-11   52,82      135        110   Cinnabar Venture Inc. 100%
SNRC 33A01   26     21      CDC    2055237    Actif   15-Feb-07   14-Feb-11   52,82      135        110   Cinnabar Venture Inc. 100%
SNRC 33A01   26     22      CDC    2055238    Actif   15-Feb-07   14-Feb-11   52,82      135        110   Cinnabar Venture Inc. 100%
SNRC 33A01   27     22      CDC    2055240    Actif   15-Feb-07   14-Feb-11   52,81      135        110   Cinnabar Venture Inc. 100%
SNRC 33A01   27     24      CDC    2055242    Actif   15-Feb-07   14-Feb-11   52,81      135        110   Cinnabar Venture Inc. 100%
SNRC 33A01   27     25      CDC    2055243    Actif   15-Feb-07   14-Feb-11   52,81      135        110   Cinnabar Venture Inc. 100%
SNRC 33A01   28     23      CDC    2055244    Actif   15-Feb-07   14-Feb-11   52,8       135        110   Cinnabar Venture Inc. 100%
SNRC 33A01   28     24      CDC    2055245    Actif   15-Feb-07   14-Feb-11   52,8       135        110   Cinnabar Venture Inc. 100%
SNRC 33A01   28     25      CDC    2055246    Actif   15-Feb-07   14-Feb-11   52,8       135        110   Cinnabar Venture Inc. 100%
SNRC 33A01   26     23      CDC    2055239    Actif   15-Feb-07   14-Feb-11   52,82      135        110   Cinnabar Venture Inc. 100%
SNRC 33A01   27     23      CDC    2055241    Actif   15-Feb-07   14-Feb-11   52,81      135        110   Cinnabar Venture Inc. 100%
</TABLE>

In Quebec mineral claims are defined by geographic coordinates can be acquired
by letter or via an internet portal maintained by the Quebec government at:
https://gestim.mines.gouv.qc.ca/MRN_GestimP_Presentation/ODM02101_login.aspx.
Records of all claims can also be inspected and were verified by the author at
the same site.

The Barou claims were first applied for on November 23, 2006 and were registered
on February 15, 2007. They are in good standing until February 14, 2011. The
claims were restaked in May 2009 in order to keep them current.

The property is situated in the Otish Mountains, 199 km northeast of the town of
Chibougamau, near the geographic centre of the Province of Quebec. The nearest
population centre is the Cree Village of Mistissini, 53 miles by road north of
Chibougamau. The nearest all weather road is the access road from Mistissini to
the float plane base at Riviere Temiscamie, where a single Turbo-Otter
float-plane is stationed and available for charter. The distance from Temiscamie
to the property is 103 miles. There is no permanent population or developed
infrastructure in the area. The property can be reached by float plane (summer),
or ski plane (winter), from Riviere Temiscamie or a helicopter can be chartered
in Chibougamau. The area has a continental climate typical for this latitude,
characterised by long winters lasting from late October to late April and short,
cool summers with temperatures up to 59 degrees. Lakes freeze over in late
October and are usable again for float planes in early May. Most precipitation
falls in the form of snow during the wintertime with accumulations of several
meters considered normal. Total precipitation averages 32 inches.

The property is situated on a rolling plateau covered by glacial drift with
numerous lakes, outcrops are rare. The Otish Mountains, situated immediately
southeast of the property rise to elevations of 3,445 feet. Elevations on the
property vary from 2,133 to 2,625 feet above sea level. Vegetation consists of
conifers spaced widely apart and rarely thicker than 12 inches in diameter.
Ground cover is a dense matt of mosses, lichens and labrador tea.

The claim has had no known mineral exploration. We have not carried out any
exploration work on the claim and have incurred no exploration costs. The future
cost of exploration work on the property is disclosed in detail in the Plan of
Operation section of this report.

There is not a plant or any equipment currently located on the property.

It is expected that the initial exploration phase will be supported by
generators. Water required for exploration and development of the claim is
available from several creeks and fresh water lakes located in the area.

                                       4
<PAGE>
Based on the following factors it is concluded by our geologist that the claims
are prospective for diamond mineralization:

     1.   The Barou property is located in the Otish Mountains diamond camp.
     2.   The Barou property is located 10 km north of the Tichegamie kimberlite
          cluster
     3.   The presence of anomalously high counts of small lakes makes this 10
          km2 property prospective for the presence of kimberlite pipes.

Exploration for diamantiferous kimberlites is recommended on the Barou property.
Exploration should proceed according to the three phase exploration program
outlined in detail in the Plan of Operation section of this report.

The cost of the proposed program is $10,920 (USD) for the initial phase of
exploration work, $34,507 for the 2nd phase and $155,400 for the 3rd phase. We
plan to commence Phase 1 of the exploration program in the spring of 2010.

The discussions contained herein are management's estimates based on information
provided by the professional geologist who prepared the geology report for the
project. Because we have not commenced our exploration program we cannot provide
a more detailed discussion of our plans if we find a viable store of minerals on
our property, as there is no guarantee that exploitable mineralization will be
found, the quantity or type of minerals if they are found, and the extraction
process that will be required.

ACQUISITION OF THE MINERAL CLAIM AND REQUIREMENTS OR CONDITIONS FOR RETENTION OF
TITLE

The Barou claims were first applied for on November 23, 2006 and were registered
on February 15, 2007. They are in good standing until February 14, 2011. In
order to keep the claims in good standing for an additional 2 year period (to 14
Feb. 2013), exploration work has to be done and fees need to be paid. In
addition the work has to be reported to the authorities by a qualified person.
Total work minimum requirements are C$2,295 ($2,167 USD) and the fees to record
the work are C$1,870 ($1,765 USD) for a total of C$4,165 ($3,932 USD).

LOCATION, ACCESS, CLIMATE, LOCAL RESOURCES & INFRASTRUCTURE

The property is situated in the Otish Mountains, 199 miles northeast of the town
of Chibougamau, near the geographic centre of the Province of Quebec. The
nearest population centre is the Cree Village of Mistissini, 53 miles by road
north of Chibougamau. The nearest all weather road is the access road from
Mistissini to the float plane base at Riviere Temiscamie, where a single
Turbo-Otter float-plane is stationed and available for charter. The distance
from Temiscamie to the property is 103 miles. There is no permanent population
or developed infrastructure in the area, with the exception of the winter road
from Riviere Temiscamie to The East Main Gold mine, which passes 9 miles east of
the claims. The only economic activity in the area, apart from mineral
exploration, is seasonal trapping and hunting by Cree villagers from Mistissini.
The property can be reached by float plane (summer) or ski plane (winter) from
Riviere Temiscamie or alternatively a helicopter can be chartered in
Chibougamau. Personnel experienced in expediting, exploration surveys and camp
construction is available in the village of Mistissini. The Town of Chibougamau,
a mining town, is the regional population centre with many services and
amenities for industrial, educational and leisure activities. The airport of
Chibougamau-Chapais has daily scheduled flights to Montreal.

                                       5
<PAGE>




                        [MAP SHOWING THE CLAIM LOCATION]




                                       6
<PAGE>
The area has a continental climate typical for this latitude, characterised by
long winters lasting from late October to late April and short, cool summers
with temperatures up to 59 degrees. Lakes freeze over in late October and are
usable again for float planes in early May. Most precipitation falls in the form
of snow during the wintertime with accumulations of several meters considered
normal. Total annual precipitation averages 32 inches.

The property is situated on a rolling plateau covered by glacial drift with
numerous lakes, outcrops are rare. The Otish Mountains, situated immediately
southeast of the property rise to elevations of 3,445 feet. Elevations on the
property vary from 2,133 to 2,625 feet above sea level. Vegetation consists of
conifers spaced widely apart and rarely thicker than 12 inches in diameter.
Ground cover is a dense matt of mosses, lichens and labrador tea.

HISTORY

The Otish mountain area in Central Quebec has been the focus of diamond
exploration in Canada since 1996.

The first kimberlite occurrence discovered in the Otish Mountains was the
fortuitous consequence of a 1975 drilling program for uranium at Lac Beaver, and
was first recognized to contain diamonds in 1998. This kimberlite pipe however
was found to be too lean for further development. Nevertheless this first find
spurred till sampling surveys over large areas in the Otish Mountains by several
companies. This resulted in a total of at least 24 kimberlite finds in 5
separate areas:

     *    Foxtrot Property: 9 pipes and 4 dykes, all diamantiferous. Several
          pipes have been bulk sampled with encouraging diamond contents first
          published in 2005 (Ashton Mining of Canada Ltd. News releases)
     *    Portage : 1 dyke in the area of Foxtrot found in 2005 ( Majescor
          Resources News Releases)
     *    Lac Beaver: 2 pipes, diamantiferous but low grade. 120 km SSW of
          Foxtrot
     *    Tichegami: 4 pipes, 20 km NE of Lac Beaver (Ditem Explorations Inc -
          News Releases)
     *    Dios: 4 pipes and dykes south of Beaver Lake

An analysis of the exploration activity since 1996 shows that the principal
exploration tools used were regional, widely spaced, till sampling for diamond
and kimberlite indicator minerals and detailed aeromagnetic surveys. Typically
aeromagnetic anomalies within areas with anomalous indicator minerals were then
tested with drilling. One or both techniques found all the above kimberlite
pipes except the first one at Lac Beaver. It is also clear from Canada's diamond
exploration history that this exploration technique misses many kimberlite pipes
because many kimberlite pipes are not expressed in till sample results and many
kimberlite pipes do not have a recognizable magnetic signature. Another
shortcoming with these techniques is that usually a very large a number of
magnetic anomalies is generated, too many for drill testing. Of importance to
note is that although prospecting for kimberlite has not been done much in the
Otish area and though none of the Otish kimberlite pipes was discovered that
way, at least 4 of the pipes (at Foxtrot and by Dios) have outcrop and several
more have boulder trains of kimberlite. Clearly prospecting could have located
these pipes. The caveat is that the area is too large for prospecting.
Prospecting could only be rewarding if one could geographically narrow the areas
with a high probability of containing kimberlite pipes.

                                       7
<PAGE>
Prospecting success has many advantages especially for junior exploration
companies. Prospecting will broaden the spectrum of findable kimberlite pipes to
include those that have no magnetic signature and/or have no expression in till
samples. A prospecting discovery also has the advantage of greatly shortening
the exploration time of a discovery. Outcrops can be immediately sampled and
meaningfully tested for diamond content in a short span of time.

The Barou property is located immediately north of the Tichegamie kimberlite
cluster discovered by Ditem Explorations Inc in 2003. The only known exploration
performed in the area of the Barou claims was an airborne magnetometer survey
completed in 2003 by Ditem Explorations Ltd. over a large area, including the
present Barou Property,

GEOLOGICAL SETTING

The Barou property is located within the Achaean age (2.7 to 2.9 Ga), Superior
Craton of the Canadian Shield. Regional geological mapping of the area was
published in 1984. The main lithologies in the area are foliated granite and
granite gneiss. The metamorphic grade is mainly amphibolites facies. The
predominant direction of foliation is north-northeast. Meta-volcanic and
meta-sedimentary rocks of the Eastmain greenstone belt occur 10 km north of the
property. 12 miles to the southeast of the property are outcrops the Proterozoic
age sediments of the Otish Basin. Proterozoic dykes, typically a few tens of
meters wide and composed of diabase, crosscut all lithologies.

COMPETITION

We do not compete directly with anyone for the exploration or removal of
minerals from our property as we hold all interest and rights to the claim.
Readily available commodities markets exist in Canada and around the world for
the sale of diamonds and minerals. Therefore, we will likely be able to sell any
diamonds or minerals that we are able to recover.

We will be subject to competition and unforeseen limited sources of supplies in
the industry in the event spot shortages arise for supplies such as dynamite,
and certain equipment such as bulldozers and excavators that we will need to
conduct exploration. If we are unsuccessful in securing the products, equipment
and services we need we may have to suspend our exploration plans until we are
able to do so.

BANKRUPTCY OR SIMILAR PROCEEDINGS

There has been no bankruptcy, receivership or similar proceeding.

REORGANIZATIONS, PURCHASE OR SALE OF ASSETS

There have been no material reclassifications, mergers, consolidations, or
purchase or sale of a significant amount of assets not in the ordinary course of
business.

COMPLIANCE WITH GOVERNMENT REGULATION

We will be required to comply with all regulations, rules and directives of
governmental authorities and agencies applicable to the exploration of minerals
in Canada generally, and in Quebec specifically.

PATENTS, TRADEMARKS, FRANCHISES, CONCESSIONS, ROYALTY AGREEMENTS, OR LABOR
CONTRACTS

We have no current plans for any registrations such as patents, trademarks,
copyrights, franchises, concessions, royalty agreements or labor contracts. We
will assess the need for any of these applications on an ongoing basis.

                                       8
<PAGE>
NEED FOR GOVERNMENT APPROVAL FOR ITS PRODUCTS OR SERVICES

We are not required to apply for or have any government approval for our
products or services.

RESEARCH AND DEVELOPMENT COSTS DURING THE LAST TWO YEARS

We have not expended funds for research and development costs since inception.

EMPLOYEES AND EMPLOYMENT AGREEMENTS

Our only employee is our officer, Stephanie Wood who currently devotes as much
time as the board of directors determines is necessary to manage the affairs of
the company. There are no formal employment agreements between the company and
our current employee.

REPORTS TO SECURITIES HOLDERS

We provide an annual report that includes audited financial information to our
shareholders. We also make our financial information equally available to any
interested parties or investors through compliance with the disclosure rules of
Regulation S-K for a small business issuer under the Securities Exchange Act of
1934. We are subject to disclosure filing requirements, including filing Form
10-K annually and Form 10-Q quarterly. In addition, we will file Form 8-K and
other proxy and information statements from time to time as required. We do not
intend to voluntarily file the above reports in the event that our obligation to
file such reports is suspended under the Exchange Act. The public may read and
copy any materials that we file with the Securities and Exchange Commission,
("SEC"), at the SEC's Public Reference Room at 100 F Street NE, Washington, DC
20549. The public may obtain information on the operation of the Public
Reference Room by calling the SEC at 1-800-SEC-0330. The SEC maintains an
Internet site (http://www.sec.gov) that contains reports, proxy and information
statements, and other information regarding issuers that file electronically
with the SEC.

ITEM 1A. RISK FACTORS

YOU SHOULD CAREFULLY CONSIDER THE FOLLOWING KNOWN RISKS AND UNCERTAINTIES IN
ADDITION TO OTHER INFORMATION IN THIS REPORT IN EVALUATING OUR COMPANY. OUR
BUSINESS, OPERATING RESULTS AND FINANCIAL CONDITION COULD BE SERIOUSLY HARMED
DUE TO ANY OF THE FOLLOWING KNOWN RISKS. THE RISKS DESCRIBED BELOW ARE NOT THE
ONLY ONES FACING OUR COMPANY. ADDITIONAL RISKS NOT PRESENTLY KNOWN TO US MAY
ALSO IMPAIR OUR BUSINESS OPERATIONS.

ESTIMATES OF MINERALIZED MATERIAL ARE FORWARD-LOOKING STATEMENTS INHERENTLY
SUBJECT TO ERROR. ALTHOUGH RESOURCE ESTIMATES REQUIRE A HIGH DEGREE OF ASSURANCE
IN THE UNDERLYING DATA WHEN THE ESTIMATES ARE MADE, UNFORESEEN EVENTS AND
UNCONTROLLABLE FACTORS CAN HAVE SIGNIFICANT ADVERSE OR POSITIVE IMPACTS ON THE
ESTIMATES. ACTUAL RESULTS WILL INHERENTLY DIFFER FROM ESTIMATES. THE UNFORESEEN
EVENTS AND UNCONTROLLABLE FACTORS INCLUDE: GEOLOGIC UNCERTAINTIES INCLUDING
INHERENT SAMPLE VARIABILITY, METAL PRICE FLUCTUATIONS, VARIATIONS IN MINING AND
PROCESSING PARAMETERS, AND ADVERSE CHANGES IN ENVIRONMENTAL OR MINING LAWS AND
REGULATIONS. THE TIMING AND EFFECTS OF VARIANCES FROM ESTIMATED VALUES CANNOT BE
ACCURATELY PREDICTED.

                                       9
<PAGE>
WE ARE AN EXPLORATION STAGE COMPANY BUT HAVE NOT YET COMMENCED EXPLORATION
ACTIVITIES ON OUR CLAIM. WE EXPECT TO INCUR OPERATING LOSSES FOR THE FORESEEABLE
FUTURE.

     We have not yet commenced exploration on the Balou Claims. Accordingly, we
     have no way to evaluate the likelihood that our business will be
     successful. We were incorporated on May 24, 2006 and to date have been
     involved primarily in organizational activities and the acquisition of the
     mineral claim. We have not earned any revenues as of the date of this
     report. The likelihood of success must be considered in light of the
     problems, expenses, difficulties, complications and delays encountered in
     connection with the exploration of the mineral properties that we plan to
     undertake. These potential problems include, but are not limited to,
     unanticipated problems relating to exploration, and additional costs and
     expenses that may exceed current estimates. Prior to completion of our
     exploration stage, we anticipate that we will incur increased operating
     expenses without realizing any revenues. We expect to incur significant
     losses into the foreseeable future. We recognize that if we are unable to
     generate significant revenues from development and production of minerals
     from the claim, we will not be able to earn profits or continue operations.
     There is no history upon which to base any assumption as to the likelihood
     that we will prove successful, and it is doubtful that we will generate any
     operating revenues or ever achieve profitable operations. If we are
     unsuccessful in addressing these risks, our business will most likely fail.

OUR INDEPENDENT AUDITOR HAS ISSUED AN AUDIT OPINION FOR CINNABAR VENTURES INC.
WHICH INCLUDES A STATEMENT DESCRIBING OUR GOING CONCERN STATUS. OUR FINANCIAL
STATUS CREATES A SUBSTANTIAL DOUBT WHETHER WE WILL CONTINUE AS A GOING CONCERN.

     As described in Note 1 of our accompanying financial statements, our lack
     of operations and any guaranteed sources of future capital raise
     substantial doubt as to our ability to continue as a going concern. If our
     business plan does not work, we could remain as a start-up company with
     limited operations and revenues.

BECAUSE MANAGEMENT HAS NO EXPERIENCE IN MINERAL EXPLORATION, OUR BUSINESS HAS A
HIGHER RISK OF FAILURE.

     Our management has no professional training or technical credentials in the
     field of geology. As a result, they may not be able to recognize and take
     advantage of potential acquisition and exploration opportunities in the
     sector without the aid of qualified geological consultants. Their decisions
     and choices may not take into account standard engineering or managerial
     approaches mineral exploration companies commonly use. Consequently our
     operations, earnings and ultimate financial success may suffer irreparable
     harm as a result.

THERE IS THE RISK THAT OUR PROPERTY DOES NOT CONTAIN ANY KNOWN BODIES OF ORE
RESULTING IN ANY FUNDS SPENT ON EXPLORATION BEING LOST.

                                       10
<PAGE>
     There is the likelihood of our mineral claim containing little or no
     economic mineralization or reserves of minerals. We have a geological
     report and the claim has been acquired per Quebec regulations. However,
     there is the possibility that our claim does not contain any reserves,
     resulting in any funds spent on exploration being lost.

BECAUSE WE HAVE NOT SURVEYED THE CLAIM, WE MAY DISCOVER MINERALIZATION ON THE
CLAIM THAT IS NOT WITHIN OUR CLAIM BOUNDARIES.

     While we have conducted a mineral claim title search, this should not be
     construed as a guarantee of claim boundaries. Until the claim is surveyed,
     the precise location of the boundaries of the claim may be in doubt. If we
     discover mineralization that is close to the claim boundaries, it is
     possible that some or all of the mineralization may occur outside the
     boundaries. In such a case we would not have the right to extract those
     minerals.

IF WE DISCOVER COMMERCIAL RESERVES OF PRECIOUS METALS ON OUR MINERAL PROPERTY,
WE CAN PROVIDE NO ASSURANCE THAT WE WILL BE ABLE TO SUCCESSFULLY ADVANCE THE
MINERAL CLAIMS INTO COMMERCIAL PRODUCTION.

     If our exploration program is successful in establishing ore of commercial
     tonnage and grade, we will require additional funds in order to advance the
     claim into commercial production. Obtaining additional financing would be
     subject to a number of factors, including the market price for the
     minerals, investor acceptance of our claims and general market conditions.
     These factors may make the timing, amount, terms or conditions of
     additional financing unavailable to us. The most likely source of future
     funds is through the sale of equity capital. Any sale of share capital will
     result in dilution to existing shareholders. We may be unable to obtain any
     such funds, or to obtain such funds on terms that we consider economically
     feasible and you may lose any investment you make in this offering.

IF ACCESS TO OUR MINERAL CLAIM IS RESTRICTED BY INCLEMENT WEATHER, WE MAY BE
DELAYED IN OUR EXPLORATION AND ANY FUTURE MINING EFFORTS.

     Access to the property is only via float plane or helicopter in the summer
     or ski plane in the winter. It is possible that severe weather could
     restrict access to our claim. Winters last from late October to late April
     with short, cool summers. If access to the claim is restricted we would be
     delayed in our exploration timetable.

GOVERNMENT REGULATION OR OTHER LEGAL UNCERTAINTIES MAY INCREASE COSTS AND OUR
BUSINESS WILL BE NEGATIVELY AFFECTED.

     There are several governmental regulations that materially restrict mineral
     claim exploration and development. Under Canadian mining law, engaging in
     certain types of exploration requires work permits, the posting of bonds,
     and the performance of remediation work for any physical disturbance to the

                                       11
<PAGE>
     land. While these current laws will not affect our initial exploration
     phase, if we identify exploitable minerals and proceed to excavation
     operations on the claim, we will incur regulatory compliance costs based
     upon the size and scope of our operations. In addition, new regulations
     could increase our costs of doing business and prevent us from exploring
     for and the exploitation of ore deposits. In addition to new laws and
     regulations being adopted, existing laws may be applied to mining that have
     not as yet been applied. These new laws may increase our cost of doing
     business with the result that our financial condition and operating results
     may be harmed.

BECAUSE OUR CURRENT OFFICER HAS OTHER BUSINESS INTERESTS, SHE MAY NOT BE ABLE OR
WILLING TO DEVOTE A SUFFICIENT AMOUNT OF TIME TO OUR BUSINESS OPERATIONS,
CAUSING OUR BUSINESS TO FAIL.

     Stephanie Wood, our sole officer, currently devotes approximately 5 hours
     per week providing management services to us. While she presently possesses
     adequate time to attend to our interests, it is possible that the demands
     on her from her other obligations could increase. The result being she
     would no longer be able to devote sufficient time to the management of our
     business. This could negatively impact our business development.

THERE IS NO CURRENT ACTIVE TRADING MARKET FOR OUR SECURITIES.

     Our common stock has been listed for trading on FINRA's OTC Bulletin Board
     since October 10, 2007 (symbol CNBR), however; there has been no active
     trading in our shares. There is no guarantee of trading volume or trading
     price levels sufficient for investors to sell their stock, recover their
     investment in our stock, or profit from the sale of their stock.

THE TRADING IN OUR SHARES IS REGULATED BY SECURITIES AND EXCHANGE COMMISSION
RULE 15G-9 WHICH ESTABLISHED THE DEFINITION OF A "PENNY STOCK."

     Our shares are defined as a penny stock under the Securities and Exchange
     Act of 1934, and rules of the Commission. The Exchange Act and such penny
     stock rules generally impose additional sales practice and disclosure
     requirements on broker-dealers who sell our securities to persons other
     than certain accredited investors who are, generally, institutions with
     assets in excess of $5,000,000 or individuals with net worth in excess of
     $1,000,000 or annual income exceeding $200,000 ($300,000 jointly with
     spouse), or in transactions not recommended by the broker-dealer. For
     transactions covered by the penny stock rules, a broker-dealer must make a
     suitability determination for each purchaser and receive the purchaser's
     written agreement prior to the sale. In addition, the broker-dealer must
     make certain mandated disclosures in penny stock transactions. This
     includes, the actual sale or purchase price and actual bid and offer
     quotations, the compensation to be received by the broker-dealer and
     certain associated persons, and deliver certain disclosures required by the
     Commission. Consequently, the penny stock rules may make it difficult for
     our shareholders to resell any shares, if at all.

                                       12
<PAGE>
WE WILL INCUR ONGOING COSTS AND EXPENSES FOR SEC REPORTING AND COMPLIANCE.
WITHOUT REVENUE WE MAY NOT BE ABLE TO REMAIN IN COMPLIANCE, MAKING IT DIFFICULT
FOR INVESTORS TO SELL THEIR SHARES, IF AT ALL.

     To be eligible for quotation on the OTC Bulletin Board, issuers must remain
     current in their filings with the SEC. In order for us to remain in
     compliance we will require cash to cover the cost of these filings, which
     could comprise a substantial portion of our available cash resources. If we
     are unable to remain in compliance it may be difficult for our shareholders
     to resell any shares, if at all.

ITEM 2. PROPERTIES

We do not currently own any property. We are currently utilizing space at the
residence of our president at #291 - 38 Pearson Street, Saint Johns,
Newfoundland, Canada A1A 3R1. We believe the current premises are sufficient for
our needs at this time.

We currently have no investment policies as they pertain to real estate, real
estate interests or real estate mortgages.

ITEM 3. LEGAL PROCEEDINGS

We are not currently involved in any legal proceedings and we are not aware of
any pending or potential legal actions.

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

There were no matters submitted to a vote of the security holders during the
year ended May 31, 2009.

                                     PART II

ITEM 5. MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS

Our shares are quoted on the Over-the-Counter Bulletin Board (OTCBB) under the
symbol "CNBR". The OTCBB is a regulated quotation service that displays
real-time quotes, last sale prices and volume information in over-the-counter
securities. The OTCBB is not an issuer listing service, market or exchange.
Although the OTCBB does not have any listing requirements per se, to be eligible
for quotation on the OTCBB issuers must remain current in their filings with the
SEC or applicable regulatory authority. Securities quoted on the OTCBB that
become delinquent in their required filings will be removed following a 30 or 60
day grace period if they do not make their required filing during that time. We
cannot guarantee that we will continue to have the funds required to remain in
compliance with our reporting obligations.

There has been no active trading of our securities, and, therefore, no high and
low bid pricing. As of the date of this report Cinnabar Ventures had 40
shareholders of record. We have paid no cash dividends and have no outstanding
options.

                                       13
<PAGE>
PENNY STOCK RULES

The Securities and Exchange Commission has also adopted rules that regulate
broker-dealer practices in connection with transactions in penny stocks. Penny
stocks are generally equity securities with a price of less than $5.00 (other
than securities registered on certain national securities exchanges or quoted on
the Nasdaq system, provided that current price and volume information with
respect to transactions in such securities is provided by the exchange or
system).

A purchaser is purchasing penny stock which limits the ability to sell the
stock. Our shares constitute penny stock under the Securities and Exchange Act.
The shares will remain penny stocks for the foreseeable future. The
classification of penny stock makes it more difficult for a broker-dealer to
sell the stock into a secondary market, which makes it more difficult for a
purchaser to liquidate his/her investment. Any broker-dealer engaged by the
purchaser for the purpose of selling his or her shares in us will be subject to
Rules 15g-1 through 15g-10 of the Securities and Exchange Act. Rather than
creating a need to comply with those rules, some broker-dealers will refuse to
attempt to sell penny stock.

The penny stock rules require a broker-dealer, prior to a transaction in a penny
stock not otherwise exempt from those rules, to deliver a standardized risk
disclosure document, which:

     -    contains a description of the nature and level of risk in the market
          for penny stock in both public offerings and secondary trading;
     -    contains a description of the broker's or dealer's duties to the
          customer and of the rights and remedies available to the customer with
          respect to a violation of such duties or other requirements of the
          Securities Act of 1934, as amended;
     -    contains a brief, clear, narrative description of a dealer market,
          including "bid" and "ask" price for the penny stock and the
          significance of the spread between the bid and ask price;
     -    contains a toll-free telephone number for inquiries on disciplinary
          actions;
     -    defines significant terms in the disclosure document or in the conduct
          of trading penny stocks; and
     -    contains such other information and is in such form (including
          language, type, size and format) as the Securities and Exchange
          Commission shall require by rule or regulation;

The broker-dealer also must provide, prior to effecting any transaction in a
penny stock, to the customer:

     -    the bid and offer quotations for the penny stock;
     -    the compensation of the broker-dealer and its salesperson in the
          transaction;
     -    the number of shares to which such bid and ask prices apply, or other
          comparable information relating to the depth and liquidity of the
          market for such stock; and
     -    monthly account statements showing the market value of each penny
          stock held in the customer's account.

                                       14
<PAGE>
In addition, the penny stock rules require that prior to a transaction in a
penny stock not otherwise exempt from those rules; the broker-dealer must make a
special written determination that the penny stock is a suitable investment for
the purchaser and receive the purchaser's written acknowledgment of the receipt
of a risk disclosure statement, a written agreement to transactions involving
penny stocks, and a signed and dated copy of a written suitability statement.
These disclosure requirements will have the effect of reducing the trading
activity in the secondary market for our stock because it will be subject to
these penny stock rules. Therefore, stockholders may have difficulty selling
their securities.

REPORTS

We are subject to certain filing requirements and will furnish annual financial
reports to our stockholders, certified by our independent accountant, and will
furnish un-audited quarterly financial reports in our quarterly reports filed
electronically with the SEC. All reports and information filed by us can be
found at the SEC website, www.sec.gov.

ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
        OF OPERATIONS

RESULTS OF OPERATIONS

We are an exploration stage company and have generated no revenues.

Our net losses for the years ended May 31, 2009 and 2008 were $38,384 and
$41,022, respectively. Our net loss from inception (May 24, 2006) through May
31, 2009 was $104,139. These expenses consisted of general operating expenses
incurred in connection with the day to day operation of our business and the
preparation and filing of our periodic reports.

In their report on our audited financial statements as at May 31, 2009, our
auditors expressed substantial doubt about our ability to continue as a going
concern unless we are able to raise additional capital and ultimately to
generate profitable operations.

LIQUIDITY AND CAPITAL RESOURCES

Our cash in the bank at May 31, 2009 was $45.

Our directors have agreed to advance funds to pay the cost of reclamation of the
property should exploitable minerals not be found and we abandon our exploration
program and there are no remaining funds in the company. While they have agreed
to advance the funds, the agreement is verbal and is unenforceable as a matter
of law.

We received our initial funding of $5,000 through the sale of common stock to
our directors in June 2006 (5,000,000 shares at $0.001) and $22,400 from sales
of common stock to investors from the period of August 2006 through November
2006. In August 2006 we offered and sold 240,000 common stock shares at $0.01

                                       15
<PAGE>
per share to 6 non-affiliated private investors for proceeds of $2,400. In
September 2006 we offered and sold 1,000,000 common stock shares at $0.01 per
share to 12 non-affiliated private investors for proceeds of $10,000. In
November 2006 we offered and sold 100,000 common stock shares at $0.10 per share
to 20 non-affiliated private investors for proceeds of $10,000.

OFF-BALANCE SHEET ARRANGEMENTS

We have no off-balance sheet arrangements.

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

BASIS OF PRESENTATION

The financial statements of the Company are prepared in accordance with
generally accepted accounting principles in the United States of America and are
presented in US dollars. The Company's year end is May 31.

CASH AND CASH EQUIVALENTS

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

REVENUE RECOGNITION

The Company recognizes reproduction and distribution revenue in accordance with
Securities and Exchange Commission Staff Accounting Bulletin No. 101 and 104
("SAB 101 and 104"), "Revenue Recognition in Financial Statements." Revenue is
recognized only when the price is fixed or determinable, persuasive evidence of
an arrangement exists, the service is performed, and collectibility is
reasonably assured. As at May 31, 2009, the Company has not generated any
revenues.

USE OF ESTIMATES AND ASSUMPTIONS

The preparation of financial statements in conformity with generally accepted
accounting principles 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 period. Actual results
could differ from those estimates.

FOREIGN CURRENCY TRANSLATION

The financial statements are presented in United States dollars. In accordance
with Statement of Financial Accounting Standards No. 52, "Foreign Currency
Translation", foreign denominated monetary assets and liabilities are translated
into their United States dollar equivalents using foreign exchange rates which
prevailed at the balance sheet date. Revenue and expenses are translated at

                                       16
<PAGE>
average rates of exchange during the year. Gains or losses resulting from
foreign currency transactions are included in results of operations.

EXPLORATION STAGE COMPANY

The Company complies with Financial Accounting Standards Board Statement No. 7
"Accounting and Reporting by Development Stage Enterprises" in its
characterization of the Company as an exploration stage enterprise.

FAIR VALUE OF FINANCIAL INSTRUMENT

The carrying value of cash approximates its fair value because of the short
maturity of this instrument. Unless otherwise noted, it is management's opinion
the Company is not exposed to significant interest, currency or credit risks
arising from this financial instrument.

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 at May 31, 2009, the Company has no items that represent a
comprehensive loss and, therefore, has not included a schedule of comprehensive
loss in the financial statements.

INCOME TAXES

Potential benefits of income tax losses are not recognized in the accounts until
realization is more likely than not. The Company has adopted SFAS No. 109
"Accounting for Income Taxes" as of its inception. Pursuant to SFAS No. 109 the
Company is required to compute tax asset benefits for net operating losses
carried forward.

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 common shares
outstanding (denominator) during the period. Diluted EPS gives effect to all
dilutive potential 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
dilutive potential common shares if their effect is anti-dilutive.

RECENT ACCOUNTING PRONOUNCEMENTS

The Company does not expect the adoption of recently issued accounting
pronouncements to have a significant impact on the Company's results of
operations, financial position, or cash flow.

As new accounting pronouncements are issued, the Company will adopt those that
are applicable under the circumstances.

                                       17
<PAGE>
BUSINESS OPERATIONS OVERVIEW

Our plan of operation for the next twelve months is to complete the first of the
three phases of the exploration program on our claim. In addition to the $12,863
we anticipate spending for Phase 1 of the exploration program as outlined below,
we anticipate spending an additional $3,000 on professional fees, including fees
payable in connection with compliance with reporting obligations and general
administrative costs. Total expenditures over the next 12 months are therefore
expected to be approximately $16,000. If we experience a shortage of funds prior
to funding we may utilize funds from our directors, however they have no formal
commitment, arrangement or legal obligation to advance or loan funds to the
company.

The following three phase exploration proposal and cost estimate is offered with
the understanding that consecutive phases are contingent upon positive
(encouraging) results being obtained from each preceding phase and our ability
to raise additional capital after the first phase:

Phase 1 DATA EVALUATION AND PROSPECTING A team of two prospectors will
systematically cover the area to prospect for kimberlite rocks in float or in
outcrop (approximately 8 days). Aeromagnetic data for the claim area should be
scrutinized for kimberlite signatures. Priority areas for prospecting will be
any aeromagnetic anomalies. Any kimberlite found will be sampled and analyzed
for diamonds and diamond indicator minerals.

Phase 2 GEOCHEMICAL SAMPLING: All kimberlite targets found will be prospected in
detail and systematic soil sampling will be done along lines spaced no more than
100 meters apart and with samples at 50 or 25 meter intervals. Aeromagnetic
targets totally covered by overburden should also be sampled. Sampling methods
should follow the MMI protocol and samples need to be analyzed at a specialized
MMI laboratory. Positive results will be the outline of kimberlite bodies,
through indicator element signatures. Total duration of the field campaign
depends on the number of targets present. Duration will be 1 to 2 days per
target for a 2 person prospecting-sampling crew. Processing of samples during
summer can be up to 6 weeks

Phase 3 DRILLING: Positive targets will need to be drill tested, first with
shallow (<100 meter) holes. Tentatively 5 drill holes are contemplated.

                                     BUDGET

PHASE 1 PROSPECTING                                       C $              US $
                                                        -------          -------
Mobilization and travel costs to Chibougamau              2,000
Prospector  8 days @  $350/day                            2,800
Assistant   8 days  @  $250/day                           2,000
Camping equipment/food                                    2,300
Floatplane  (shared)                                      3,000
Organization, planning                                      900
                                                         ------
Total                                                    13,000           12,863

                                       18
<PAGE>
PHASE 2 GEOCHEMICAL SAMPLING

Mobilization and travel to Chibougamua                    3,000
Technician   15 days @ $400/day                           6,000
Assistant 15 days @  $250/day                             3,750
Camping equipment and food                                3,500
Floatplane charter                                        4,000
Sampling materials and equipment                            600
MiM analysis  250 samples @ $35                           8,750
Sample shipping                                             500
Drafting, Interpretation and Report                       7,000
Assessment fees                                           1,980
Planning, Organization                                    2,000
                                                        -------
Total                                                    41,080           40,642

PHASE 3  DIAMOND DRILLING

500 m, 4 drill holes @ $110/m                            45,000
Supervision, organization and logging, sampling          16,000
Helicopter support 30 hrs @ $1,100                       33,000
Mobe and Demobe                                          60,000
Report, Drafting                                          6,000
Camping, travel costs, food                              25,000
                                                        -------
                                                        185,000          183,029
                                                        -------          -------

                                                                         236,534
                                                                         =======

Subject to financing, we plan to commence Phase 1 of the exploration program on
the claim in early 2010. We expect this phase to take eight days to complete and
an additional one to two months for the geologist to prepare his report.

The above program costs are management's estimates based upon the
recommendations of the professional geologist's report and the actual project
costs may exceed our estimates. To date, we have not commenced exploration.

Following phase one of the exploration program, if it proves successful in
identifying mineral deposits, we intend to proceed with phase two of our
exploration program. Subject to financing and the results of phase 1, we
anticipate commencing with phase 2 and 3 in summer 2010. We have a verbal
agreement with Andre Pauwels, the professional geologist who prepared the
geology report on the Balou Claims, to retain his services for our planned
exploration program. We will require additional funding to proceed with any
subsequent work on the claim; we have no current plans on how to raise the
additional funding. We cannot provide any assurance that we will be able to
raise sufficient funds to proceed with any phase of the exploration program.

                                       19
<PAGE>
ITEM 8. FINANCIAL STATEMENTS


             REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors of
Cinnabar Ventures, Inc.
(An Exploration Stage Company)
St. John's, Newfoundland, Canada

We have audited the accompanying balance sheets of Cinnabar Ventures,  Inc. (the
"Company")  as of  May  31,  2009  and  2008,  and  the  related  statements  of
operations,  stockholders'  equity (deficit),  and cash flows for the years then
ended and for the period from May 24,  2006  (inception)  through May 31,  2009.
These financial  statements are the responsibility of the Company's  management.
Our responsibility is to express an opinion on these financial  statements based
on our audits.

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

In our opinion,  the financial  statements  referred to above present fairly, in
all material respects,  the financial position of Cinnabar Ventures,  Inc. as of
May 31, 2009 and 2008,  and the results of its operations and its cash flows for
each of the years then ended and for the period  from May 24,  2006  (inception)
through May 31, 2009 in conformity with accounting principles generally accepted
in the United States of America.

As discussed in Note 1 to the financial  statements,  the  Company's  absence of
significant  revenues,  recurring  losses  from  operations,  and its  need  for
additional  financing  in  order  to fund  its  projected  loss  in  2010  raise
substantial  doubt about its ability to  continue as a going  concern.  The 2009
financial  statements do not include any adjustments  that might result from the
outcome of this uncertainty.


/s/ LBB & Associates Ltd., LLP
------------------------------------------
LBB & Associates Ltd., LLP

Houston, Texas
July 7, 2009

                                       20
<PAGE>
CINNABAR VENTURES INC.
(An Exploration Stage Company)
Balance Sheets
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                     May 31,             May 31,
                                                                      2009                2008
                                                                    ---------           ---------
<S>                                                                 <C>                 <C>
ASSETS

CURRENT ASSETS
  Cash                                                              $      45           $   2,271
                                                                    ---------           ---------

TOTAL ASSETS                                                        $      45           $   2,271
                                                                    =========           =========

LIABILITIES & STOCKHOLDERS' DEFICIT

LIABILITIES
  Accounts Payable                                                  $     315           $   1,627
  Shareholder Advances                                                 22,469               3,000
                                                                    ---------           ---------

TOTAL LIABILITIES                                                      22,784               4,627
                                                                    ---------           ---------

STOCKHOLDERS' DEFICIT
  75,000,000 shares Common Stock authorized at $0.001/par value
   6,340,000 shares issued and outstanding at May 31, 2009
   and May 31, 2008, respectively                                       6,340               6,340
  Additional Paid-in Capital                                           75,060              57,060
  Deficit accumulated during the exploration stage                   (104,139)            (65,756)
                                                                    ---------           ---------

TOTAL STOCKHOLDERS' DEFICIT                                           (22,739)             (2,356)
                                                                    ---------           ---------

TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT                         $      45           $   2,271
                                                                    =========           =========
</TABLE>


 The accompanying footnotes are an integral part of these financial statements.

                                       21
<PAGE>
CINNABAR VENTURES INC.
(An Exploration Stage Company)
Statements of Operations
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                              Inception
                                                                            (May 24, 2006)
                                    Year Ended           Year Ended            Through
                                      May 31,              May 31,              May 31,
                                       2009                 2008                 2009
                                    ----------           ----------           ----------
<S>                                 <C>                  <C>                  <C>
EXPENSES
  General & Administrative          $   38,383           $   41,022           $  104,139
                                    ----------           ----------           ----------

NET (LOSS)                          $  (38,383)          $  (41,022)          $ (104,139)
                                    ==========           ==========           ==========

Basic earnings per share            $    (0.01)          $    (0.01)

Weighted average number of
 common shares outstanding           6,340,000            6,340,000
                                    ----------           ----------
</TABLE>


 The accompanying footnotes are an integral part of these financial statements.

                                       22
<PAGE>
CINNABAR VENTURES INC.
(An Exploration Stage Company)
Statements of Stockholders' Equity (Deficit)
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                                   Deficit
                                                                                 Accumulated
                                                       Common      Additional     During the
                                         Common        Stock        Paid-in      Exploration
                                         Stock         Amount       Capital         Stage          Total
                                         -----         ------       -------         -----          -----
<S>                                   <C>           <C>           <C>             <C>             <C>
Balance, May 24, 2006                         --      $    --       $    --       $      --       $     --
Stock issued to founders for cash      5,000,000        5,000            --              --          5,000
                                      ----------      -------       -------       ---------       --------
Balance, May 31, 2006                  5,000,000        5,000            --              --          5,000

Stock issued for cash                  1,340,000        1,340        21,060              --         22,400
Donated capital                               --           --        18,000              --         18,000
Net loss                                      --           --            --         (24,734)       (24,734)
                                      ----------      -------       -------       ---------       --------
Balance, May 31, 2007                  6,340,000        6,340        39,060         (24,734)        20,666

Donated capital                               --           --        18,000              --         18,000
Net loss                                      --           --            --         (41,022)       (41,022)
                                      ----------      -------       -------       ---------       --------
Balance, May 31, 2008                  6,340,000        6,340        57,060         (65,756)        (2,356)

Donated capital                               --           --        18,000              --         18,000
Net loss                                      --           --            --         (38,383)       (38,383)
                                      ----------      -------       -------       ---------       --------

BALANCE, MAY 31, 2009                  6,340,000      $ 6,340       $75,060       $(104,139)      $(22,739)
                                      ==========      =======       =======       =========       ========
</TABLE>


 The accompanying footnotes are an integral part of these financial statements.

                                       23
<PAGE>
CINNABAR VENTURES INC.
(An Exploration Stage Company)
Statements of Cash Flows
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                                                        Inception
                                                                                                      (May 24, 2006)
                                                                Year Ended          Year Ended           Through
                                                                  May 31,             May 31,             May 31,
                                                                   2009                2008                2009
                                                                 ---------           ---------           ---------
<S>                                                              <C>                 <C>                 <C>
CASH FLOW FROM OPERATING ACTIVITIES
  Net income (loss)                                              $ (38,383)          $ (41,022)          $(104,139)
  Accrued Liabilities                                               (1,312)              1,127                 315
  Non cash contribution of services                                 18,000              18,000              54,000
                                                                 ---------           ---------           ---------
      Total cash provided by (used in) operating activities        (21,695)            (21,895)            (49,824)
                                                                 ---------           ---------           ---------

CASH FLOW FROM INVESTING ACTIVITIES
  Net cash provided by (used in) investing activities                   --                  --                  --
                                                                 ---------           ---------           ---------
      Total cash provided by (used in) investing activities             --                  --                  --
                                                                 ---------           ---------           ---------

CASH FLOW FROM FINANCING ACTIVITIES
  Proceeds from issuance of Common Stock                                --                  --              27,400
  Proceeds from shareholder advances                                19,469               3,000              22,469
                                                                 ---------           ---------           ---------
      Total cash provided by (used in) financing activities)        19,469               3,000              49,869
                                                                 ---------           ---------           ---------

Net increase (decrease) in cash                                     (2,226)            (18,895)                 45

Cash at beginning of period                                          2,271              21,166                  --
                                                                 ---------           ---------           ---------

Cash at end of period                                            $      45           $   2,271           $      45
                                                                 =========           =========           =========

Supplemental Cash Flow Information:
  Interest Paid                                                         --                  --                  --
                                                                 =========           =========           =========
  Taxes Paid                                                            --                  --                  --
                                                                 =========           =========           =========
</TABLE>


 The accompanying footnotes are an integral part of these financial statements.

                                       24
<PAGE>
CINNABAR VENTURES INC.
(An Exploration Stage Company)
Notes to the Financial Statements
Period from Inception (May 24, 2006) to May 31, 2009
--------------------------------------------------------------------------------

1. NATURE OF OPERATIONS

The  Company was  incorporated  in the State of Nevada on May 24, 2006 and is in
the exploration stage.

These  financial  statements  have been  prepared on a going concern basis which
assumes  the  Company  will be able to  realize  its assets  and  discharge  its
liabilities  in the normal course of business for the  foreseeable  future.  The
Company  anticipates  future losses in the  development  of its business,  which
raises  substantial  doubt  about the  Company's  ability to continue as a going
concern.  The  ability to  continue  as a going  concern is  dependent  upon the
Company  generating  profitable  operations  in the future  and/or to obtain the
necessary  financing to meet its obligations  and repay its liabilities  arising
from  normal  business  operations  when they come due.  Management  intends  to
finance  operating costs over the next twelve months with existing cash on hand,
loans from directors and/or issuance of common shares.

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

BASIS OF PRESENTATION

The financial  statements  of the Company have been prepared in accordance  with
generally accepted accounting principles in the United States of America and are
presented in US dollars. The Company's year end is May 31.

CASH AND CASH EQUIVALENTS

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

REVENUE RECOGNITION

The Company recognizes  reproduction and distribution revenue in accordance with
Securities and Exchange  Commission  Staff  Accounting  Bulletin No. 101 and 104
("SAB 101 and 104"),  "Revenue Recognition in Financial  Statements." Revenue is
recognized only when the price is fixed or determinable,  persuasive evidence of
an  arrangement  exists,  the  service  is  performed,   and  collectibility  is
reasonably  assured.  As at May 31,  2009,  the  Company has not  generated  any
revenues.

USE OF ESTIMATES AND ASSUMPTIONS

The preparation of financial  statements in conformity  with generally  accepted
accounting principles 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 period.  Actual results
could differ from those estimates.

FOREIGN CURRENCY TRANSLATION

The financial  statements are presented in United States dollars.  In accordance
with  Statement of Financial  Accounting  Standards  No. 52,  "Foreign  Currency
Translation", foreign denominated monetary assets and liabilities are translated

                                       25
<PAGE>
CINNABAR VENTURES INC.
(An Exploration Stage Company)
Notes to the Financial Statements
Period from Inception (May 24, 2006) to May 31, 2009
--------------------------------------------------------------------------------

into their United States dollar  equivalents  using foreign exchange rates which
prevailed at the balance  sheet date.  Revenue and expenses  are  translated  at
average  rates of  exchange  during  the year.  Gains or losses  resulting  from
foreign currency transactions are included in results of operations.

EXPLORATION STAGE COMPANY

The Company complies with Financial  Accounting  Standards Board Statement No. 7
"Accounting   and   Reporting  by   Development   Stage   Enterprises"   in  its
characterization of the Company as an exploration stage enterprise.

FAIR VALUE OF FINANCIAL INSTRUMENT

The  carrying  value of cash  approximates  its fair value  because of the short
maturity of this instrument.  Unless otherwise noted, it is management's opinion
the Company is not exposed to  significant  interest,  currency or credit  risks
arising from this financial instrument.

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 at May 31,  2009,  the  Company  has no items that  represent  a
comprehensive loss and, therefore,  has not included a schedule of comprehensive
loss in the financial statements.

INCOME TAXES

Potential benefits of income tax losses are not recognized in the accounts until
realization  is more  likely than not.  The  Company  has  adopted  SFAS No. 109
"Accounting for Income Taxes" as of its inception.  Pursuant to SFAS No. 109 the
Company is required  to compute  tax asset  benefits  for net  operating  losses
carried forward.

BASIC AND DILUTED NET INCOME (LOSS) PER SHARE

Since 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  common  shares
outstanding  (denominator)  during the period.  Diluted EPS gives  effect to all
dilutive  potential common shares  outstanding during the period including stock

                                       26
<PAGE>
CINNABAR VENTURES INC.
(An Exploration Stage Company)
Notes to the Financial Statements
Period from Inception (May 24, 2006) to May 31, 2009
--------------------------------------------------------------------------------

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
dilutive potential common shares if their effect is anti-dilutive.

RECENT ACCOUNTING PRONOUNCEMENTS

The  Company  does  not  expect  the  adoption  of  recently  issued  accounting
pronouncements  to  have a  significant  impact  on  the  Company's  results  of
operations, financial position, or cash flow.

As new accounting  pronouncements  are issued, the Company will adopt those that
are applicable under the circumstances.

3. COMMON SHARES

a)   In June 2006 the Company issued  5,000,000  common shares of the Company at
     $0.001 per share for cash proceeds of $5,000.

b)   In August 2006 the Company  issued  240,000 common shares of the Company at
     $0.01 per share for cash proceeds of $2,400.

c)   In September 2006 the Company issued 1,000,000 common shares of the Company
     at $0.01 per share for cash proceeds of $10,000.

d)   In November 2006 the Company issued 100,000 common shares of the Company at
     $0.10 per share for cash proceeds of $10,000.

                                       27
<PAGE>
CINNABAR VENTURES INC.
(An Exploration Stage Company)
Notes to the Financial Statements
Period from Inception (May 24, 2006) to May 31, 2009
--------------------------------------------------------------------------------

4. INCOME TAXES

The Company follows Statement of Financial Accounting Standards Number 109 (SFAS
109),  "Accounting  for Income  Taxes."  Deferred  income taxes  reflect the net
effect of (a)  temporary  difference  between  carrying  amounts  of assets  and
liabilities for financial purposes and the amounts used for income tax reporting
purposes,  and (b) net  operating  loss  carry-forwards.  No net  provision  for
refundable  Federal  income tax has been made in the  accompanying  statement of
loss because no recoverable taxes were paid previously.  Similarly,  no deferred
tax  asset  attributable  to the  net  operating  loss  carry-forward  has  been
recognized, as it is not deemed likely to be realized.

The provision for  refundable  federal  income tax consists of the following for
the years ending:

                                                     May 31,            May 31,
                                                      2009               2008
                                                    --------           --------
Refundable federal income tax attributable to:
  Net loss                                          $ 13,000           $ 14,000
  Less: Change in valuation allowance                (13,000)           (14,000)
                                                    --------           --------

Net refundable amount                               $      0           $      0
                                                    ========           ========

The  cumulative  tax effect at the  expected  rate of 34% of  significant  items
comprising our net deferred tax amount is as follows:

                                                                        May 31,
                                                                         2009
                                                                       --------
Deferred tax asset attributable to:
  Net operating loss carryover                                         $ 35,000
  Valuation allowance                                                   (35,000)
                                                                       --------

Net deferred tax asset                                                 $      0
                                                                       ========

At May 31,  2009,  the Company had an unused net  operating  loss  carry-forward
approximating  $104,000 that is available to offset future taxable  income;  the
loss carry-forward will start to expire in 2028.

                                       28
<PAGE>
CINNABAR VENTURES INC.
(An Exploration Stage Company)
Notes to the Financial Statements
Period from Inception (May 24, 2006) to May 31, 2009
--------------------------------------------------------------------------------

The  effective  tax rate for the Company is reconciled to statutory tax rates as
follows:

                                                     May 31,            May 31,
                                                      2009               2008
                                                    --------           --------
U.S. Federal statutory tax rate                        34%                34%

U.S. valuation difference                             (34%)              (34%)
                                                    -----              -----

Effective tax rate                                    (--%)              (--%)
                                                    =====              =====

5. RELATED PARTY TRANSACTIONS

During the year ending May 31,  2009,  a related  party  contributed  management
services and office space to the Company.  These  services were valued at $1,500
per month and recorded as a contribution to capital.

During the year ending May 31,  2009,  the  president  of the  company  advanced
$19,469 to the company for operating  expenses.  The loan is shown as an account
payable on the balance  sheet,  bears no interest,  is unsecured  and is payable
upon demand.

                                       29
<PAGE>
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON FINANCIAL DISCLOSURE

None.

ITEM 9A. CONTROLS AND PROCEDURES

EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES

Under the supervision and with the participation of our management, including
our principal executive officer and the principal financial officer, we have
conducted an evaluation of the effectiveness of the design and operation of our
disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e)
under the Securities and Exchange Act of 1934, as of the end of the period
covered by this report. Based on this evaluation, our principal executive
officer and principal financial officer concluded as of the evaluation date that
our disclosure controls and procedures were effective such that the material
information required to be included in our Securities and Exchange Commission
reports is recorded, processed, summarized and reported within the time periods
specified in SEC rules and forms relating to our company, particularly during
the period when this report was being prepared.

MANAGEMENT'S ANNUAL REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING

Our management is responsible for establishing and maintaining adequate internal
control over financial reporting, as such term is defined in Rules 13a-15(f) and
15d-15(f) under the Exchange Act, for the Company.

Internal control over financial reporting includes those policies and procedures
that: (1) pertain to the maintenance of records that, in reasonable detail,
accurately and fairly reflect the transactions and dispositions of our assets;
(2) provide reasonable assurance that transactions are recorded as necessary to
permit preparation of financial statements in accordance with generally accepted
accounting principles, and that our receipts and expenditures are being made
only in accordance with authorizations of its management and directors; and (3)
provide reasonable assurance regarding prevention or timely detection of
unauthorized acquisition, use or disposition of our assets that could have a
material effect on the financial statements.

Management recognizes that there are inherent limitations in the effectiveness
of any system of internal control, and accordingly, even effective internal
control can provide only reasonable assurance with respect to financial
statement preparation and may not prevent or detect material misstatements. In
addition, effective internal control at a point in time may become ineffective
in future periods because of changes in conditions or due to deterioration in
the degree of compliance with our established policies and procedures.

A material weakness is a significant deficiency, or combination of significant
deficiencies, that results in there being a more than remote likelihood that a
material misstatement of the annual or interim financial statements will not be
prevented or detected.

                                       30
<PAGE>
Under the supervision and with the participation of our Chief Executive Officer
and Chief Financial Officer, management conducted an evaluation of the
effectiveness of our internal control over financial reporting, as of the
Evaluation Date, based on the framework set forth in Internal Control-Integrated
Framework issued by the Committee of Sponsoring Organizations of the Treadway
Commission (COSO). Based on its evaluation under this framework, management
concluded that our internal control over financial reporting was not effective
as of May 31, 2009 ("the Evaluation Date").

Management assessed the effectiveness of the Company's internal control over
financial reporting as of Evaluation Date and identified the following material
weaknesses:

INSUFFICIENT RESOURCES: We have an inadequate number of personnel with requisite
expertise in the key functional areas of finance and accounting.

INADEQUATE SEGREGATION OF DUTIES: We have an inadequate number of personnel to
properly implement control procedures.

LACK OF AUDIT COMMITTEE & OUTSIDE DIRECTORS ON THE COMPANY'S BOARD OF DIRECTORS:
We do not have a functioning audit committee and outside directors on the
Company's Board of Directors, resulting in ineffective oversight in the
establishment and monitoring of required internal controls and procedures.

Management is committed to improving its internal controls and will (1) continue
to use third party specialists to address shortfalls in staffing and to assist
the Company with accounting and finance responsibilities, (2) increase the
frequency of independent reconciliations of significant accounts which will
mitigate the lack of segregation of duties until there are sufficient personnel
and (3) may consider appointing outside directors and audit committee members in
the future.

Management, including our Chief Executive Officer and Chief Financial Officer,
has discussed the material weakness noted above with our independent registered
public accounting firm. Due to the nature of this material weakness, there is a
more than remote likelihood that misstatements which could be material to the
annual or interim financial statements could occur that would not be prevented
or detected.

This Annual Report does not include an attestation report of our registered
public accounting firm regarding internal control over financial reporting.
Management's report was not subject to attestation by the our registered public
accounting firm pursuant to temporary rules of the SEC that permit us to provide
only management's report in this annual report.

CHANGES IN INTERNAL CONTROL OVER FINANCIAL REPORTING

There have been no changes in our internal control over financial reporting that
occurred during the last fiscal quarter for our fiscal year ended May 31, 2009
that have materially affected, or are reasonably likely to materially affect,
our internal control over financial reporting.

                                       31
<PAGE>
                                    PART III

ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS

The officer and directors of Cinnabar Ventures Inc., whose one year terms will
expire on 05/31/10, or at such a time as their successor(s) shall be elected and
qualified are as follows:

Name & Address             Age      Position   Date First Elected   Term Expires
--------------             ---      --------   ------------------   ------------

Stephanie Wood              42      President,       5/24/06          5/31/10
#291 - 38 Pearson Street            Secretary,
Saint Johns, Newfoundland           Treasurer,
Canada A1A 3R1                      CFO, CEO &
                                    Director

Barry Anderson              62      Director         5/24/06          5/31/10
#291 - 38 Pearson Street
Saint Johns, Newfoundland
Canada A1A 3R1

The persons named above are promoters of Cinnabar Ventures Inc., as that term is
defined in the rules and regulations promulgated under the Securities and
Exchange Act of 1933.

Directors are elected to serve until the next annual meeting of stockholders and
until their successors have been elected and qualified. Officers are appointed
to serve until the meeting of the board of directors following the next annual
meeting of stockholders and until their successors have been elected and
qualified.

Our directors currently devote as much time as the board of directors deems
necessary to manage the affairs of the company.

Our officer and directors have not been the subject of any order, judgment, or
decree of any court of competent jurisdiction, or any regulatory agency
permanently or temporarily enjoining, barring, suspending or otherwise limiting
them from acting as an investment advisor, underwriter, broker or dealer in the
securities industry, or as an affiliated person, director or employee of an
investment company, bank, savings and loan association, or insurance company or
from engaging in or continuing any conduct or practice in connection with any
such activity or in connection with the purchase or sale of any securities. They
have not been convicted in any criminal proceeding (excluding traffic
violations) and are not the subject of a criminal proceeding which is currently
pending.

                                       32
<PAGE>
RESUMES

STEPHANIE WOOD has been President, CEO, Treasurer, CFO, Secretary and Director
of the Company since inception. From 1997 to the present she has been employed
by Aliant, a telecommunications company, as a Human Resource Manager.

1994 Graduate of Temple University, Philadelphia, PA with a bachelor's degree in
geography and urban studies.

BARRY ANDERSON has been Director of the Company since inception. For the last 18
years he was employed in sales and promotions by Air Canada and retired in 2006.

1973 Graduate of University of Western Ontario with a bachelor's degree in
commerce.

CODE OF ETHICS

We do not currently have a code of ethics, because we have only limited business
operations, one officer and two directors, we believe a code of ethics would
have limited utility. We intend to adopt such a code of ethics as our business
operations expand and we have more directors, officers and employees.

ITEM 11. EXECUTIVE COMPENSATION

Our current officer receives no compensation. The current Board of Directors is
comprised of Stephanie Wood and Barry Anderson.

                           SUMMARY COMPENSATION TABLE

<TABLE>
<CAPTION>
                                                                                      Change in
                                                                                       Pension
                                                                                       Value &
                                                                        Non-Equity   Nonqualified
                                                                        Incentive     Deferred       All
 Name and                                                                  Plan        Compen-      Other
Principal                                           Stock      Option    Compen-       sation      Compen-
Position             Year   Salary     Bonus      Awards      Awards     sation       Earnings     sation     Total
--------             ----   ------     -----      ------      ------     ------       --------     ------     -----
<S>                  <C>       <C>    <C>         <C>        <C>        <C>           <C>         <C>       <C>
Stephanie Wood,      2007       0         0           0           0          0             0           0          0
President,           2008       0         0           0           0          0             0           0          0
CEO and              2009       0         0           0           0          0             0           0          0
Director

Barry Anderson,      2007       0         0           0           0          0             0           0          0
Director             2008       0         0           0           0          0             0           0          0
                     2009       0         0           0           0          0             0           0          0
</TABLE>

                                       33
<PAGE>
There are no current employment agreements between the company and its executive
officers.

In June 2006, a total of 5,000,000 shares of common stock were issued to
Stephanie Wood and Barry Anderson in exchange for cash in the amount of $5,000
U.S., or $.001 per share.

The terms of these stock issuances were as fair to the company, in the opinion
of the board of directors, as could have been made with an unaffiliated third
party.

Stephanie Wood currently devotes approximately 5 hours per week to manage the
affairs of the company. She has agreed to work with no remuneration until such
time as the company receives sufficient revenues necessary to provide management
salaries. At this time, we cannot accurately estimate when sufficient revenues
will occur to implement this compensation, or what the amount of the
compensation will be.

There are no annuity, pension or retirement benefits proposed to be paid to
officers, directors or employees in the event of retirement at normal retirement
date pursuant to any presently existing plan provided or contributed to by the
company or any of its subsidiaries, if any.

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

The following table sets forth information on the ownership of Cinnabar Ventures
Inc. voting securities by officers, directors and major shareholders as well as
those who own beneficially more than five percent of our common stock as of the
date of this annual report:

         Name of                         No. of            Percentage
     Beneficial Owner(1)                 Shares           of Ownership:
     -------------------                 ------           -------------

     Stephanie Wood                    2,500,000               39%

     Barry Anderson                    2,500,000               39%

     Officers and
      Directors as a Group (2)         5,000,000               78%

----------
(1)  The persons named may be deemed to be a "parent" and "promoter" of the
     Company, within the meaning of such terms under the Securities Act of 1933,
     as amended.

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

In June 2006, a total of 5,000,000 shares of Common Stock were issued to
Stephanie Wood and Barry Anderson in exchange for $5,000 US, or $.001 per share
(2,500,000 shares each). All of such shares are "restricted" securities, as that
term is defined by the Securities Act of 1933, as amended, and are held by the
officer and directors of the Company. (See "Principal Stockholders".)

                                       34
<PAGE>
The president of the company has advanced $22,469 to the company for operating
expenses ($19,469 in the year ended May 31, 2009). The loan is shown as a
liability on the balance sheet, bears no interest, is unsecured and payable upon
demand.

ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES

The total fees charged to the company for audit services, including quarterly
reviews, were $10,900, for tax services were $Nil and for other services were
$Nil during the year ended May 31, 2009.

The total fees charged to the company for audit services, including quarterly
reviews, were $14,650, for tax services were $Nil and for other services were
$Nil during the year ended May 31, 2008.

ITEM 15. EXHIBITS

The following exhibits are included with this filing:

     Exhibit No.                         Description
     -----------                         -----------

        3.1           Articles of Incorporation*
        3.2           Bylaws*
       31.1           Sec. 302 Certification of Chief Executive Officer
       31.2           Sec. 302 Certification of Chief Financial Officer
       32.1           Sec. 906 Certification of Chief Executive Officer
       32.2           Sec. 906 Certification of Chief Financial Officer

----------
*    Incorporated by reference and can be found in our original Form SB-2
     Registration Statement, filed under SEC File Number 333-145443, at the SEC
     website at www.sec.gov.

                                       35
<PAGE>
                                   SIGNATURES

In accordance with the requirements of the Exchange Act, the registrant caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.

July 14, 2009          Cinnabar Ventures Inc., Registrant


                       By: /s/ Stephanie Wood
                           -----------------------------------------------------
                           Stephanie Wood, President, Chief Executive Officer,
                           Principal Accounting Officer, Chief Financial Officer
                           and Director


                       By: /s/ Barry Anderson
                           -----------------------------------------------------
                           Barry Anderson, Director


                                       36