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UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549

FORM 10-KSB

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

For the fiscal year ended April 30, 2008

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

For the transition period from __________________ to
__________________

Commission file number: 333-140779

ASIA ATLANTIC RESOURCES(Name of small business issuer in its charter)

|Nevada                          | Pending                             
|------------------------------- | ------------------------------------
|(State or other jurisdiction of | (I.R.S. Employer Identification No.)
|incorporation or organization)  |                                     

113 Warrick StreetCoquitlam. B.C., Canada V3K
5L3(Address of principal executive offices)

(206) 339-4977Issuers telephone
number

Securities to be registered pursuant to Section 12(b) of the
Act:

|Title of each class | Name of each exchange on which
|------------------- | ------------------------------
|to be so registered | each class is to be registered
|                    |                               
|None                | None                          

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

Common Stock(Title of Class)

Check whether the Issuer (1) filed all reports required to be
filed by Section 13 or 15(d) of the Securities Exchange Act during the past
12 months (or for such shorter period that the registrant was required to file
such reports), and (2) has been subject to such filing requirements for the
past 90 days.

Yes [X]   No [   ]

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Check if there is no disclosure of delinquent filers in response
to Item 405 of Regulation S-B is not contained in this form, and no
disclosure will be contained, to the best of registrants knowledge, in
definitive proxy or information statements incorporated by reference in Part
III of this Form 10-KSB or any amendment to this Form 10-KSB.

Yes [X]  No [   ]

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

State issuers revenues for its most recent fiscal year: Nil

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

$28,000 as at July 28, 2008 based on the last sale price
of our common stock

State the number of shares outstanding of each of the issuers
classes of common equity, as of the latest practicable date.

7,600,000 shares of common stock as at July 28, 2008

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TABLE OF CONTENTS

|                                                                                                          | **Page**
|--------------------------------------------------------------------------------------------------------- | --------
|                                                                                                          |         
|ITEM 1: DESCRIPTION OF
      BUSINESS                                                                     | 4       
|                                                                                                          |         
|ITEM 2: DESCRIPTION OF
      PROPERTY                                                                     | 8       
|                                                                                                          |         
|ITEM 3: LEGAL PROCEEDINGS                                                                                 | 8       
|                                                                                                          |         
|ITEM
      4: SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS                                         | 8       
|                                                                                                          |         
|ITEM
      5: MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS                                    | 8       
|                                                                                                          |         
|ITEM
      6: MANAGEMENTS DISCUSSION AND ANALYSIS OR PLAN OF OPERATION                                   | 8       
|                                                                                                          |         
|ITEM
      7: FINANCIAL STATEMENTS                                                                        | 10      
|                                                                                                          |         
|ITEM
      8: CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
      FINANCIAL DISCLOSURES | 19      
|                                                                                                          |         
|ITEM
      8A: CONTROLS AND PROCEDURES                                                                    | 19      
|                                                                                                          |         
|ITEM
      9: DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS                                | 19      
|                                                                                                          |         
|ITEM
      10: EXECUTIVE COMPENSATION                                                                     | 21      
|                                                                                                          |         
|ITEM
      11: SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT.                            | 21      
|                                                                                                          |         
|ITEM
      12: CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS                                             | 22      
|                                                                                                          |         
|ITEM
      13: EXHIBITS AND REPORTS                                                                       | 22      
|                                                                                                          |         
|ITEM
      14: PRINCIPAL ACCOUNTANT FEES AND SERVICES                                                     | 23      

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PART I

ITEM 1: DESCRIPTION OF BUSINESS

We intend to commence operations as an exploration stage
company. We will be engaged in the acquisition and exploration of mineral
properties with a view to exploiting any mineral deposits we discover. We own a
100% interest in one mineral claim known as the KL Baez property

There is no assurance that a commercially viable mineral
deposit exists on the KL Baez property. We do not have any current plans to
acquire interests in additional mineral properties, though we may consider such
acquisitions in the future.

Mineral property exploration is typically conducted in phases.
Each subsequent phase of exploration work is recommended by a geologist based on
the results from the most recent phase of exploration. We have not yet commenced
the initial phase of exploration on the KL Baez property. Once we have completed
each phase of exploration, we will make a decision as to whether or not we
proceed with each successive phase based upon the analysis of the results of
that program. Our director will make this decision based upon the
recommendations of the independent geologist who oversees the program and
records the results.

Our plan of operation is to conduct exploration work on the KL
Baez property in order to ascertain whether it possesses economic quantities of
mineralization. There can be no assurance that an economic mineral deposit
exists on the KL Baez property until appropriate exploration work is completed.

Even if we complete our proposed exploration programs on the KL
Baez property and we are successful in identifying a mineral deposit, we will
have to spend substantial funds on further drilling and engineering studies
before we will know if we have a commercially viable mineral deposit.

KL Baez Purchase

On February 9, 2007, we entered into a mineral property option
agreement with Kyle Loney whereby he sold a 100% interest to the KL Baez
property in consideration of a cash payment of $8,000.

Location and Access

TheKL Baez property consists of 15, 500 hectares and is
located in the Interior Plateau region of central British Columbia. The area is
located 125 kilometers west of Quesnel, British Columbia and 50 kilometers
southwest of the locality of Nazko, British Columbia. The property is centered
at 52°44N latitude, 124°13W longitude.

The south half of the property is accessed via paved highway
from Williams Lake, British Columbia to Redstone, then by the Clusko-Thunder
Mountain Forest Service Road 80 kilometers north to the property. The northern
portion of the property is accessed by paved highway from Quesnel, B.C. to Nazko
they by the Michelle Canyon Forest Service Roads 70 kilometers west to the
property. Several northwest and northeast seismic lines cross the property and
provide access for all-terrain vehicles to remote areas of the claim block.

Title to the KL Baez property

The KL Baez property consists of one mineral claim comprising
15,500 hectares. A mineral claim refers to a specific section of land over
which a title holder owns rights to explore the ground and subsurface, and
extract minerals. Claim details are as follows:

---

Claim Name
    Tenure Number
    Cells
    Due DateKL Baez
    566117
    093C03H094B
    September 17, 2008KL Baez
    566117
    093C03H094C
    September17, 2008KL Baez
    566117
    093C03H094A
    September 17, 2008KL Baez
    566117
    093C03H094D
    September 17, 2008


Physiography

The KL Baez area covers several broad marshy drainages which
flow north into the Baezaeko River, south into the Clusko River and east into
the Clisbako River. Broad ridges with 50 to 100 meters relief form watershed
divides between drainages. Vegetation varies from grassy meadows in the lowlands
to spruce and pine on the uplands.

Exploration History

Phelps Dodge Corporation of Canada, Limited commenced
exploration work in the region by staking the claims in 1992. Between June and
October, 1993, 134 days were spent prospecting, establishing grids, soil
geochemical sampling and preliminary geological mapping. A large flagged grid
was established to follow-up anomalous soil geochemical results. Prospecting and
preliminary geological mapping was conducted along ridge lines on the west,
central and southern portions of the claims.

Regional Geology

The oldest rocks exposed in the Interior Plateau consists of
are Pennsylvanian to Permian age Cache Creek Group sedimentary rocks. These are
overlain by Upper Triassic to Lower Jurassic Takla Group andesite and basalt
flows, tuffs, and breccia and associated clastic rocks. Argillite and
conglomerate sedimentary rock and andesite flows and breccia of the Middle
Jurassic Hazelton Group occur predominantly in the northern portion of the
Chilcoting Plateau. This sequence is unconformably overlain by Upper Cretaceous,
Paleocene, Eocene and possibly Oligocene rocks of the Ootsa Lake Group. This
group is comprised of rhyolitic to dacitic tuff, flows and breccias with minor
amounts of andesite, basalt, conglomerate and tuffaceous shale. A sequence of
Eocene to Miocene andesite, dacite and rhyolite volcanic rocks of the Endako
Group and Pliocene to Pleitstocene Chilcotin group vesicular andesite and basalt
flows, breccias and cinder coned conformably overlie the Ootsa Lake Group.
Pleistocene to recent till, gravel and sand infill drainage basins and locally
form eskers and moraines up to 100 meters thick.

Recommendations

We have obtained a geological report on the KL Baez claim that
was prepared by Amanda Tremblay. Ms. Tremblay has an Honors Bachelor of Science
degree in Geology from Queens University. The geological report summarizes
details concerning the KL Baez claim and makes a recommendation for further
exploration work.

Based on her review of geological information relating to the
KL Baez claim, Ms. Tremblay recommends an initial exploration program on the
property consisting of grid emplacement, concentrated geological mapping and
sampling, geophysical surveys and an initial drill hole.

Grid emplacement involves dividing the claims area into
subsections in order to aid the plotting of exploration data.

Mapping involves plotting previous exploration data relating to
a property on a map in order to determine the best property locations to conduct
subsequent exploration work. Sampling consists of a geologist gathering pieces
of rock or soil for mineral testing because they appear to contain valuable
mineralization.

---

Geophysical surveying is the search for mineral deposits by
measuring the physical property of near-surface rocks, and looking for unusual
responses caused by the presence of mineralization. Electrical, magnetic,
gravitational, seismic and radioactive properties are the ones most commonly
measured. Geophysical surveys are applied in situations where there is
insufficient information obtainable from the property surface to allow informed
opinions concerning the merit of properties.

Drilling involves extracting a long cylinder of rock from the
ground to determine amounts of metals at different depths. Pieces of the rock
obtained, known as drill core, are analyzed for mineral content.

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 British Columbia
specifically.

Because there will not be any appreciable disturbance to the
land during the phase one and two exploration programs on the KL Baez property,
we will not have to seek any government approvals prior to conducting
exploration, as it is deemed low-disturbance/low-impact by the British
Columbia Department of Energy, Mines and Petroleum Resources (BCDM).

We will have to sustain the cost of reclamation and
environmental mediation for all exploration and development work undertaken. The
amount of these costs is not known at this time as we do not know the extent of
the exploration program that will be undertaken beyond completion of the
currently planned work programs. Because there is presently no information on
the size, tenor, or quality of any resource or reserve at this time, it is
impossible to assess the impact of any capital expenditures on earnings or our
competitive position in the event a potentially economic deposit is
discovered.

If we enter into production, the cost of complying with permit
and regulatory environment laws will be greater than in the exploration phases
because the impact on the project area is greater. Permits and regulations will
control all aspects of any production program if the project continues to that
stage because of the potential impact on the environment. Examples of regulatory
requirements include:

|- | Water discharge will have to meet water standards;                                                                               
|- | ---------------------------------------------------------------------------------------------------------------------------------
|  |                                                                                                                                  
|- | Dust generation will have to be minimal or otherwise
      re-mediated;                                                          
|  |                                                                                                                                  
|- | Dumping of material on the surface will have to be
      re-contoured and re-vegetated;                                          
|  |                                                                                                                                  
|- | An assessment of all material to be left on the surface
      will need to be environmentally benign;                            
|  |                                                                                                                                  
|- | Ground water will have to be monitored for any potential
      contaminants;                                                     
|  |                                                                                                                                  
|- | The socio-economic impact of the project will have to be
      evaluated and if deemed negative, will have to be re-mediated; and
|  |                                                                                                                                  
|- | There will have to be an impact report of the work on the
      local fauna and flora.                                           

Employees

We have no employees as of the date of this annual other than
our sole director.

Research and Development Expenditures

We have not incurred any other research or development
expenditures since our incorporation.

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Subsidiaries

We do not have any subsidiaries.

Patents and Trademarks

We do not own, either legally or beneficially, any patents or trademarks.

Risk Factors

An investment in our common stock involves a high degree of risk. You should carefully consider the risks described below and the other information in this annual report before investing in our common stock. If any of the following risks occur, our
business, operating results and financial condition could be seriously harmed. The trading price of our common stock could decline due to any of these risks, and you may lose all or part of your investment.

If we do not obtain additional financing, our business will fail.

Our current operating funds are less than necessary to conduct exploration on the KL Baez property, and therefore we will need to obtain additional financing in order to complete our business plan. We currently do not have any operations and we have
no income.

Our business plan calls for significant expenses in connection with the exploration of the KL Baez property. While we have sufficient funds to conduct initial exploration on the property, we will require additional financing in order to determine
whether the property contains economic mineralization. We will also require additional financing if the costs of exploration of the KL Baez property are greater than anticipated.

We will require additional financing to sustain our business operations if we are not successful in earning revenues once exploration is complete. We do not currently have any arrangements for financing and may not be able to find such financing if
required.

Because we have not commenced business operations, we face a high risk of business failure.

We have not yet commenced exploration on the KL Baez property. Accordingly, we have no way to evaluate the likelihood that our business will be successful. We were incorporated on January 22, 2007 and to date have been involved primarily in
organizational activities and the acquisition of an interest in the KL Baez property. We have not earned any revenues as of the date of this annual report. Potential investors should be aware of the difficulties normally encountered by new mineral
exploration companies and the high rate of failure of such enterprises. 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 therefore expect to incur significant losses into the foreseeable future. We recognize that if we are
unable to generate significant revenues from development of the KL Baez property and the 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.

---

Because of the speculative nature of exploration of mining properties, there is a substantial risk that our business will fail.

The search for valuable minerals as a business is extremely risky. The likelihood of our mineral claim containing economic mineralization is extremely remote. Exploration for minerals is a speculative venture necessarily involving substantial risk.
In all probability, the KL Baez property does not contain any reserves and funds that we spend on exploration will be lost. As well, problems such as unusual or unexpected formations and other conditions are involved in mineral exploration and often
result in unsuccessful exploration efforts. In such a case, we would be unable to complete our business plan.

Because our continuation as a going concern is in doubt, we will be forced to cease business operations unless we can generate profit in the future.

The report of our independent accountant to our audited financial statements for the period ended April 30, 2008 indicates that there are a number of factors that raise substantial doubt about our ability to continue as a going concern. Such factors
identified in the report are that we have no source of revenue and our dependence upon obtaining adequate financing. If we are not able to continue as a going concern, it is likely investors will lose all of their investment.

Because of the inherent dangers involved in mineral exploration, there is a risk that we may incur liability or damages, which could hurt our financial position and possibly result in the failure of our business.

The search for valuable minerals involves numerous hazards. As a result, we may become subject to liability for such hazards, including pollution, cave-ins and other hazards against which we cannot insure or against which we may elect not to insure.
The payment of such liabilities may have a material adverse effect on our financial position.

Even if we discover commercial reserves of precious metals on the KL Baez property, we may not be able to successfully commence commercial production unless we receive additional funds, of which there is no guarantee.

The KL Baez property does not contain any known bodies of mineralization. If our exploration programs are successful in establishing gold of commercial tonnage and grade, we will require additional funds in order to place the KL Baez property into
commercial production. We may not be able to obtain such financing.

Because our president has other business interests, he may not be able or willing to devote a sufficient amount of time to our business operations, causing our business to fail.

Our president, Mr. Christopher Murphy, intends to devote approximately 20% of his business time providing his services to us. While Mr. Murphy presently possesses adequate time to attend to our interests, it is possible that the demands on Mr.
Murphy from his other obligations could increase with the result that he would no longer be able to devote sufficient time to the management of our business.

Because our sole director has no technical experience in mineral exploration, our business has a higher risk of failure.

Our sole director has no technical training in the field of geology and specifically in the areas of exploring for, starting and operating a mine. As a result, we 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. As well, with no direct training or experience, our management may not be fully aware of the specific requirements related to working in this industry. His
decisions and choices may not be well thought out and our operations, earnings and ultimate financial success may suffer irreparable harm as a result.

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A purchaser of our shares is purchasing penny stock which
limits his or her ability to sell the stock.

Our shares of common stock constitute penny stock under the
Exchange Act. The shares will remain penny stock 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, thus limiting investment liquidity. Any
broker-dealer engaged by the purchaser for the purpose of selling his or her
shares in our company will be subject to rules 15g-1 through 15g-10 of the
Exchange Act. Rather than creating a need to comply with those rules, some
broker-dealers will refuse to attempt to sell penny stock.

Forward-Looking Statements

This annual report contains forward-looking statements that
involve risks and uncertainties. We use words such as anticipate, believe, plan,
expect, future, intend and similar expressions to identify such forward-looking
statements. You should not place too much reliance on these forward-looking
statements. Our actual results may differ materially from those anticipated in
these forward-looking statements for many reasons, including the risks faced by
us described in the Risk Factors section and elsewhere in this annual report.

ITEM 2: DESCRIPTION OF PROPERTY

We own a 100% interest in one mining claim, known as the KL
Baez property, located in the Cariboo Mining Division of British Columbia. We
only hold the right to explore for and extract minerals from the KL Baez claim.
We do not own any real property rights to the KL Baez property. We do not own or
lease any property other than the KL Baez property.

ITEM 3: LEGAL PROCEEDINGS

We are not currently a party to any legal proceedings. Our
address for service of process in Nevada is 500 N. Rainbow Blvd., Suite 300A,
Las Vegas, NV 89107.

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

No matters were submitted during the fourth quarter of our
fiscal year to a vote of security holders, through the solicitation of proxies
or otherwise.

PART II

ITEM 5: MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER
MATTERS

Market Information

On February 1, 2008, our shares of common stock were quoted on
the OTC Bulletin Board. The OTC Bulletin Board is a network of security dealers
who buy and sell stock. A computer network that provides information on current
bids and asks, as well as volume information, connects the dealers. However,
no trades of our shares have occurred through the facilities of the OTC Bulletin
Board since February 1, 2008.

We have 29 shareholders of record as at the date of this annual
report.

Dividends

There are no restrictions in our articles of incorporation or
bylaws that prevent us from declaring dividends. The Nevada Revised Statutes,
however, do prohibit us from declaring dividends where, after giving effect to
the distribution of the dividend:

|1. | we would not be able to pay our debts as they become due
      in the usual course of business; or
|-- | --------------------------------------------------------------------------------------------------

---

|2. | our total assets would be less than the sum of our total liabilities plus the amount that would be needed to satisfy the rights of shareholders who have preferential rights superior to those receiving the distribution.
|-- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

We have not declared any dividends, and we do not plan to declare any dividends in the foreseeable future.

ITEM 6: MANAGEMENTS DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

Our plan of operations for the twelve months following the date of this annual report is to complete the geologist recommended exploration work on the KL Baez property consisting of grid emplacement, concentrated geological mapping and sampling,
geophysical surveys and an initial drill hole. We estimate that the cost of this entire program, which we will conduct in phases, will be approximately $50,000. We intend to retain a professional geologist to undertake the proposed exploration
on the KL Baez claim.

We also expect to incur approximately $20,000 in the next twelve months in order to cover administrative expenses related to our SEC reporting obligations. Total expenditures over the next 12 months are therefore expected to be $70,000.

We do not have sufficient funds on hand to commence initial exploration on the KL Baez property or to cover anticipated administrative expenses. As well, we will need additional financing in order to complete any additional exploration that is
recommended once this initial exploration is completed. We anticipate that additional funding will be required in the form of equity financing from the sale of our common stock. However, we do not have any arrangements in place for any future equity
financing.

Results Of Operations For The Fiscal Year Ended April 30, 2008

We did not generate any revenue during the fiscal year ended April 30, 2008. We do not anticipate earning revenues unless we enter into commercial production on the KL Baez property, which is doubtful. We have not commenced the exploration stage of
our business and can provide no assurance that we will discover economic mineralization on the property, or if such minerals are discovered, that we will enter into commercial production.

We incurred operating expenses in the amount of $13,702 for the fiscal year ended April 30, 2008, consisting entirely of professional fees of $11,271 and general and administrative expenses of $2,431. During the year, we earned interest
revenue of $114, resulting in a net loss of $13,588. At September 30, 2007, our assets consisted of a note receivable of $9,532. Subsequent to April 30, 2007, the note was repaid in full. At the same date, our liabilities consisted of
accounts receivable and accrued liabilities totalling $5,113 and bank indebtedness of $79.

We have not attained profitable operations and are dependent upon obtaining financing to pursue exploration activities. For these reasons our auditors believe that there is substantial doubt that we will be able to continue as a going concern.

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ITEM 7: FINANCIAL STATEMENTS











ASIA ATLANTIC RESOURCES

(An Exploration Stage Company)

April 30, 2008

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|K. R. MARGETSON LTD. | CHARTERED ACCOUNTANT
|-------------------- | --------------------

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM



To the Stockholders, 
  Asia Atlantic Resources

We have audited the accompanying balance sheets of Asia
  Atlantic Resources (An Exploration Stage Company) as of April 30, 2008 and 2007
  and the related statements of operations, stockholders' equity and cash flows
  for the years ended April 30, 2008 and 2007 and for the period from January 22,
  2007 (Date of Inception) to April 30, 2008. 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 of America). Those
  standards require that we plan and perform an audit to obtain reasonable
  assurance whether the financial statements are free of material misstatement. An
  audit includes examining on a test basis, evidence supporting the amounts and
  disclosures in the financial statements. An audit also includes assessing the
  accounting principles used and significant estimates made by management, as well
  as evaluating the overall financial statement presentation. We believe that our
  audits provide a reasonable basis for our opinion.

In our opinion, these financial statements present fairly, in
  all material respects, the financial position of the Company as of April 30,
  2008 and 2007 and the results of its operations and its cash flows for the years
  ended April 30, 2008 and 2007 and for the period from January 22, 2007 (Date of
  Inception) to April 30, 2008 in conformity with accounting principles generally
  accepted in the United States of America.

The accompanying financial statements have been prepared using
  accounting principles generally accepted in the Unites States of America
  assuming that the Company will continue as a going concern. As discussed in Note
  1 to the financial statements, the Company is an exploration stage company and
  has yet to commence operations, which raises substantial doubt about its ability
  to continue as a going concern. Managements plans in regard to their planned
  financing and other matters are also described in Note 1. The financial
  statements do not include any adjustments that might result from the outcome of
  this uncertainty.

|Sechelt, Canada | K R. MARGETSON LTD.
|--------------- | ---------------------
|July 20, 2008   | Chartered Accountant 



PO BOX 45, 5588 INLET AVENUE
      TELEPHONE: 604-885-2810SECHELT, BC V0N 3A0
      FACSIMILE: 604-885-2834CANADA
      E-MAIL: keith@krmargetson.com


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ASIA ATLANTIC RESOURCES(An Exploration Stage Company) 
  BALANCE SHEETS 
  April 30, 2008 and 2007

|                                                         |   | April 30, |   |   | April 30, |  
|-------------------------------------------------------- | - | --------- | - | - | --------- | -
|                                                         |   | 2008      |   |   | 2007      |  
|                                                         |   |           |   |   |           |  
|**ASSETS**                                               |  
|                                                         |   |           |   |   |           |  
|Current                                                  |   |           |   |   |           |  
|Cash and cash equivalents                                | $ | -         |   | $ | 21,869    |  
|Notes receivable from related
      party - Note 5       |   | 9,532     |   |   | -         |  
|                                                         |   |           |   |   |           |  
|Total Assets                                             | $ | 9,532     |   | $ | 21,869    |  
|                                                         |   |           |   |   |           |  
|                                                         |   |           |   |   |           |  
|LIABILITIES                                              |  
|                                                         |   |           |   |   |           |  
|Current                                                  |   |           |   |   |           |  
|Accounts payable and accrued liabilities                 | $ | 5,113     |   | $ | 3,500     |  
|Bank Indebtedness                                        |   | 79        |   |   |           |  
|Due to related party  Note
      5                      |   | -         |   |   | 441       |  
|                                                         |   |           |   |   |           |  
|Total Liabilities                                        |   | 5,192     |   |   | 3,941     |  
|                                                         |   |           |   |   |           |  
|STOCKHOLDERS EQUITY                                     |  
|                                                         |   |           |   |   |           |  
|Capital Stock - Note 4                                   |   |           |   |   |           |  
|Authorized:                                              |   |           |   |   |           |  
|75,000,000 common shares with a par value of
      $.001 |   |           |   |   |           |  
|Issued and outstanding:                                  |   |           |   |   |           |  
|7,600,000
      common shares                            |   | 7,600     |   |   | 7,600     |  
|Additional paid in capital                               |   | 22,400    |   |   | 22,400    |  
|Deficit accumulated during the exploration
      stage   |   | (25,660   | ) |   | (12,072   | )
|                                                         |   |           |   |   |           |  
|Total Stockholders Equity                               |   | 4,340     |   |   | 17,928    |  
|                                                         |   |           |   |   |           |  
|Total Liabilities and Stockholders Equity               | $ | 9,532     |   | $ | 21,869    |  

F-2

SEE ACCOMPANYING NOTES

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ASIA ATLANTIC RESOURCES(An Exploration Stage
  Company) 
  STATEMENT OF OPERATIONS
  For the years ended April 30, 2008 and
  2007 and from the period January 22, 2007 
  (Date of Inception) to April 30,
  2008

|                                            |   |           |   |   |                     |   |   | Accumulated for       |  
|------------------------------------------- | - | --------- | - | - | ------------------- | - | - | --------------------- | -
|                                            |   |           |   |   |                     |   |   | from January 22, 2007 |  
|                                            |   | April 30, |   |   | (Date of Inception) |  
|                                            |   | 2008      |   |   | 2007                |   |   | to April 30, 2008     |  
|                                            |   |           |   |   |                     |   |   |                       |  
|Expenses                                    |   |           |   |   |                     |   |   |                       |  
|Geological, mineral and prospect costs      | $ | -         |   | $ | 8,000               |   | $ | 8,000                 |  
|General and administrative                  |   | 2,431     |   |   | 131                 |   |   | 2,562                 |  
|Incorporation costs                         |   | -         |   |   | 441                 |   |   | 441                   |  
|Professional fees                           |   | 11,271    |   |   | 3,500               |   |   | 14,771                |  
|                                            |   |           |   |   |                     |   |   |                       |  
|Operating loss for the period               |   | (13,702   | ) |   | (12,072             | ) |   | (25,774               | )
|                                            |   |           |   |   |                     |   |   |                       |  
|Interest revenue                            |   | 114       |   |   | -                   |   |   | 114                   |  
|                                            |   |           |   |   |                     |   |   |                       |  
|Net Loss for the Period                     | $ | (13,588   | ) | $ | (12,072             | ) | $ | (25,660               | )
|                                            |   |           |   |   |                     |   |   |                       |  
|Basic and fully diluted net loss per common |   |           |   |   |                     |   |   |                       |  
|share                                       | $ | (0.00     | ) | $ | (0.00               | ) |   |                       |  
|                                            |   |           |   |   |                     |   |   |                       |  
|Weighted average common shares              |   |           |   |   |                     |   |   |                       |  
|outstanding                                 |   | 7,600,000 |   |   | 5,800,000           |   |   |                       |  

F-3

SEE ACCOMPANYING NOTES

---

ASIA ATLANTIC RESOURCES(An Exploration Stage
  Company) 
  For the years ended April 30, 2008 and 2007 from the period January
  22, 2007 
  (Date of Inception) to April 30, 2008

|                                                   |   |           |   |   |                     |   |   | From January 22, 2007 |  
|-------------------------------------------------- | - | --------- | - | - | ------------------- | - | - | --------------------- | -
|                                                   |   | April 30, |   |   | (Date of Inception) |  
|                                                   |   | 2008      |   |   | 2007                |   |   | To April 30, 2008     |  
|                                                   |   |           |   |   |                     |   |   |                       |  
|Operating Activities                               |   |           |   |   |                     |   |   |                       |  
|Net loss for the period                            | $ | (13,588   | ) | $ | (12,072             | ) | $ | (25,660               | )
|Cash provided by (used in) changes                 |   |           |   |   |                     |   |   |                       |  
|in operating assets and liabilities                |   |           |   |   |                     |   |   |                       |  
|Accounts
      payable and accrued liabilities     |   | 1,613     |   |   | 3,500               |   |   | 5,113                 |  
|                                                   |   |           |   |   |                     |   |   |                       |  
|Net cash provided by (used in)                     |   |           |   |   |                     |   |   |                       |  
|Operating Activities                               |   | (11,975   | ) |   | (8,572              | ) |   | (20,547               | )
|                                                   |   |           |   |   |                     |   |   |                       |  
|Investing Activities                               |   |           |   |   |                     |   |   |                       |  
|Notes receivable from related
      part           |   | (9,532    | ) |   | -                   |   |   | (9,532                | )
|                                                   |   |           |   |   |                     |   |   |                       |  
|Net cash provided by (used in)                     |   |           |   |   |                     |   |   |                       |  
|Investing Activities                               |   | (9,532    | ) |   | -                   |   |   | (9,532                | )
|                                                   |   |           |   |   |                     |   |   |                       |  
|Financing Activities                               |   |           |   |   |                     |   |   |                       |  
|Due to related party                               |   | (441      | ) |   | 441                 |   |   | -                     |  
|Common stock issued for cash                       |   | -         |   |   | 30,000              |   |   | 30,000                |  
|                                                   |   |           |   |   |                     |   |   |                       |  
|Net cash provided by (used in)                     |   |           |   |   |                     |   |   |                       |  
|Financing Activities                               |   | (441      | ) |   | 30,441              |   |   | 30,000                |  
|                                                   |   |           |   |   |                     |   |   |                       |  
|Increase in cash and cash equivalents
      during |   |           |   |   |                     |   |   |                       |  
|the period                                         |   | (21,948   | ) |   | 21,869              |   |   | (79                   | )
|                                                   |   |           |   |   |                     |   |   |                       |  
|Cash and cash equivalents, beginning of the        |   |           |   |   |                     |   |   |                       |  
|period                                             |   | (21, 869  | ) |   | -                   |   |   | -                     |  
|                                                   |   |           |   |   |                     |   |   |                       |  
|Cash and cash equivalents, end of the
      period | $ | (79       | ) | $ | 21,869              |   | $ | (79                   | )
|                                                   |   |           |   |   |                     |   |   |                       |  
|                                                   |   |           |   |   |                     |   |   |                       |  
|Supplemented disclosure of cash flow               |   |           |   |   |                     |   |   |                       |  
|information:                                       |   |           |   |   |                     |   |   |                       |  
|Cash paid for:                                     |   |           |   |   |                     |   |   |                       |  
|Interest                                           | $ | -         |   | $ | -                   |   | $ | -                     |  
|                                                   |   |           |   |   |                     |   |   |                       |  
|Income taxes                                       | $ | -         |   | $ | -                   |   | $ | -                     |  

F-4

SEE ACCOMPANYING NOTES

---

ASIA ATLANTIC RESOURCES(An Exploration Stage
  Company) 
  STATEMENT OF STOCKHOLDERS EQUITY 
  for the period from January
  22, 2007 (Date of Inception) to April 30, 2008



AdditionalCommon
        Stock
      
      
      Paid-in
      
      
      AccumulatedShares
      
      
      Amount
      
      
      Capital
      
      
      Deficit
      
      
      TotalBalance, January 22, 2007
      
      -
      
      $
      -
      
      $
      -
      
      $
      -
      
      $
      -Shares issued for cash at $.001
      
      2,000,000
      
      
      2,000
      
      
      -
      
      
      -
      
      
      2,000Shares issued for cash at $.005
      
      5,600,000
      
      
      5,600
      
      
      22,400
      
      
      -
      
      
      28,000Net loss for the period
      
      -
      
      
      -
      
      
      -
      
      
      (12,072
      )
      
      (12,072
      )Balance, April 30, 2007
      
      7,600,000
      
      
      7,600
      
      
      22,400
      
      
      (12,072
      )
      
      17,928Net loss for the year
      
      -
      
      
      -
      
      
      -
      
      
      (13,588
      )
      
      (13,588
      )Balance, April 30, 2008
      
      7,600,000
      
      $
      7,600
      
      $
      22,400
      
      $
      (25,660
      )
      $
      4,340


SEE ACCOMPANYING NOTES

F-5

---

ASIA ATLANTIC RESOURCES(An Exploration Stage
  Company) 
  NOTES TO THE FINANCIAL STATEMENTS 
  April 30, 2008

|Note 1 | Nature and Continuance of
      Operations                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|------ | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|       | The Company was incorporated in the State of Nevada on
      January 22, 2007 and is in the exploration stage. The Company has acquired
      a mineral property located in the Province of British Columbia, Canada,
      and has not yet determined whether this property contains reserves that
      are economically recoverable. The recoverability of amounts from the
      property will be dependent upon the discovery of economically recoverable
      reserves, confirmation of the Companys interest in the underlying
      property, the ability of the Company to obtain necessary financing to
      satisfy expenditure requirements and to complete the development of the
      property and upon future profitable production or proceeds from the sale
      thereof.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|       | The Company has adopted April 30 as its fiscal year end.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|       | These financial statements have been prepared in
      accordance with generally accepted accounting principles applicable to a
      going concern, which assumes that the Company will be able to meet its
      obligations and continue its operations for its next fiscal year.
      Realization values may be substantially different from carrying values as
      shown and these financial statements do not give effect to adjustments
      that would be necessary to the carrying values and classification of
      assets and liabilities should the Company be unable to continue as a going
      concern. At April 30, 2008, the Company had not yet achieved profitable
      operations, has accumulated losses of $25,660 since its inception. The
      Company expects to incur further losses in the development of its
      business, all of which casts substantial doubt about the Companys ability
      to continue as a going concern. The Companys ability to continue as a
      going concern is dependent upon its ability to generate future profitable
      operations 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 anticipates that additional
      funding will be in the form of equity financing from the sale of common
      stock. Management may also seek to obtain short-term loans from the
      directors of the Company. There are no current arrangements in place for
      equity funding or short-term loans.
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|Note 2 | Summary of Significant Accounting Policies                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|       | Development Stage Company                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|       | The Company is a development stage company as defined in
      the Statements of Financial Accounting Standards (SFAS) No. 7. The
      Company is still in the developmental stage, devoting substantially all of
      its present efforts to establish its business and its planned principal
      operations have not commenced. All losses accumulated since inception have
      been considered as part of the Companys development stage activities.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|       | Financial Instruments                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|       | The carrying values of cash and cash equivalents,
      accounts payable and accrued liabilities and due to/from related parties
      approximate fair value because of the short-term nature of these
      instruments. Management is of the opinion that the Company is not exposed
      to significant interest, currency or credit risks arising from these
      financial instruments.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           

F-6

---

|Note 2 | Summary of Significant Accounting Policies 
      Contd                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|------ | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|       | Revenue Recognition                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|       | The Company recognizes revenue when minerals are
      delivered to the purchaser.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|       | Mineral Property Costs                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|       | Mineral property acquisition, exploration and development
      costs are expensed as incurred until such time as economic reserves are
      quantified. From that time forward, the Company will capitalize all costs
      to the extent that future cosh flows from mineral reserves equal or exceed
      the costs deferred. The deferred costs will be amortized over the
      recoverable reserves when a property reaches commercial production. Costs
      related to site restoration programs will be accrued over the life of the
      project. To date, the Company has not established any proven reserves on
      its mineral property.
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|       | Environmental Costs                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|       | Environmental expenditures that relate to current
      operations are expensed or capitalized as appropriate. Expenditures that
      relate to an existing condition caused by past operations, and which do
      not contribute to current or future revenue generation, are expensed.
      Liabilities are recorded when environmental assessments and/or remedial
      efforts are probable, and the cost can be reasonably estimated. Generally,
      the timing of these accruals coincides with the earlier of:                                                                                                                                

| | i)  | completion of a feasibility study; or                                            
| | --- | ---------------------------------------------------------------------------------
| |     |                                                                                  
| | ii) | the Companys commitment to a plan of action based on the
      then known facts.

Basic and Diluted Net Income (Loss)
  Per Share

The Company computes net loss per
  share in accordance with SFAS No. 128, "Earnings Per Share". SFAS 128 requires
  presentation of both basic and diluted earnings per share (EPS) on the face of
  the income statement. Basic loss per share is computed by dividing net loss
  available to common shareholders by the weighted average number of common shares
  outstanding during the year. Diluted EPS gives effect to all dilutive potential
  common shares outstanding during the year 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 year 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.

Cash and Cash Equivalents

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

Cash and Currency Risks

The Company incurs expenditures in
  Canadian and U.S. dollars. Consequently, some assets and liabilities are exposed
  to Canadian dollar foreign currency fluctuations. As at April 30, 2008, there
  were no amounts denominated in Canadian dollars included in the financial
  statements. The Company has cash balances at well-known financial institutions.
  Balances in U.S. dollars at Canadian institutions are not protected by insurance
  and are therefore subject to deposit risk. As at April 30, 2008 all cash and
  equivalents represented cash at Canadian financial institutions.

F-7

---

|Note 2 | Summary of Significant Accounting Policies 
      Contd                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|------ | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|       | Derivative Instruments                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|       | The Financial Accounting Standards Board issued Statement
      of Financial Accounting Standards (SFAS) No. 133, Accounting for
      Derivative Instruments and Hedging Activities, as amended by SFAS No.
      137, Accounting for Derivative Instruments and Hedging Activities 
      Deferral of the Effective Date of FASB No. 133, SFAS No. 138, Accounting
      for Certain Derivative Instruments and Certain Hedging Activities, and
      SFAS No. 149, Amendment of Statement 133 on Derivative Instruments and
      Hedging Activities, which is effective for the Company as of its
      inception. These statements establish accounting and reporting standards
      for derivative instruments, including certain derivative instruments
      embedded in other contracts, and for hedging activities. They require that
      an entity recognize all derivatives as either assets or liabilities in the
      balance sheet and measure those instruments at fair value.
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|       | If certain conditions are met, a derivative may be
      specifically designated as a hedge, the objective of which is to match the
      timing of gain or loss recognition on the hedging derivative with the
      recognition of (i) the changes in the fair value of the hedged asset or
      liability that are attributable to the hedged risk or (ii) the earnings
      effect of the hedged forecasted transaction. For a derivative not
      designated as a hedging instrument, the gain or loss is recognized in
      income in the period of change. The Company has not entered into
      derivatives contracts to hedge existing risks or for speculative purposes.                                                                                                                                                                                                                                                                                                                      
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|       | Foreign Currency Translations                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|       | The Company's functional currency is US dollars. Foreign
      currency balances are translated into US dollars as follows:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|       | Monetary assets and liabilities are translated at the
      period-end exchange rate. Non-monetary assets are translated at the rate
      of exchange in effect at their acquisition, unless such assets are carried
      at market or nominal value, in which case they are translated at the
      period-end exchange rate. Revenue and expense items are translated at the
      average exchange rate for the period. Foreign exchange gains and losses in
      the period are included in operations                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|       | Income Taxes                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|       | The Company follows SFAS No. 109, Accounting for Income
      Taxes which requires the use of the asset and liability method of
      accounting for income taxes. Under the asset and liability method of SFAS
      109, deferred tax assets and liabilities are recognized for future tax
      consequences attributable to temporary differences between the financial
      statements carrying amounts of existing assets and liabilities and loss
      carry forwards and their respective tax bases. Deferred tax assets and
      liabilities are measured using enacted tax rates expected to apply to
      taxable income in the year in which those temporary differences are
      expected to be recovered or settled                                                                                                                                                                                                                                                                     
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|       | Recent Accounting Pronouncements                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|       | The Company adopts new pronouncements relating to
      generally accepted accounting principles applicable to the Company as they
      are issued, which may be in advance of their effective date. Management
      does not believe that any recently issued, but not yet effective,
      accounting standards if currently adopted would have a material effect on
      the accompanying financial statements.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        

F-8

---

|Note 3 | Mineral Property                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|------ | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|       | On February 9, 2007, the Company purchased a mineral
      claim in the Province of British Columbia for $8,000. The claim will
      expire on September 17, 2008 unless the Company carries out assessment
      procedures or pays required government fees.                                                                                                                                                                                                                                                                                                                                                                                                                        
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|Note 4 | Capital Stock                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|       | On February 12, 2007, the Company issued 2,000,000 common
      shares for $2,000 in cash to the sole director.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|       | On February 15, 2007, the Company issued 5,600,000 common
      shares for $28,000 in cash.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|       | There are no shares subject to options, warrants or other
      agreements as at April 30, 2008.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|Note 5 | Notes receivable from related party and due to related
      party                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|       | The notes receivable are due from a director of the
      Company. It is unsecured and bears interest at 12% per annum. Subsequent
      to April 30, 2008, the notes receivable and interest receivable were
      repaid in full. At April 30, 2007, the amount due to the director was
      non-interest bearing, without specific repayment terms.                                                                                                                                                                                                                                                                                                                                
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|Note 7 | Income Taxes                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|       | Potential benefits of income tax losses are not
      recognized in the accounts until realization is more likely-than-not. The
      Company has accumulated net operating losses totalling approximately
      $25,000 for income tax purposes which expire starting in 2027. Pursuant to
      SFAS No. 109, the Company is required to compute tax asset benefits for
      net operating losses carried forward. The potential benefit of net
      operating losses have not been recognized in these financial statements
      because the Company cannot be assured it is more likely-than-not it will
      utilize the net operating losses carried forward in future years.
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|       | The components of the net deferred tax asset at April 30,
      2008 and the statutory tax rate, the effective tax rate and the elected
      amount of the valuation allowance are scheduled below:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   

| |                                  |   | 2008   |   |   | 2007   |  
| | -------------------------------- | - | ------ | - | - | ------ | -
| |                                  |   |        |   |   |        |  
| | Net Operating Loss Carry forward | $ | 25,227 |   | $ | 11,639 |  
| |                                  |   |        |   |   |        |  
| | Statutory tax rate               |   | 33.2%  |   |   | 34.1%  |  
| | Effective tax rate               |   | -      |   |   | -      |  
| | Deferred tax asset               | $ | 8,375  |   | $ | 3,969  |  
| | Valuation allowance              |   | (8,375 | ) |   | (3,969 | )
| |                                  |   |        |   |   |        |  
| | Net deferred tax asset           | $ | -      |   | $ | -      |  

The increase in the valuation
  allowance during the year ended April 30, 2008 was $4,406

F-9

---

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

None.

ITEM 8A: CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls

We evaluated the effectiveness of our disclosure controls and
procedures as of the end of the 2008 fiscal year. This evaluation was conducted
with the participation of our chief executive officer and our principal
accounting officer.

Disclosure controls are controls and other procedures that are
designed to ensure that information that we are required to disclose in the
reports we file pursuant to the Securities Exchange Act of 1934 is recorded,
processed, summarized and reported.

Limitations on the Effective of Controls

Our management does not expect that our disclosure controls or
our internal controls over financial reporting will prevent all error and fraud.
A control system, no matter how well conceived and operated, can provide only
reasonable, but no absolute, assurance that the objectives of a control system
are met. Further, any control system reflects limitations on resources, and the
benefits of a control system must be considered relative to its costs. These
limitations also include the realities that judgments in decision-making can be
faulty and that breakdowns can occur because of simple error or mistake.
Additionally, controls can be circumvented by the individual acts of some
persons, by collusion of two or more people or by management override of a
control. A design of a control system is also based upon certain assumptions
about potential future conditions; over time, controls may become inadequate
because of changes in conditions, or the degree of compliance with the policies
or procedures may deteriorate. Because of the inherent limitations in a
cost-effective control system, misstatements due to error or fraud may occur and
may not be detected.

Conclusions

Based upon his evaluation of our controls, the chief executive
officer and principal accounting officer has concluded that, subject to the
limitations noted above, the disclosure controls are effective providing
reasonable assurance that material information relating to us is made known to
management on a timely basis during the period when our reports are being
prepared. There were no changes in our internal controls that occurred during
the quarter covered by this report that have materially affected, or are
reasonably likely to materially affect our internal controls.

PART III

ITEM 9: DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL
PERSONS

Our executive officer and director and his respective age as of
the date of this annual report is as follows:

Director:

|Name of
      Director | Age
|---------------------- | ---
|Christopher Murphy     | 24 

---

Executive Officer:

|Name of
      Officer | Age | Office                                                           
|--------------------- | --- | -----------------------------------------------------------------
|Christopher Murphy    | 24  | President,
      Secretary, Treasurer and Chief Executive Officer

Biographical Information

Set forth below is a brief description of the background and
business experience of our executive officer and director for the past five
years.

Mr. Christopher Murphyhas acted as our president,
secretary, treasurer, chief executive officer and as a director since our
incorporation on January 22, 2007. From July 2006 until present, he has also
been the President and owner of No-Limit Renovations, a company involved in the
design and custom installation of residential and commercial flooring. From June
2004 to June 2006, Mr. Murphy was an event coordinator and card dealer for the
Montana Recreation Club. From January 2003 to June 2004, he was employed with
Campbell Wood Construction as a labourer. From January 2001 until January 2003,
he was employed by Arnold Bros. Transport as a forklift operator.

Mr. Murphy does not have any professional training or technical
credentials in the exploration, development and operation of mines.

Mr. Murphy intends to devote approximately 20% of his business
time to our affairs.

Term of Office

Our directors are appointed for a one-year term to hold office
until the next annual general meeting of our shareholders or until removed from
office in accordance with our bylaws. Our officers are appointed by the board of
directors and will hold office until removed by the board.

Significant Employees

We have no significant employees other than the officers and
directors described above.

Section 16(A) Beneficial Ownership Reporting Compliance

Section 16(a) of the Exchange Act requires our executive
officers and directors, and persons who beneficially own more than 10% of our
equity securities, to file reports of ownership and changes in ownership with
the Securities and Exchange Commission. Officers, directors and greater than 10%
shareholders are required by SEC regulation to furnish us with copies of all
Section 16(a) forms they file. Based on our review of the copies of such forms
we received, we believe that during the fiscal year ended December 31, 2005 all
such filing requirements applicable to our officers and directors were complied
with exception that reports were filed late by the following persons:

|                                  |  | Number  |  | Transactions |  | Known Failures | 
|--------------------------------- |  | ------- |  | ------------ |  | -------------- | 
|                                  |  | Of late |  | Not Timely   |  | To File a      | 
|Name and principal
      position |  | Reports |  | Reported     |  | Required Form  | 
|                                  |  |         |  |              |  |                | 
|Christopher Murphy                |  | 0       |  | 0            |  | 1              | 
|(President, CEO, secretary,       |  |         |  |              |  |                | 
|treasurer and director)           |  |         |  |              |  |                | 

---

ITEM 10: EXECUTIVE COMPENSATION

Summary Compensation Table

The table below summarizes all compensation awarded to, earned
by, or paid to our executive officers by any person for all services rendered in
all capacities to us for the fiscal period from our inception on January 22,
2007 to April 30, 2008.

Annual Compensation

Other
    **Restricted**
    Options/
    **LTIP**
    **Other**Stock
    SARs
    payouts
    **Comp**Name
    Title
    **Year**
    **Salary**
    **Bonus**
    **Comp.**
    **Awarded**
    (#)
    ($)Christopher
    Pres.
    2008
    $0
    0
    0
    0
    0
    0
    0Murphy
    ceo
    2007
    $0
    0
    0
    0
    0
    0
    0Sec.Treas.& Dir


Stock Option Grants

We have not granted any stock options to the executive officer
since our inception.

Consulting Agreements

We do not have any employment or consulting agreement with Mr.
Murphy. We do not pay them any amount for acting as directors.

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

The following table provides the names and addresses of each
person known to us to own more than 5% of our outstanding common stock as of the
date of this annual report, and by the officer and director, individually and as
a group. Except as otherwise indicated, all shares are owned directly.

|               |                                                                      | Amount of  |           
|-------------- | -------------------------------------------------------------------- | ---------- | ----------
|Title of Class | Name and address                                                     | beneficial | Percent of
|               | of beneficial owner                                                  | ownership  | class     
|Common stock   | Christopher
      Murphy 113 Warrick Street Coquitlam, B.C. V3K 5L3  | 2,000,000  | 26.32%    
|               |                                                                      |            |           
|Common stock   | All officers and
      directors as a group consisting of one person | 2,000,000  | 26.32%    

The percent of class is based on 7,550,000 shares of common
stock issued and outstanding as of the date of this annual report.

ITEM 12: CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

During the fiscal year ended April 30, 2008, notes receivable
were due from our director, Christopher Murphy, in the aggregate amount of
$9,532, which were unsecured and bore interest at a rate of 12% per annum.
Subsequent to April 30, 2008, the notes receivable and interest receivable were
repaid in full.

---

Otherwise, none of the following parties has, since our date of
incorporation, had any material interest, direct or indirect, in any transaction
with us or in any presently proposed transaction that has or will materially
affect us:

* Any of our directors or officers; * Any person proposed
as a nominee for election as a director; * Any person who beneficially owns,
directly or indirectly, shares carrying more than 10% of the voting rights
attached to our outstanding shares of common stock; * Our sole promoter,
Christopher Murphy; * Any member of the immediate family of any of the
foregoing persons.

ITEM 13: EXHIBITS AND REPORTS

Exhibits

|Exhibit |                                                                                                                       
|------- | ----------------------------------------------------------------------------------------------------------------------
|Number  | Description                                                                                                           
|        |                                                                                                                       
|3.1*    | Articles of
      Incorporation                                                                                       
|        |                                                                                                                       
|3.2*    | Bylaws                                                                                                                
|        |                                                                                                                       
|5.1*    | Legal opinion of
      Fox Law Offices PA, with consent to use                                                        
|        |                                                                                                                       
|10.1*   | Mineral property purchase
      agreement dated February 7, 2007                                                      
|        |                                                                                                                       
|31.1    | Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
|        |                                                                                                                       
|31.2    | Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
|        |                                                                                                                       
|32.1    | Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
|        |                                                                                                                       
|32.2    | Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

* originally filed as an exhibit to our registration statement
on Form SB-2 dated December 9, 2007.

Reports on Form 8-K

We did not file any reports on Form 8-K during the last fiscal
quarter of 2008.

ITEM 14: PRINCIPAL ACCOUNTANT FEES AND SERVICES

Our principal accountant, K.R. Margetson Ltd., Chartered
Accountant, rendered invoices to us during the fiscal periods indicated for the
following fees and services:

|                   | Period from January        | Fiscal year ended
|------------------ | -------------------------- | -----------------
|                   | 22, 2007 to April 30, 2007 | April 30, 2008   
|                   |                            |                  
|Audit fees         | Nil                        | $8,333           
|Audit-related fees | Nil                        | Nil              
|Tax fees           | Nil                        | Nil              
|All other fees     | Nil                        | Nil              

Audit fees consist of fees related to professional services
rendered in connection with the audit of our annual financial statements, the
review of the financial statements included in each of our quarterly reports on
Form 10-QSB.

Our policy is to pre-approve all audit and permissible
non-audit services performed by the independent accountants. These services may
include audit services, audit-related services, tax services and other services.
Under our audit committees policy, pre-approval is generally provided for
particular services or categories of services, including planned services,
project based services and routine consultations. In addition, we may also
pre-approve particular services on a case-by-case basis. We approved all
services that our independent accountants provided to us in the past two fiscal
years.

---

SIGNATURES

Pursuant to the requirements of Section 13 and 15 (d) of the
Securities Exchange Act of 1934, the Registrant has duly caused this report to
be signed on its behalf by the undersigned, thereunto duly authorized.

Asia Atlantic Resources



|By | /s/ Christopher Murphy   
|-- | -------------------------
|   | Christopher Murphy       
|   | President, CEO & Director
|   | Date: July 28, 2008      

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

|By | /s/ Christopher Murphy   
|-- | -------------------------
|   | Christopher Murphy       
|   | President, CEO & Director
|   | Date: July 28, 2008      

---