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

                                   FORM 10-K/A

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

                   For the fiscal year ended August 31, 2008

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

              For the transition period from ________ to ________
                          Commission file # 000-53310

                             CASTMOR RESOURCES LTD.
             (Exact Name of Registrant as Specified in its Charter)

                                     NEVADA
         (State or other jurisdiction of incorporation or organization)

                                   98-0471928
                    (I.R.S. Employer Identification number)

     4620 MANILLA ROAD SE, SUITE 10, CALGARY, ALBERTA           T2G 4B7
     (Address of principal executive offices)                  (zip code)

Registrant's telephone number, including area code:     403.561.8907

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

Securities to be registered under Section 12(g) of the Act:
                   Common stock, $0.0001 par value per share
                                (Title of class)

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

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

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

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

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

[   ]  Large Accelerated Filer     [   ]  Accelerated Filer
[   ]  Non-accelerated Filer       [ X ]  Smaller reporting company

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

As of October 31, 2008, the registrant had 12,435,000 shares of its Common Stock
outstanding.  As of October 31, 2008, the aggregate market value of the
registrant's Common Stock held by non-affiliates of the registrant (without
admitting that any person whose shares are not included in such calculation is
an affiliate) was $301,250 based on the last sale price as reported by the
American Stock Exchange on such date.

<PAGE>
                           FORWARD LOOKING STATEMENTS

Certain  statements  made in this Annual Report are "forward-looking statements"
(within  the  meaning  of  the Private Securities Litigation Reform Act of 1995)
regarding  the  plans  and  objectives of management for future operations. Such
statements involve known and unknown risks, uncertainties and other factors that
may  cause  actual  results,  performance  or  achievements of the Company to be
materially  different  from  any  future  results,  performance  or achievements
expressed  or  implied  by  such forward-looking statements. The forward-looking
statements  made  in  this Report are based on current expectations that involve
numerous  risks and uncertainties. The Company's plans and objectives are based,
in  part,  on  assumptions  involving  the  growth  and  expansion  of business.
Assumptions  relating  to the foregoing involve judgments with respect to, among
other  things,  future  economic,  competitive  and market conditions and future
business  decisions,  all  of  which  are  difficult  or  impossible  to predict
accurately and many of which are beyond the control of the Company. Although the
Company  believes that its assumptions underlying the forward-looking statements
are  reasonable,  any  of the assumptions could prove inaccurate and, therefore,
there  can  be  no  assurance  that  the forward-looking statements made in this
Report  will  prove  to  be  accurate. In light of the significant uncertainties
inherent in the forward-looking statements made in this Report, the inclusion of
such  information  should  not be regarded as a representation by the Company or
any  other person that the objectives and plans of the Company will be achieved.

As  used  in  this  annual  report,  the  terms "we", "us", "our", "Company" and
"Castmor"  means  Castmor  Resources  Ltd.,  unless  otherwise  indicated.

                                     PART I

ITEM 1.     BUSINESS.

GENERAL

We  were  incorporated  in  the State of Nevada on June 27, 2005.  Our office is
located  at  4620 Manilla Road SE, Suite 10, Calgary, Alberta  T2G 4B7.  We have
no subsidiaries.  Our telephone number is 403.561.8907.  Our facsimile number is
403.451.1661.

We  are  an  exploration  stage company in that we are engaged in the search for
mineral  deposits  that  are  not in either the development or production stage,
with  a  view  to  exploiting  any mineral deposits we discover that demonstrate
economic  feasibility.  Since  we  are an exploration stage company, there is no
assurance  that  commercially exploitable reserves of valuable minerals exist on
our  property.  We  need  to do further exploration before a final evaluation of
the  economic  and  legal  feasibility  of our future exploration is determined.

To  date,  our activities have been limited to organizational matters, acquiring
our mineral claims, obtaining a geology report and the preparation and filing of
our information circular and our registration statement.  Our assets are limited
to our mineral claims, the acquisition of which have been recorded as an expense
in  our  financial statements in accordance with our accounting policy.  We have
not  commenced  exploration  of  our  claims.

By  a  Transfer  of  Mineral  Disposition  dated  November  7,  2005,  from  a
non-affiliated  third  party,  we acquired a 100% interest in the White Bear Arm
Property:  two  non-contiguous  mineral  exploration  licenses  (license numbers
011117M  and  011300M)  comprising  17 claims located along southeastern coastal
Labrador,  approximately  13  kilometers  northeast  of  the  community  of
Charlottetown  in Labrador, Canada, having a total area of 425 hectares (1,054.8
acres).  One  of the licenses (license number 011300M), comprising eight claims,
was  inadvertently  allowed to expire and was cancelled on January 24, 2007.  We
reacquired  a 100% interest in the same eight claims under a new mineral license
(license  number  013632M)  by  a Transfer of Mineral Disposition dated July 16,
2007,  from  a  non-affiliated third party.  The mineral licenses underlying the
White  Bear  Arm Property are registered with the Government of Newfoundland and
Labrador  and  are  presently  in  good  standing.

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 commenced the initial
phase  of  exploration  on the White Bear Arm Property.  Upon completion of each
phase  of  exploration,  we  will  make  a decision as to whether or not we will
proceed  with  each  successive  phase based upon the analysis of the results of
that  program.  Our  directors  will  make  this  decision  based  upon  the
recommendations  of  an  independent  geologist who will oversee the program and
record  the  results.

We  presently have no known reserves of any type of mineral.  We plan to conduct
appropriate  exploration  work  on  the  White  Bear  Arm  Property  in order to
ascertain  whether  it  possesses  commercially exploitable reserves of valuable
minerals.  There  can  be no assurance that commercially exploitable reserves of
valuable  minerals exist on the White Bear Arm Property or that we will discover
them,  if they exist.  If we are unable to find reserves of valuable minerals or
we  cannot  remove  the minerals because we either do not have the capital to do
so,  or  because  it  is  not economically feasible to do so, then we will cease
operations  and  our  shareholders  may  lose  their  investment.

Even  if  Phase  I  of our proposed exploration program identifies high priority
geological  targets  suitable  for  a Phase II diamond drilling program, we will
need  to  raise  additional funding to finance the Phase II drilling program and
any additional drilling and engineering studies that are required before we will
know  if  we  have  commercially  exploitable reserves of valuable minerals.  We
anticipate  that  any  additional funding that we require will be in the form of
equity  financing  from  the  sale  of our common stock.  There is no assurance,
however,  that  we will be able to raise sufficient funding from the sale of our
common  stock.  The  risky nature of this enterprise and lack of tangible assets
places  debt  financing  beyond  the credit-worthiness required by most banks or
typical  investors  of  corporate debt until such time as an economically viable
mine  can  be  demonstrated.  We  do  not have any arrangements in place for any
future equity financing.  If we are unable to secure additional funding, we will
cease or suspend operations.  We have no plans, arrangements or contingencies in
place  in  the  event  that  we  cease  operations.

MINERAL  CLAIMS

The  White  Bear Arm Property consists of two non-contiguous mineral exploration
licenses  comprising  a  total  of 17 claims having a total area of 425 hectares
(mineral  rights  licence  numbers 011117M and 013632M), wholly owned by us.  We
hold  all  of  our  mineral  titles free and clear of any encumbrances or liens.

The following table sets out all the mineral exploration licenses that currently
compose  the  White  Bear  Arm  Property.
<TABLE>
<CAPTION>

-------------------------------------------------------------------------------------------
MINERAL                                                         NATIONAL
EXPLORATION                                 NUMBER              TOPOGRAPHIC
LICENSE                                     OF      AREA        SERIES MAP
NUMBER       LICENSEE HOLDER                CLAIMS  (HECTARES)  SHEET         ISSUANCE DATE
-------------------------------------------------------------------------------------------
<S>          <C>                            <C>     <C>         <C>           <C>

011117M      Castmor Resources Ltd. (100%)   9      225         13A/16        July 13, 2005
013632M      Castmor Resources Ltd. (100%)   8      200         13A/16, 3D13  June 4, 2007
-------------------------------------------------------------------------------------------

             TOTALS                          17     425
                                                    (1,054 acres)
===========================================================================================
</TABLE>

Our  mineral exploration licenses entitle us to explore the claims composing the
White  Bear  Arm Property subject to the laws and regulations of the Province of
Newfoundland  and Labrador.  Title to mineral claims are issued and administered
by  the  Mineral  Lands Division of the Ministry of Natural Resources, and title
must  comply  with  all  provisions  under  the  Mineral Act of Newfoundland and
Labrador.

Under  Newfoundland law, our mineral licenses may be held for one year after the
Issuance Date, and thereafter from year to year if, on or before the anniversary
date, we perform assessment work on the underlying claims having a minimum value
of  not  less  than  C$200  per  claim in the first year, C$250 per claim in the
second  year,  and  C$300  per  claim  in  the  third year.  If we are unable to
complete  the assessment work required to be done in any twelve month period, we
can  maintain our claims in good standing by posting a cash security deposit for
the amount of the deficiency.  When the deficient work is completed and accepted
the  security deposit will be refunded.  Otherwise, the security deposit will be
forfeited.  If  we  do  not  comply with these maintenance requirements, then we
will  forfeit  our claims at the end of the anniversary date for each respective
claim.  All  of  our  claims  are  presently  in  good  standing.

GLOSSARY  OF  TECHNICAL  TERMS

The following are the definitions of certain technical and geological terms used
in  this  registration  statement:

AMPHIBOLE:  Family  of  silicate minerals forming prism or needle-like crystals.
Amphibole  minerals  generally  contain iron, magnesium, calcium and aluminum in
varying  amounts,  along  with  water.

AMPHIBOLITE:  A  dark-colored  metamorphic  rock of mafic composition consisting
mainly  of  the  minerals  hornblende  and  plagioclase.

ANATECTIC:  Having  melted  from  preexistent  rock.

ASSAY:  A  chemical  analysis  that  determines the amount of easily extractable
elements  in  a  sample (of rock, soil, till, silt, etc.). The concentrations of
precious metals such as gold and silver are typically reported as grams of metal
per  tonne  of  rocks; base metal assays (copper, lead, zinc, etc.) are given in
weight  percent.  Assay  sheets  from  laboratories  typically  give  gold
concentrations  in  parts  per billion (ppb). 1000 ppb equals 1 part per million
(ppm),  equals  1  gram/tonne (there are about 34 grams in an ounce). Base metal
assays  are  typically  measured  in  ppm  (10,000  ppm  equals  one  percent).

BIOTITE:  common  rock-forming mineral of the mica family. Biotite is a black or
dark  brown  silicate  rich  in  iron,  magnesium,  potassium, aluminum, and, of
course,  silica.  Like  other  micas, it forms flat book-like crystals that peel
apart  into  individual  sheets  on  cleavage  planes.

BOREAL:  Referring  to  the  northern  forests.

CO:  The  chemical  symbol  for  Cobalt.

CONTACT:  The  surface  of  delimitation between a vein and its wall, or country
rock.

CU:  The  chemical  symbol  for  Copper.

DERIVATIVE:  A  rock  composed of materials derived from the weathering of older
rocks,  a  sedimentary rock, or a rock formed of material that has not been in a
state  of  fusion  immediately  before  its  accumulation.

DYKES:  Tabular  igneous  intrusions that cut across the bedding or foliation of
the  country  rock.

ECOCLIMATE:  Climate  operating  as  an  ecological  factor.  The  sum  of  the
meteorological  factors  within  a  habitat.

ESKERS:  A  long, narrow ridge of coarse gravel deposited by a stream flowing in
or  under  a  decaying  glacial  ice  sheet.

FACIES:  The  overall characteristics of a rock unit that reflect its origin and
differentiate the unit from others around it. Mineralogy and sedimentary source,
fossil  content,  sedimentary structures and texture distinguish one facies from
another.

FELSIC:  Igneous  rock  composed  principally  of  feldspars  and  quartz.

FERROMAGNESION:  Containing  iron  and  magnesium.

FLUVIOGLACIAL:  Pertaining to the meltwater streams flowing from wasting glacier
ice  and  esp.  To  the deposits and landforms produced by such streams, as kame
terraces  and  outwash  plains;  relating to the combined action of glaciers and
streams.

FOLIATED:  Of  a  planar  structure or any planar set of minerals in metamorphic
rocks  that  formed  from  direct  pressure  during  deformation.

GABBRO:  Coarse  grained mafic intrusive rock composed mainly of plagioclase and
pyroxene.

GABBROIC:  Having  the  quality  of  gabbro

GABBRONORITE:  Gabbro  containing  orthopyroxene and labradorite, a plagioclasic
feldspar.

GARNET:  Any  of  a  group  of hard silicate minerals having the general formula
asb2(sio4)3,  occurring  chiefly  as  well-formed crystals in metamorphic rocks.

GARNETIFEROUS:  Containing  garnets.

GEOPHYSICS:  The  study  of  the  physical  properties  of  the  earth  and  the
composition  and  movement of its component rock. Geophysics is used extensively
in  mineral  exploration to detect mineralized rocks characterized by any one or
more  of  their  physical  properties.

GNEISS:  A  layered  or banded crystalline metamorphic rock, the grains of which
are  aligned  or  elongated  into  a  roughly  parallel  arrangement.

GOSSAN:  A rusty rock in which iron-bearing sulphide minerals have been oxidized
by  air  and  water.  Gossans  may  overlie  a  significant  sulphide  body.

GRANITE:  Medium  to  coarse-grained  felsic  intrusive  rock.

GRANITE:  An  igneous  (formed from molten material) rock that solidified within
the  Earth's crust and is principally composed of quartz, feldspar, and biotite.

GRANITIC:  See  Granitoid.

GRANITOID:  Pertaining  to  or  composed  of  granite.

GRANULITE:  A  relatively  coarse,  granular  rock  formed at high pressures and
temperatures,  which  may  exhibit  a  crude  gneissic  structure  due  to  the
parallelism  of  flat  lenses  of  quartz  or  feldspar.

GRAPHITE:  Native  carbon  mineral  often  with  high  conductance  properties.

IGNEOUS:  Rock  or  material,  which  solidified  from  molten  material.

INTRUSION:  A  mass  of  rock  that has been forced into or between other rocks.

INTRUSIVE:  A body of igneous rock formed by the consolidation of magma intruded
into  other  rocks,  in  contrast to lavas, which are extruded upon the surface.

LITHOLOGY:  The  character of a rock described in terms of its structure, color,
mineral  composition,  grain  size,  and arrangement of its component parts; all
those  visible  features that in the aggregate impart individuality to the rock.

MAFIC:  Pertaining  to or composed of the ferromagnesian rock-forming silicates,
said  of  some  igneous  rocks  and  their  constituent  minerals.

MAGMA:  Molten  rock,  formed  within  the  inner  parts  of  the  Earth,  which
crystallizes  to  form  an  igneous  rock.

MAGMATIC  SULPHIDE  DEPOSIT:  A  deposit  - usually of nickel, copper, cobalt or
platinum  group  elements  - that is found in mafic or ultramafic igneous rocks.

MAGNETITE:  Magnetic  iron  ore,  being a black iron oxide containing 72.4% iron
when  pure.

MASL:  Metres  above  sea  level.

MASS:  A large irregular deposit of ore, which cannot be recognized as a vein or
bed.

METAMORPHIC:  A  rock  that  has been altered by physical and chemical processes
including  heat,  pressure,  and  fluids.

METASEDIMENTARY:  Having  the  quality  of  a  sediment or sedimentary rock that
shows  evidence  of  having  been  subjected  to  metamorphism.

MIGMATITIC:  Having  the  quality  of  a  composite  rock composed of igneous or
igneous-appearing  and  metamorphic materials that are generally distinguishable
megascopically.

MONZONITE:  A  granular  plutonic rock containing approximately equal amounts of
orthoclase  and  plagioclase, and thus intermediate between syenite and diorite.

MORAINAL:  Have  the  quality  of  a  mass  of  rocks, gravel, sand, clay, etc.,
carried  and  deposited  directly  by  a  glacier.

NI:  The  chemical  symbol  for  Nickel.

OLIVINE:  A  naturally  occurring  mineral  (magnesium-iron  silicate)  that  is
usually  olive  green.

PARAGNEISS:  A  gneiss  formed  by  the  metamorphism  of  a  sedimentary  rock.

PELITIC:  A  fine-grained  sedimentary  rock  composed  of more or less hydrated
aluminum  silicates  with  which  are  mingled  small particles of various other
minerals.

PLAGIOCLASE:  Any  of  a  series  of  triclinic minerals of the feldspar family,
ranging  in  composition  from  albite  to  anorthite  and  found in many rocks.

PSAMMITIC:  Of  or  having  the  quality  of  fine-grained,  clayey  sandstone.

PYRITE:  Iron  sulphide.

QUARTZOFELDSPATHIC:  Composition  of  a  rock  particularly  rich  in silica and
feldspar.

SULPHIDE:  Minerals  in  which  the  metallic  elements  are chemically bound to
sulphur.

TERRACE:  A  raised  portion  of an ancient riverbed or a bank on which alluvial
deposits  may  be  found.

TROCTOLITE:  Igneous rock, found in the lunar highlands, composed of plagioclase
and  olivine.

ULTRAMAFIC:  An  igneous  rock  composed  chiefly  of  mafic  minerals.

HISTORY  OF  THE  CLAIMS

According  to  the  geological  report  prepared  by  Jacques  Whitford Limited,
previous  exploration  work  in  the area of the White Bear Arm Property extends
back  to  the  1950s,  when  various  reconnaissance  missions  were  performed
throughout  the Province of Newfoundland and Labrador.  Documented field work is
found  back  to  the  mid  1990s,  when  the  massive Voisey's Bay nickel-copper
deposits  were  discovered,  spurring  an  exploration  rush  throughout much of
Labrador.

In  the  immediate  area  of  the  White  Bear  Arm  Property,  detailed mineral
exploration  work  was  completed by Noranda Mining and Exploration Inc. in 1995
and  1996.  Geological  mapping,  prospecting,  geochemical  sampling,  airborne
electromagnetics,  and  ground geophysics are some of the many surveys completed
over  the  property.  Noranda  explored the area for its magmatic Ni-Cu sulphide
potential.

Geological  mapping  and  compilation has been completed by the Newfoundland and
Labrador  Department of Mines and Energy.  In the most recent mapping, the White
Bear  Arm  Complex  ("WBAC")  is  described  as  being composed of gabbronorite,
olivine  gabbronorite  and  troctolite,  together  with  lesser  monzonite  and
metamorphic  derivatives  that  in  the  south  are  strongly  deformed  and
metamorphosed  to  amphibolite  intercalated  with metasedimentary gneiss of the
Paradise  River  Metasedimentary Gneiss Belt (PRMBGB).  Pronounced Ni, Co and Cu
lake  bottom  anomalies were also noted in the eastern end of the WBAC  An assay
of  0.15%  Cu  and  0.13% Ni was historically returned from a gossan at Mountain
Brook  in  the  WBAC.

LOCATION  AND  ACCESS

The  White Bear Arm Property is located approximately 13 kilometers northeast of
the  community  of  Charlottetown, Labrador, Canada.  Charlottetown, located 290
kilometers  east-southeast  of the town of Goose Bay, has a gravel air strip for
scheduled  air  traffic,  and is serviced by chartered float plane and scheduled
coastal  boat  traffic during ice free months (June to October).  The town has a
motel,  and  some  supplies and services can be procured there.  The property is
approximately five kilometers from tidewater and is accessible by helicopter for
the  purpose  of  an  initial  assessment.

TOPOGRAPHIC  AND  PHYSICAL  ENVIRONMENT

The  area is moderately to heavily wooded, with some open barren areas on ridges
and  hilltops,  and  underlain by a thick layer of muskeg and caribou moss.  The
topography of the area is locally rugged, with elevations ranging from up to 230
masl,  locally.  The  area  is  heavily  wooded.

The  White  Bear  Arm  Property  is located within the Paradise River Ecoregion,
classified  as  having  a  maritime  mid-boreal  ecoclimate,  with  its  forests
dominated  by  closed  stands  of  balsam  fir  and black spruce.  The region is
dominated  by  northwest trending lakes and bays that mimic the structural grain
of  the  bedrock.  Relief is locally rugged, with elevations reaching 300 meters
above  sea  level.  The  area  is heavily wooded, with some open barren areas on
ridges  and  hilltops.

Composed  of  granites,  gneisses,  and  gabbroic  intrusive  rocks, the area is
generally  rough  and  undulating  with  deeply  dissected coastal margins.  Its
surface rises rapidly from the sea coast to elevations of about 300 masl, and is
covered  with  sandy  morainal  deposits  of  variable thickness.  Fluvioglacial
deposits  are sporadically distributed in the form of eskers and river terraces.

The  general  area  is marked by cool, rainy summers and cold winters.  The mean
annual  temperature  is approximately 1 Celsius.  The mean summer temperature is
11.5  Celsius  and  the  mean winter temperature is -9 Celsius.  The mean annual
precipitation  ranges  800-1100  millimeters.

REGIONAL  GEOLOGY

The  White  Bear  Arm  Property lies within the eastern portion of the Grenville
lithotectonic  province  of  Labrador,  within  rocks  of  the  PRMGB.  The belt
consists  of  sulphide-bearing  pelitic,  migmatitic metasedeimentary gneiss and
minor  psammitic  gneiss  at  amphibolite  to  granulite  facies,  which  are
intercalated  with  granitoid  and  mafic-ultramafic intrusives.  The latter are
generally interpreted by field regional geophysics to be part of the WBAC, which
has  locally  intruded and assimilated the PRMGB, and is interpreted to underlie
it.  According  to  Jacques  Whitford  Limited,  the juxtaposition of a possible
nickel  source  (WRAC) with sulphidic host material (PRMGB), and the presence of
significant  Ni-Cu-Co  lake  bottom  anomalies  provide  an  ideal  exploration
environment  for  Ni-Cu  magmatic  sulphide  deposits.

LOCAL  GEOLOGY

Detailed geology in the vicinity of the White Bear Arm Property was extrapolated
by  Jacques  Whitford  Limited  from  work  completed  by  Noranda  Mining  and
Exploration  Inc.  Underlying  the  area,  the  principal  lithology  is  a
quartzofeldspathic,  frequently  garnetiferous  (some  samples contain up to 50%
garnet),  meta-sedimentary  gneiss.  The  gneiss  is  foliated uniformly, trends
towards  the  northwest, and is steeply dipping.  The outcrop consists of banded
pink  and  black,  fine-grained  garnet-biotite  gneiss.

Locally,  the  spectacular flake graphite is developed, and can attain 5% of the
rock  over  narrow  widths.  Additionally,  disseminated  pyrite,  commonly 2-3%
(occasionally up to 20%) as patches, occurs as rusty staining within the gneiss.
Traces  of  chalcopynte  was  locally  noted  to  occur  in  the  area.

Where  exposure  is  adequate,  amphibolite  is  seen  to  occur parallel to the
foliation,  as  narrow  (amphibole  and  garnet  mineralogy)  dykes,  comprising
dominantly  amphibole,  garnet  and  magnetite.

Granite  in  the  area occurs both as granitic gneiss with banding and anatectic
(diffuse  veining) textures, as well as totally undeformed dykes and masses with
sharp  contacts.  These  late  granites  are  found  to  cross-cut  both  the
paragneisses  and  amphibolites.

GEOLOGY  REPORT

In  January  2006,  we  retained Jacques Whitford Limited to complete an initial
evaluation  of  the  White Bear Arm Property and to prepare a geological summary
report  on  it.  No  representative  of  Jacques  Whitford  Limited  visited the
property  prior  to  preparing  the  report.

Jacques  Whitford  Limited  is  a Canadian owned multidisciplinary environmental
engineering  and sciences consulting firm providing solutions to clients in both
the  public and private sectors. Formed in 1972, the firm has grown to more than
1,100  staff  located  in  40  offices  across  Canada,  the  United  States and
internationally.  Jacques  Whitford  is  licensed  to  practice  Professional
Geoscience  in  Newfoundland  and  Labrador.

RECOMMENDED  EXPLORATION  PROGRAM

Based  on  their review of data relating to the White Bear Arm Property, Jacques
Whitford concluded that the White Bear Arm Property warrants further exploration
because  the  regional  and local geology indicate a prospective environment for
hosting  Ni-Cu  sulphide  deposits  or  industrial  minerals such as garnet.  In
particular,  the  area  contains  sulphide-bearing  rock,  through  which mafic,
Ni-bearing  magma  intrudes.  Garnetiferous  gneiss  has also been mapped on the
property.  Jacques  Whitford  recommended  a  two-phase  exploration  program to
further  evaluate  the  property.

An  estimated  budget  for  our  exploration program is set out in the following
table:

--------------------------------------------------------------------------
PHASE I
--------------------------------------------------------------------------
Geologist, sampling and mapping supervision                       $  2,700
Geological assistant                                              $  1,500
Rock, stream sediment and till sampling                           $  2,500
Room and board lodging in Charlottetown                           $  1,000
Transportation from Goose Bay to project area                     $ 13,500
Permits, fees, filings, insurance and other administrative items     1,000
Reports and maps                                                     1,000
Overhead                                                          $  3,480
--------------------------------------------------------------------------

TOTAL PHASE I COSTS:                                              $ 26,680
--------------------------------------------------------------------------

PHASE II

Diamond Drilling and Core Sampling                                $170,000
Overhead                                                          $ 25,500
--------------------------------------------------------------------------

TOTAL PHASE II COSTS:                                             $195,500
--------------------------------------------------------------------------

TOTAL PROGRAM COSTS:                                              $222,180
==========================================================================

The  above  budget  was  provided  to us by Jacques Whitford and is contained in
their  geological report respecting the White Bear Arm Property.  Actual project
costs  may exceed Jacques Whitford's estimates.  In particular, the cost of fuel
has  increased significantly since the above budget was prepared.  In August and
September of 2008, helicopter transportation costs from Goose Bay to the project
area  prohibitively  exceeded  our budget.  If fuel costs continue to exceed our
budget  for  transportation,  we  will have insufficient capital to complete our
exploration  program.

We anticipate that any additional funding that we require will be in the form of
equity  financing  from  the  sale  of our common stock.  There is no assurance,
however,  that  we will be able to raise sufficient funding from the sale of our
common  stock.  The  risky nature of this enterprise and lack of tangible assets
places  debt  financing  beyond  the credit-worthiness required by most banks or
typical  investors  of  corporate debt until such time as an economically viable
mine  can  be  demonstrated.  We  do  not have any arrangements in place for any
future equity financing.  If we are unable to secure additional funding, we will
cease or suspend operations.  We have no plans, arrangements or contingencies in
place  in  the  event  that  we  cease  operations.

MANAGEMENT  EXPERIENCE

Our  management  has  no  professional  training or technical credentials in the
exploration,  development,  and operation of mines.  Consequently, we may not be
able  to  recognize  or  take advantage of potential acquisition and exploration
opportunities in the sector without the aid of qualified geological consultants.
Moreover, with no direct training or experience, our management may not be fully
aware  of  the  specific requirements related to working in this industry.  They
may make mistakes in their decisions and choices that could cause our operations
and  ultimate  financial  success  to  suffer  irreparable  harm.

GEOLOGICAL  AND  TECHNICAL  CONSULTANTS

Since  our  officers and directors are inexperienced with exploration, we intend
to  retain  qualified  persons  on  a  contract  basis to perform the surveying,
exploration, and excavating of the White Bear Arm Property as needed.  We do not
presently  have  any  verbal or written agreement regarding the retention of any
such  person  for  the  exploration  program.

COMPETITIVE  FACTORS

The  mining  industry  is  highly  fragmented and we will be competing with many
other  exploration  companies  looking  for minerals. We are one of the smallest
exploration  companies  and  are  an infinitely small participant in the mineral
exploration  business.  While  we  will generally compete with other exploration
companies,  there  is  no  competition  for the exploration of minerals from our
claims.

We  are  a  junior  mineral  exploration  company.  We compete with other junior
mineral  exploration  companies for financing from a limited number of investors
that  are  prepared to make investments in junior mineral exploration companies.
The presence of competing junior mineral exploration companies may impact on our
ability to raise additional capital in order to fund our exploration programs if
investors  are  of  the view that investments in competitors are more attractive
based  on  the merit of the mineral properties under investigation and the price
of  the  investment  offered  to  investors.

We  will  also  be  competing with other junior and senior mineral companies for
available  resources,  including,  but  not limited to, professional geologists,
camp  staff,  mineral  exploration  supplies  and  drill  rigs.

LOCATION  CHALLENGES

We  do  not expect any major challenges in accessing the White Bear Arm Property
during  the  initial  exploration  stages.

REGULATIONS

Our  mineral exploration program is subject to the regulations of the Department
of  Natural  Resources  of  Newfoundland  &  Labrador.

We  will  secure  all  necessary  permits for exploration and, if development is
warranted on the property, we will file final plans of operation before we start
any  mining operations.  We anticipate no discharge of water into active stream,
creek,  river, lake or any other body of water regulated by environmental law or
regulation.  Restoration  of  the  disturbed land will be completed according to
law.  All  holes,  pits  and  shafts  will  be  sealed  upon  abandonment of the
property.  It  is  difficult  to  estimate  the  cost  of  compliance  with  the
environmental  law  since  the full nature and extent of our proposed activities
cannot  be  determined  until  we  start  our operations and know what that will
involve  from  an  environmental  standpoint.

Exploration  stage  companies  are not required to discuss environmental matters
except  as  they relate to exploration activities. The only "cost and effect" of
compliance  with environmental regulations in Canada is returning the surface to
its  previous  condition  upon  abandonment  of  the  property.

EMPLOYEES

We  currently  have  no employees other than our two officers and directors, who
have not been paid for their services.  We do not have any employment agreements
with  our  directors  and  officers.  We  do not presently have pension, health,
annuity,  insurance,  stock  options,  profit  sharing or similar benefit plans;
however,  we  may  adopt  plans  in  the future. There are presently no personal
benefits  available  to  our  officers  and  directors.

We  do  not intend to hire additional employees at this time. All of the work on
the  property  will be conducted by unaffiliated independent contractors that we
will  hire.  The  independent  contractors  will  be  responsible for surveying,
geology,  engineering, exploration, and excavation. The geologists will evaluate
the  information  derived  from the exploration and excavation and the engineers
will advise us on the economic feasibility of removing the mineralized material.

ITEM  1A.     RISK  FACTORS.

We  are a smaller reporting company as defined by Rule 12b-2 of the Exchange Act
and  are  not  required  to  provide  the  information required under this item.

ITEM  1B.     UNRESOLVED  STAFF  COMMENTS.

We  are a smaller reporting company as defined by Rule 12b-2 of the Exchange Act
and  are  not  required  to  provide  the  information required under this item.

ITEM  2.     PROPERTIES.

We  have  a  100% interest in the White Bear Arm Property, comprising 17 mineral
claims  located along southeastern coastal Labrador, approximately 13 kilometers
northeast  of the community of Charlottetown in Labrador, Canada, having a total
area of 425 hectares (1,054.8 acres). This interest only relates to the right to
explore  for  and  extract  minerals  from  the  claims.  We do not own any real
property interest in the claims.  We do not own or lease any property other than
the  White  Bear  Arm  Property.


ITEM  3.     LEGAL  PROCEEDINGS

Neither  Castmor  Resources,  nor any of its officers or directors is a party to
any material legal proceeding or litigation and such persons know of no material
legal  proceeding  or  contemplated  or  threatened  litigation.  There  are  no
judgments  against  Castmor Resources or its officers or directors.  None of our
officers or directors have been convicted of a felony or misdemeanor relating to
securities  or  performance  in  corporate  office.

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

No  matters  were  submitted  to a vote of the Company's shareholders during the
fiscal  year  ended  August  31,  2008.

                                    PART II

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

Our  stock is presently traded on the NASD over-the-counter bulletin board under
the  trading  symbol  "CASL".  As  of  August  31, 2008, there were 53 owners of
record  of  our  common  stock.

DIVIDEND  POLICY

Our  Board  of  Directors may declare and pay dividends on outstanding shares of
common  stock  out  of funds legally available there for in our sole discretion;
however,  to  date  no  dividends  have  been paid on common stock and we do not
anticipate  the  payment  of  dividends  in  the  foreseeable  future.

RECENT  SALES  OF  UNREGISTERED  SECURITIES

On  October  25,  2005,  we  issued  750,000  restricted  common  shares  to  a
non-affiliated  person  in  exchange for cash of $15,000. The shares were issued
without  registration  under  the  Securities  Act  of  1933  in  reliance on an
exemption  from  registration provided by Regulation S of the Securities Act. No
general  solicitation  was  made  in  connection with the offer or sale of these
securities.

On  October  31,  2005,  we  issued  180,000  restricted  common  shares  to  a
non-affiliated  person  in  exchange  for debt settlement in connection with the
acquisition  of  mineral  claims  for $3,600 (CAD$4,250). The shares were issued
without  registration  under  the  Securities  Act  of  1933  in  reliance on an
exemption  from  registration provided by Regulation S of the Securities Act. No
general  solicitation  was  made  in  connection with the offer or sale of these
securities.

From  September  28, 2007 to November 28, 2007, we issued 1,205,000 free-trading
shares  of  our  common  stock at a price of $0.05 per share to 47 investors for
gross proceeds of $120,250 in reliance upon an exemption from registration under
Regulation  A,  promulgated  under  the  Securities  Act  of 1933.  Our Offering
Statement  on  Form  1-A  was  declared qualified by the Securities and Exchange
Commission  (Commission  File  No.  024-10187) on September 28, 2007.  No shares
were  sold  to  residents  of  the  United  States.

PENNY  STOCK  REGULATION

Our  shares  must  comply  with  the  Penny  Stock Reform Act of 1990, which may
potentially  decrease our shareholders' ability to easily transfer their shares.
Broker-dealer  practices  in  connection with transactions in "penny stocks" are
regulated.  Penny  stocks  generally  are equity securities with a price of less
than  $5.00.  The  penny  stock  rules  require  a  broker-dealer,  prior  to  a
transaction  in  a penny stock not otherwise exempt from the rules, to deliver a
standardized  risk  disclosure  document  that  provides information about penny
stocks  and  the  risks  in  the penny stock market. The broker-dealer also must
provide  the customer with current bid and offer quotations for the penny stock,
the  compensation  of  the broker-dealer and its salesperson in the transaction,
and monthly account statements showing the market value of each penny stock held
in  the customer's account. In addition, the penny stock rules generally require
that  prior  to a transaction in a penny stock, the broker-dealer make a special
written  determination  that  the  penny  stock is a suitable investment for the
purchaser  and  receive  the  purchaser's  written agreement to the transaction.
These  disclosure  requirements  may  have  the  effect of reducing the level of
trading  activity  in the secondary market for a stock that must comply with the
penny  stock  rules.  Since  our shares must comply with such penny stock rules,
our  shareholders  will  in  all likelihood find it more difficult to sell their
securities.

ITEM  6.     SELECTED  FINANCIAL  DATA

We  are a smaller reporting company as defined by Rule 12b-2 of the Exchange Act
and  are  not  required  to  provide  the  information required under this item.

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

Our business plan is to explore the White Bear Arm Property to determine whether
it  contains  commercially exploitable reserves of valuable minerals.  We intend
to  proceed  with  Phase  I  of  the  exploration program recommended by Jacques
Whitford.  Phase  I will consist of expanded geological mapping, and geochemical
sampling  that  will  cover  previously established grid areas, as well as other
prospective  sites  that  may  be  developed  to delineate either base metals or
industrial  minerals.  Geochemical  sampling  will include rock, stream sediment
and  till  sampling.  Several  airborne  electromagnetic  anomalies  will  be
re-verified  on  the ground and mapped for size and extent.  If Phase I develops
any  high  priority  targets  for further exploration, then we will proceed with
Phase  II of the proposed exploration program, consisting of  800 to 1000 metres
of  diamond  drilling,  mobilized  to  the  nearest  road  by  truck,  then
helicopter-supported  from  that  point.

Our  budget  for Phase I, as recommended by Jacques Whitford, is $26,660.  Since
the  date  of  the Jacques Whitford geological report, fuel costs and helicopter
transportation  expenses  have  increased beyond our budgeted capital resources.
In  August and September of 2008, helicopter transportation costs from Goose Bay
to the project area prohibitively exceeded our budget.  We were therefore unable
to  commence  exploration  of the White Bear Arm Property before the 2008 winter
season.  Due  to  snow  conditions,  we  do  not  expect  to be able to commence
exploration  of  the  White  Bear Arm Property until May of 2009, subject to the
availability  of  a  geologist  and  helicopter  transportation.  If  fuel costs
continue  to  exceed  our  budget  for  transportation we will have insufficient
capital  to  complete  our  exploration  program.

We anticipate that any additional funding that we require will be in the form of
equity  financing  from  the  sale  of our common stock.  There is no assurance,
however,  that  we will be able to raise sufficient funding from the sale of our
common  stock.  The  risky nature of this enterprise and lack of tangible assets
places  debt  financing  beyond  the credit-worthiness required by most banks or
typical  investors  of  corporate debt until such time as an economically viable
mine  can  be  demonstrated.  We  do  not have any arrangements in place for any
future equity financing.  If we are unable to secure additional funding, we will
cease or suspend operations.  We have no plans, arrangements or contingencies in
place  in  the  event  that  we  cease  operations.

We  do  not  have  plans  to  purchase  any significant equipment or to hire any
employees  during  the  next  12  months  and  unless  we  have proved reserves.

RESULTS  OF  OPERATIONS

Our  business is in the early stage of development.  Since inception on June 27,
2005  we have not earned any revenue and we have not identified any commercially
exploitable reserves of valuable minerals on our property.  We do not anticipate
earning revenue unless we enter into commercial production of the White Bear Arm
Property.  We  are presently in the exploration stage of our business and we can
provide  no assurance that we will discover commercially exploitable reserves of
valuable  minerals on the White Bear Arm Property, or that if such resources are
discovered  that  we  will  commercially  produce  them.

We  incurred  operating  expenses  in  the  amount of $19,035 for the year ended
August  31,  2008.  These  operating expenses included: (a) professional fees of
$14,573; (b) interest expenses of $2,086; (c) office expenses of $1,124; and (d)
other  miscellaneous  expenses  of  $1,252.

LIQUIDITY  AND  CAPITAL  RESOURCES

Since  inception  on  June  27,  2005 our activities have been financed from the
proceeds  of  share  subscriptions and a promissory note for $15,000 issued to a
non-affiliated  third  party  on  July  31,  2007.  The  promissory note accrued
interest at the rate of 20% per annum, calculated semi-annually, and was due and
payable  on  July 31, 2008.  The note plus accrued interest in the amount $2,336
was paid in full on May 1, 2008.  Proceeds from the promissory note were used to
pay  for  offering  expenses,  claim  renewal  and  working  capital.

As  of  August  31,  2008 we had total assets of $49,618 comprised of $41,549 in
cash and $8,069 in the form of a security deposit on our mineral properties.  We
have  sufficient working capital to maintain our present level of operations for
the  next  12  months,  but due to increased fuel costs our available capital is
presently  insufficient to complete Phase I of our proposed exploration program.
Unless  fuel costs substantially decline, we will be required to seek additional
funding  in  order  to  complete  Phase  I  of  our  exploration  program.

We anticipate that any additional funding that we require will be in the form of
equity  financing  from  the  sale  of our common stock.  There is no assurance,
however,  that  we will be able to raise sufficient funding from the sale of our
common  stock.  The  risky nature of this enterprise and lack of tangible assets
places  debt  financing  beyond  the credit-worthiness required by most banks or
typical  investors  of  corporate debt until such time as an economically viable
mine  can  be  demonstrated.  We  do  not have any arrangements in place for any
future equity financing.  If we are unable to secure additional funding, we will
cease or suspend operations.  We have no plans, arrangements or contingencies in
place  in  the  event  that  we  cease  operations.

ITEM 7A.     QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

We are a smaller reporting company as defined by Rule 12b-2 of the Exchange Act
and are not required to provide the information required under this item.


<PAGE>



ITEM 8.     FINANCIAL STATEMENTS

                         INDEX TO FINANCIAL STATEMENTS

                             CASTMOR RESOURCES LTD.
                         (A DEVELOPMENT STAGE COMPANY)



  FINANCIAL STATEMENTS FOR THE YEARS ENDED AUGUST 31, 2007 AND AUGUST 31, 2008

Report of Independent Registered Public Accounting Firm
Balance Sheets
Statements of Stockholders Equity
Statements of Operations
Statements of Cash Flows
Notes to Financial Statements


<PAGE>
CHANG LEE LLP
Chartered Accountants
                                                           505-815 Hornby Street
                                                        Vancouver, B.C., V6Z 2E6
                                                               Tel: 604-687-3776
                                                              Fax:  604-688-3373



            REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM


To  the  Board  of  Directors  and  Stockholders  of

CASTMOR RESOURCES LTD.
(An exploration stage company)

We  have  audited  the accompanying balance sheets of Castmor Resources Ltd. (an
exploration  stage  company)  as  at  August  31,  2008 and 2007 and the related
statements  of  stockholders'  equity,  operations and cash flows for the period
from  June  27,  2005  (date  of  inception) to August 31, 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  audit in accordance with the standards of the Public Company
Accounting Oversight Board (United States). Those standards require that we plan
and  perform  an  audit  to  obtain  reasonable  assurance whether the financial
statements  are free of material misstatement. An audit includes examining, on a
test  basis,  evidence  supporting  the amounts and disclosures in the financial
statements.  An audit also includes assessing the accounting principles used and
significant  estimates  made  by  management,  as well as evaluating the overall
financial  statement  presentation.  We  believe  that  our  audit  provides  a
reasonable  basis  for  our  opinion.

In  our  opinion,  the financial statements referred to above present fairly, in
all  material  respects,  the financial position of the Company as at August 31,
2008  and  2007  and  the  results  of its operations and its cash flows for the
period  from June 27, 2005 (date of inception) to August 31, 2008, in conformity
with  accounting  principles generally accepted in the United States of America.

The  accompanying  financial  statements have been prepared assuming the Company
will  continue  as  a  going  concern.  As  discussed in Note 1 to the financial
statements, the Company incurred losses from operations since inception, has not
attained  profitable  operations  and  is  dependent  upon  obtaining  adequate
financing to fulfill its exploration activities. These factors raise substantial
doubt  about  the Company's ability to continue as a going concern. Management's
plans  in  regard  to  these matters are also discussed in Note 1. The financial
statements  do not include any adjustments that might result from the outcome of
this  uncertainty.




Vancouver, Canada                                            "CHANG LEE LLP"
November  14,  2008                                       Chartered  Accountants

<PAGE>
<TABLE>
<CAPTION>

CASTMOR RESOURCES LTD.
(An exploration stage company)

Balance Sheets
August 31, 2008
(Expressed in U.S. Dollars)
---------------------------------------------------------------------------------------------
                                                                         August 31  August 31
                                                                              2008       2007
---------------------------------------------------------------------------------------------
<S>                                                                      <C>        <C>
ASSETS

CURRENT ASSETS
Cash and cash equivalents                                                $ 41,549   $ 16,889

MINERAL RESOURCE SECURITY DEPOSIT                                           8,069      3,763
---------------------------------------------------------------------------------------------

TOTAL ASSETS                                                             $ 49,618   $ 20,652
=============================================================================================

LIABILITIES AND STOCKHOLDERS' EQUITY

LIABILITIES

CURRENT LIABILITIES
Accounts payable and accrued liabilities                                    5,628      2,877
Promissory note                                                                 -     15,000
---------------------------------------------------------------------------------------------

TOTAL LIABILITIES                                                           5,628     17,877
---------------------------------------------------------------------------------------------

STOCKHOLDERS' EQUITY

SHARE CAPITAL
Authorized:
     50,000,000 preferred shares at a par value of $0.0001 per share
          Issued and outstanding:  Nil
     100,000,000 common shares with a par value of $0.0001 per share
          Issued and outstanding:  12,435,000 common shares                 1,244      1,123
                                   (August 31, 2007:  11,230,000)

ADDITIONAL PAID-IN CAPITAL                                                 78,636     18,507

(DEFICIT) ACCUMULATED DURING THE EXPLORATION STAGE                        (35,890)   (16,855)
---------------------------------------------------------------------------------------------

TOTAL STOCKHOLDERS' EQUITY                                                 43,990      2,775
---------------------------------------------------------------------------------------------

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                               $ 49,618   $ 20,652
=============================================================================================
</TABLE>
The accompanying notes are an integral part of these financial statements.

<PAGE>
<TABLE>
<CAPTION>

CASTMOR RESOURCES LTD.
(An exploration stage company)

Statements of Stockholders' Equity
For the period from June 27, 2005 (inception) to August 31, 2008
(Expressed in U.S. Dollars)
---------------------------------------------------------------------------------------------------------------------------
                                                                                                     Deficit
                                                                                                 accumulated          Total
                                                                                     Additional       during  stockholders'
                                               Preferred Stock     Common Stock         paid-in  exploration         equity
                                                Shares  Amount      Shares   Amount     capital        stage   (deficiency)
---------------------------------------------------------------------------------------------------------------------------
<S>                                             <C>     <C>     <C>         <C>      <C>         <C>          <C>

Issuance of common stock for settlement
     of debt July 16, 2005 ($0.0001 per share)       -  $    -  10,300,000  $ 1,030  $       -   $        -   $      1,030

Loss and comprehensive loss for the period           -       -           -        -          -       (1,914)        (1,914)
---------------------------------------------------------------------------------------------------------------------------

Balance, August 31, 2005                             -       -  10,300,000  $ 1,030  $       -   $   (1,914)  $       (884)
---------------------------------------------------------------------------------------------------------------------------

Issuance of common stock for cash
     October 25, 2005 ($0.02 per share)              -  $    -     750,000  $    75  $  14,925   $        -   $     15,000

Issuance of common stock for settlement
   of debt October 31, 2005 ($0.02 per share)        -  $    -     180,000  $    18  $   3,582   $        -   $      3,600

Loss and comprehensive loss for the year             -       -           -        -          -       (9,537)        (9,537)
---------------------------------------------------------------------------------------------------------------------------

Balance, August 31, 2006                             -  $    -  11,230,000  $ 1,123  $  18,507   $  (11,451)  $      8,179
---------------------------------------------------------------------------------------------------------------------------

Loss and comprehensive loss for the year             -       -           -        -          -       (5,404)        (5,404)
---------------------------------------------------------------------------------------------------------------------------

Balance, August 31, 2007                             -  $    -  11,230,000  $ 1,123  $  18,507   $  (16,855)  $      2,775
---------------------------------------------------------------------------------------------------------------------------

Issuance of common stock for cash
     November 30, 2007 ($0.05 per share)             -  $    -   1,205,000  $   121  $  60,129   $        -   $     60,250

Loss and comprehensive loss for the year             -       -           -        -          -      (19,035)       (19,035)
---------------------------------------------------------------------------------------------------------------------------

Balance, August 31, 2008                             -  $    -  12,435,000  $ 1,244  $  78,636   $  (35,890)  $     43,990
===========================================================================================================================
</TABLE>
The accompanying notes are an integral part of these financial statements



<PAGE>
<TABLE>
<CAPTION>

CASTMOR RESOURCES LTD.
(A exploration stage company)

Statements of Operations
(Expressed in U.S. Dollars)
-------------------------------------------------------------------------------------------------------
                                                      Cumulative from
                                                        June 27, 2005
                                                       (inception) to       Year ended       Year ended
                                                      August 31, 2008  August 31, 2008  August 31, 2007
-------------------------------------------------------------------------------------------------------
<S>                                                   <C>              <C>              <C>
EXPENSES

Bank charges                                          $          248   $          173   $           51
Consulting fees                                                  398                -                -
Interest                                                       2,336            2,086              250
Office expenses                                                6,155            1,124            1,684
Professional fees                                             20,674           14,573            2,500
Resource property acquisition and exploration costs            5,000                -              919
Transfer expenses                                              1,079            1,079                -
-------------------------------------------------------------------------------------------------------

LOSS FROM OPERATIONS                                          35,890           19,035            5,404
-------------------------------------------------------------------------------------------------------

NET LOSS AND COMPREHENSIVE LOSS FOR THE PERIOD        $      (35,890)  $      (19,035)  $       (5,404)
-------------------------------------------------------------------------------------------------------

BASIC AND DILUTED LOSS PER SHARE                                       $        (0.00)  $        (0.00)
=======================================================================================================

WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING
- basic and diluted                                                        12,135,396       11,230,000
=======================================================================================================
</TABLE>
The accompanying notes are an integral part of these financial statements

<PAGE>
<TABLE>
<CAPTION>

CASTMOR RESOURCES LTD.
(An exploration stage company)

Statements of Cash Flows
(Expressed in U.S. Dollars)
---------------------------------------------------------------------------------------------------
                                                  Cumulative from
                                                    June 27, 2005
                                                   (inception) to       Year ended       Year ended
                                                 Augusts 31, 2008  August 31, 2008  August 31, 2007
---------------------------------------------------------------------------------------------------
<S>                                             <C>                <C>              <C>

CASH FLOWS FROM (USED IN) OPERATING ACTIVITIES
Net (Loss) for the period                       $        (35,890)  $      (19,035)  $       (5,404)

Changes in operating assets and liabilities
- (increase) decrease in prepaid expenses                      -                -              623
- (increase) decrease in security deposit                 (8,069)          (4,306)          (2,110)
- accounts payable and accrued liabilities                10,258            2,751              693
---------------------------------------------------------------------------------------------------

NET CASH (USED IN) OPERATING ACTIVITIES                  (33,701)         (20,590)          (6,198)
---------------------------------------------------------------------------------------------------

CASH FLOWS FROM (USED IN) FINANCING ACTIVITIES
Proceeds from promissory note                                  -          (15,000)          15,000
Proceeds from issuance of common stock                    75,250           60,250                -
---------------------------------------------------------------------------------------------------

NET CASH PROVIDED BY FINANCING ACTIVITIES                 75,250           45,250           15,000
---------------------------------------------------------------------------------------------------

INCREASE IN CASH AND CASH EQUIVALENTS                     41,549           24,660            8,802

CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD                 -           16,889            8,087
---------------------------------------------------------------------------------------------------

CASH AND CASH EQUIVALENTS, END OF PERIOD        $         41,549   $       41,549   $       16,889
===================================================================================================

SUPPLEMENTAL CASH FLOW INFORMATION

Interest paid                                   $          2,336   $        2,336   $            -
===================================================================================================

Income taxes paid                               $              -   $            -   $            -
===================================================================================================
</TABLE>
The accompanying notes are an integral part of these financial statements

<PAGE>
NOTE 1 - ORGANIZATION AND DESCRIPTION OF BUSINESS

Castmor Resources Ltd. (hereinafter "the Company") was incorporated in the State
of  Nevada,  U.S.A.,  on June 27, 2005.  The Company's fiscal year end is August
31.

The  Company  has  been in the exploration stage since its formation and has not
yet  realized  any revenues from its operations.  It is primarily engaged in the
acquisition  and  exploration  of  mining  properties.  Upon  location  of  a
commercially  minable  reserve, the Company expects to actively prepare the site
for its extraction and enter a development stage.  In 2005, the Company acquired
mineral  interests  in  two non-contiguous properties located along southeastern
coastal  Labrador,  approximately  13  kilometers  northeast of the community of
Charlottetown,  Labrador,  Canada  and  has  not  yet  determined  whether these
properties  contain  reserves  that  are  economically  recoverable.

These  financial  statements  have  been  prepared  in accordance with generally
accepted  accounting  principles in the United States of America applicable to a
going  concern  which  assume  that  the  Company  will  realize  its assets and
discharge  its  liabilities  in  the normal course of business.  The Company has
incurred  accumulated  losses  of  $35,890  since inception and has no source of
revenue.  The  future  of  the  Company  is dependent upon its ability to obtain
financing and upon future acquisition, exploration and development of profitable
operations  from  its  mineral properties.  These factors create doubt as to the
ability  of  the Company to continue as a going concern.  Realization values may
be  substantially different from the carrying values as shown in these financial
statements  should  the  Company  be  unable  to  continue  as  a going concern.
Management  is in the process of identifying sources for additional financing to
fund  the  ongoing  development  of  the  Company's  business.

NOTE  2  -  SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES

The  financial  statements  of the Company have been prepared in accordance with
the  generally  accepted  accounting principles in the United States of America.
Because a precise determination of many assets and liabilities is dependent upon
future  events, the preparation of financial statements for a period necessarily
involves  the  use of estimates that have been made using careful judgment.  The
financial statements have, in management's opinion been properly prepared within
reasonable  limits  of  materiality  and within the framework of the significant
accounting  policies  summarized  below:

Accounting  Method

The  Company's  financial  statements  are  prepared  using the accrual basis of
accounting  in  accordance  with accounting principles generally accepted in the
United  States  of  America.

Cash  and  Cash  Equivalents

For  purposes  of  the statement of cash flows, the Company considers all highly
liquid  investments  and short-term debt instruments with original maturities of
three months or less to be cash equivalents.   As at August 31, 2008, there were
no  cash  equivalents.

Use  of  Estimates

The  preparation  of  financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect  the  reported  amounts  of  assets  and  liabilities,  and disclosure of
contingent  assets  and liabilities at the date of the financial statements, and
the  reported amounts of revenues and expenses for the reporting period.  Actual
results  could  differ  from  these  estimates.

<PAGE>
NOTE  2  -  SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES  (CONTINUED)

Concentration  of  Credit  Risk

The  Company  places  its  cash  and  cash  equivalents with high credit quality
financial  institutions.  As of August 31, 2008, the Company had no amounts in a
bank  beyond  insured  limits.

Foreign  Currency  Transactions

The  Company  is  located and operating outside of the United States of America.
It  maintains  its  accounting  records  in  U.S.  Dollars  as  follows:

At the transaction date each asset, liability, revenue and expense is translated
into  U.S.  dollars  by the use of the exchange rate in effect at that date.  At
the  period  end,  monetary  assets and liabilities are re-measured by using the
exchange  rate in effect at that date.  The resulting foreign exchange gains and
losses  are  included  in  operations.

Fair  Value  of  Financial  Instruments

The  Company's  financial  instruments  as  defined  by  Statement  of Financial
Accounting  Standards  No.  107,  "Disclosures  about  Fair  Value  of Financial
Instruments," include cash and cash equivalents and accounts payable and accrued
liabilities.  Fair  values  were assumed to approximate carrying value for these
financial  instruments,  except  where noted.  Management is of the opinion that
the  Company is not exposed to significant interest or credit risks arising from
these financial instruments.  The Company is operating outside the United States
of  America  and  has  significant  exposure to foreign currency risk due to the
fluctuation  of  currency  in  which  the  Company  operates  and  U.S. dollars.

Mineral  Property  Payments  and  Exploration  Costs

The  Company  expenses  all  costs  related  to the acquisition, maintenance and
exploration  of  mineral claims in which it has secured exploration rights prior
to  establishment  of proven and probable reserves.  When it has been determined
that  a  mineral  property  can  be  economically  developed  as  a  result  of
establishing  proven  and  probable reserves, the costs incurred to develop such
property  are  capitalized.  Such  costs  will  be  amortized  using  the
units-of-production  method over the estimated life of the probable reserve.  To
date,  the  Company  has  not  established  the  commercial  feasibility  of its
exploration  prospects;  therefore,  all  costs  are  being  expensed.

Long-lived  assets  impairment

Long-lived  assets of the Company are reviewed for impairment whenever events or
circumstances  indicate  that  the  carrying  amount  of  assets  may  not  be
recoverable,  pursuant  to  guidance established in SFAS No. 144, Accounting for
the  Impairment  or  Disposal  of  Long-Lived  Assets.

Management  considers  assets  to  be impaired if the carrying value exceeds the
future  projected  cash  flows from related operations (undiscounted and without
interest  charges). If impairment is deemed to exist, the assets will be written
down  to  fair value. Fair value is generally determined using a discounted cash
flow  analysis.


<PAGE>
NOTE  2  -  SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES  (CONTINUED)

Assets  retirement  obligations

The  Company  has  adopted  SFAS  No  143,  Accounting  for  Assets  Retirement
Obligations  which  requires  that  the  fair  value of a liability for an asset
retirement  obligation be recognized in the period in which it is incurred. SFAS
No.  143 requires the Company to record a liability for the present value of the
estimated  site  restoration  costs  with corresponding increase to the carrying
amount  of the related long-lived assets. The liability will be accreted and the
asset  will  be depreciated over the life of the related assets. Adjustments for
changes  resulting  from the passage of time and changes to either the timing or
amount  of the original present value estimate underlying the obligation will be
made.  As  at  August  31,  2008, the Company does not have any asset retirement
obligations.

Costs associated with environmental remediation obligations will be accrued when
it  is  probable  that  such  costs  will be incurred and they can be reasonably
estimated.

Stock-Based  Compensation

The Company adopted SFAS No. 123(revised), "Share-Based Payment", to account for
its  stock  options  and  similar  equity  instruments  issued.  Accordingly,
compensation  costs  attributable to stock options or similar equity instruments
granted  are measured at the fair value at the grant date, and expensed over the
expected  vesting period.  SFAS No. 123(revised) requires excess tax benefits be
reported  as  a  financing cash inflow rather than as a reduction of taxes paid.

The  Company  did not grant any stock options during the period ended August 31,
2008.

Comprehensive  Income

The  Company  adopted  Statement of Financial Accounting Standards No. 130 (SFAS
130),  Reporting Comprehensive Income, which establishes standards for reporting
and  display  of  comprehensive income, its components and accumulated balances.
The  Company  is  disclosing  this information on its Statement of Stockholders'
Equity.  Comprehensive  income  comprises  equity  except  those  resulting from
investments  by owners and distributions to owners.  The Company has no elements
of  "other  comprehensive  income"  for  the  period  ended  August  31,  2008.

Income  Taxes

The  Company  has  adopted  Statement  of Financial Accounting Standards No. 109
(SFAS 109), Accounting for Income Taxes, which requires the Company to recognize
deferred  tax liabilities and assets for the expected future tax consequences of
events  that  have  been recognized in the Company's financial statements or tax
returns using the liability method.  Under this method, deferred tax liabilities
and  assets  are  determined  based  on  the  temporary  differences between the
financial  statement  and  tax bases of assets and liabilities using enacted tax
rates  in  effect in the years in which the differences are expected to reverse.

Basic  and  Diluted  Loss  Per  Share

In  accordance  with  SFAS  No.  128  - "Earnings Per Share", the basic loss per
common  share  is computed by dividing net loss available to common stockholders
by  the  weighted average number of common shares outstanding.  Diluted loss per
common  share is computed similar to basic loss per common share except that the
denominator  is increased to include the number of additional common shares that
would  be  outstanding if the potential common shares had been issued and if the
additional  common  shares  were  dilutive.


<PAGE>
NOTE  2  -  SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES  (CONTINUED)

New  Accounting  Pronouncements

In  December 2007, the Financial Accounting Standards Board ("FASB") issued SFAS
No.  141,  (revised  2007),  "Business  Combinations".  SFAS  141(R) applies the
acquisition  method  of accounting for business combinations established in SFAS
141  to  all  acquisitions  where  the  acquirer  gains  a controlling interest,
regardless  of  whether  consideration was exchanged.  Consistent with SFAS 141,
SFAS  141(R)  requires  the acquirer to fair value the assets and liabilities of
the  acquiree and record goodwill on bargain purchases, with main difference the
application  to  all  acquisitions  where  control  is achieved.  SFAS 141(R) is
effective  for  financial  statements  issued  for  fiscal years beginning after
December  15,  2008.  The  adoption  of this statement is not expected to have a
material  effect  on  the  Company's  future  financial  position  or results of
operations.

In  December 2007, the Financial Accounting Standards Board ("FASB") issued SFAS
No.  160,  "Noncontrolling  Interests  in Consolidated Financial Statements - An
amendment  of  ARB  No.  51".SFAS  160  requires  companies  with noncontrolling
interests to disclose such interests clearly as a portion of equity but separate
from  the  parent's equity.  The noncontrolling interest's portion of net income
must  also  be clearly presented on the Income Statement.  SFAS 160 is effective
for  financial  statements  issued for fiscal years beginning after December 15,
2008.  The  adoption of this statement is not expected to have a material effect
on  the  Company's  future  financial  position  or  results  of  operations.

In March 2008, the FASB issued FASB Statement No. 161 ("SFAS 161"), "Disclosures
about  Derivative  Instruments  and  Hedging  Activities".  SFAS  161  requires
companies with derivative instruments to disclose information that should enable
financial-statement  users  to  understand how and why a company uses derivative
instruments,  how  derivative instruments and related hedged items are accounted
for  under  FASB  Statement  No.  133 "Accounting for Derivative Instruments and
Hedging  Activities"  and  how  derivative  instruments and related hedged items
affect  a  company's  financial  position, financial performance and cash flows.
SFAS  161  is  effective  for  financial  statements issued for fiscal years and
interim  periods  beginning  after  November  15,  2008.  The  adoption  of this
statement  is  not  expected  to  have a material effect on the Company's future
financial  position  or  results  of  operations.

In  May 2008, the FASB issued SFAS No. 162, "The Hierarchy of Generally Accepted
Accounting Principles". SFAS 162 identifies the sources of accounting principles
and  the framework for selecting the principles to be used in the preparation of
financial  statements  of  non-governmental  entities  that  are  presented  in
conformity  with  generally accepted accounting principles in the United States.
It  is  effective  60  days  following  the SEC's approval of the Public Company
Accounting Oversight Board amendments to AU Section 411, "The Meaning of Present
Fairly  in  Conformity  With  Generally  Accepted  Accounting  Principles".  The
adoption  of  this  statement  is  not expected to have a material effect on the
Company's  financial  statements.

In  April 2008, the FASB issued FSP No. 142-3, "Determination of the Useful Life
of  Intangible  Assets"  ("FSP  142-3").  FSP 142-3 amends the factors an entity
should  consider  in  developing  renewal  or  extension  assumptions  used  in
determining the useful life of recognized intangible assets under FASB Statement
No.  142,  "Goodwill  and  Other  Intangible  Assets". This new guidance applies
prospectively  to  intangible  assets  that  are acquired individually or with a
group of other assets in business combinations and asset acquisitions. FSP 142-3
is  effective  for  financial  statements  issued  for  fiscal years and interim
periods  beginning  after  December  15, 2008. Early adoption is prohibited. The
adoption  of  this  statement  is  not expected to have a material effect on the
Company's  financial  statements.

In  May  2008, FASB issued FASB Staff Position ("FSP") APB 14-1, "Accounting for
Convertible  Debt  Instruments  That  May  Be  Settled  in  Cash upon Conversion
(Including  Partial  Cash  Settlement)" ("FSP APB 14-1"). FSP APB 14-1 clarifies
that  convertible  debt  instruments  that  may  be  settled in cash upon either
mandatory  or  optional  conversion  (including partial cash settlement) are not
addressed  by  paragraph  12  of APB Opinion No. 14, "Accounting for Convertible
Debt  and Debt issued with Stock Purchase Warrants."  Additionally, FSP APB 14-1
specifies  that  issuers  of  such instruments should separately account for the
liability  and  equity  components  in  a  manner that will reflect the entity's
nonconvertible  debt  borrowing  rate  when  interest  cost  is  recognized  in
subsequent  periods.  FSP  APB 14-1 is effective for financial statements issued
for  fiscal  years beginning after December 15, 2008, and interim periods within
those fiscal years. We will adopt FSP APB 14-1 beginning in the first quarter of
2009,  and  this standard must be applied on a retrospective basis. The adoption
of  this  statement  is  not expected to have a material effect on the Company's
financial  statements.

FASB  has  issued  Statement of Financial Accounting Standards ("SFAS") No. 163,
Accounting  for  Financial Guarantee Insurance Contracts. SFAS No. 163 clarifies
how  SFAS  No. 60, Accounting and Reporting by Insurance Enterprises, applies to
financial  guarantee  insurance  contracts  issued by insurance enterprises, and
addresses  the  recognition  and  measurement  of  premium  revenue  and  claim
liabilities.  It  requires expanded disclosures about contracts, and recognition
of  claim  liability  prior  to  an event of default when there is evidence that
credit  deterioration  has  occurred in an insured financial obligation. It also
requires  disclosure  about  (a)  the  risk-management  activities  used  by  an
insurance  enterprise  to evaluate credit deterioration in its insured financial
obligations,  and (b) the insurance enterprise's surveillance or watch list. The
adoption  of  this  statement  is  not expected to have a material effect on the
Company's  financial  statements.
NOTE  3  -  MINERAL  PROPERTY  INTEREST

On  October  31, 2005 the Company acquired a 100% interest in two non-contiguous
mineral  claims  located  along  southeastern coastal Labrador, approximately 13
kilometers  northeast  of the community of Charlottetown, Labrador, Canada.  The
claims  were  acquired  from a non-affiliated third party for a consideration of
$4,250 CAD which covered an exploration program security deposit and staking and
other related costs of $401 (CAD$450) and $3,199 (CAD$3,800), respectively.  The
Company  expensed  the  staking  and other related costs of $3,199 in connection
with  the  acquisition  of  the  mineral  claims.

One of the licenses comprising eight claims, was inadvertently allowed to expire
and  was  cancelled on January 24, 2007.  The Company reacquired a 100% interest
in  the  same  eight claims under a new mineral license by a Transfer of Mineral
Disposition  dated  July  16,  2007, from a non-affiliated third party, for $505
CAD.  The  Company  expensed  the entire cost of reacquiring the mineral claims.

Up to August 31, 2008, the Company has paid $8,069 towards a security deposit on
its  exploration  program.  The  Company  is required to incur total exploration
expenditures  of  CAD$13,500  for the above noted mineral claims before July 13,
2009.  Failure  in  compliance  of  the  exploration requirement will result the
forfeiture  of  the  exploration  program deposit made to the mining division of
Labrador  Canada.

NOTE  4  -  PROMISSORY  NOTE

On  July 31, 2007, the Company issued an unsecured promissory note of $15,000 to
a  non  affiliated party, bearing an interest rate of 20% per annum, maturing on
July  31, 2008.  The note, together with accrued interest of $2,336, was paid in
full  on  May  1,  2008.

NOTE  5  -  PREFERRED  AND  COMMON  STOCK

The Company has 50,000,000 shares of preferred stock authorized and none issued.

The  Company  has  100,000,000  shares  of  common  stock  authorized,  of which
12,435,000  shares  are  issued and outstanding.  All shares of common stock are
non-assessable  and  non-cumulative,  with  no  preemptive  rights.

During  the  year  ended  August  31, 2008, the Company sold 1,205,000 shares of
common  stock  at $0.05 per share through a public offering that was exempt from
registration  under  Regulation A, promulgated under the Securities Act of 1933.
The  gross  proceeds of the offering was $60,250.  The Company did not issue any
shares  during the year ended August 31, 2007.  During the year ended August 31,
2006,  the  Company issued 750,000 shares of common stock for cash consideration
of  $15,000 and 180,000 shares of common stock for settlement of debt of $3,600.

NOTE  6  -  INCOME  TAXES

At August 31, 2008, the Company had deferred tax assets of approximately $12,600
principally  arising  from  net  operating  loss  carryforwards  for  income tax
purposes.  As  our  management  cannot determine that it is more likely than not
that  we  will  realize  the  benefit  of  the  deferred  tax asset, a valuation
allowance  equal  to  the  deferred tax asset has been established at August 31,
2008.  The  significant  components of the deferred tax asset at August 31, 2008
and  2007  were  as  follows:

--------------------------------------------------------------------------------
                                             August 31, 2008    August 31, 2007
--------------------------------------------------------------------------------
Net operating loss carryforwards                    $ 36,000    $        16,800
Valuation allowance                                  (12,600)            (5,900)
Net deferred tax asset                       $        12,600    $         5,900
--------------------------------------------------------------------------------

At  August  31,  2008,  we had net operating loss carryforwards of approximately
$36,000,  which  expire  in  the  year  2025  through  2028.

NOTE  7  -  COMMITMENT  AND  CONTINGENCY

See  Note  3

NOTE  8  -  SEGMENT  INFORMATION

The  Company  currently  conducts  all  of  its  operations  in  Canada


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

In  March 2008, we engaged the services of Chang Lee LLP, Chartered Accountants,
of  Vancouver, British Columbia, to provide an audit of our financial statements
for  the  period  from  August  31,  2005  to August 31, 2008. This is our first
auditor.  We  have  no  disagreements  with our auditor through the date of this
registration  statement.

ITEM 9A.     CONTROLS AND PROCEDURES

EVALUATION  OF  DISCLOSURE  CONTROLS  AND  PROCEDURES

As  of  August 31, 2008, we carried out an evaluation, under the supervision and
with  the participation of our management, including our Chief Executive Officer
and  Chief  Financial  Officer  (who  are  one  and  the  same  person),  of the
effectiveness  of  the  design  and  operation  of  our  disclosure controls and
procedures  pursuant  to  Exchange  Act  Rules 13a-15(e) and 15d-15(e) under the
Securities  Exchange  Act  of  1934,  as  amended.  Based solely on the material
weaknesses  described  below,  our  Chief  Executive Officer and Chief Financial
Officer concluded that, as of August 31, 2008, the Company's disclosure controls
and  procedures  were  not  effective:

1.     The  Company  presently has only two officers and no employees.  Inasmuch
as  there is no segregation of duties within the Company, there is no management
oversight,  no  one to review control documentation and no control documentation
is  being  produced.

CHANGES  IN  DISCLOSURE  CONTROLS  AND  PROCEDURES

Except  as  described  below,  there  were no changes in disclosure controls and
procedures  that  occurred  during  the  period covered by this report that have
materially  affected,  or  are  reasonably  likely  to  materially  effect,  our
disclosure  controls  and  procedures.

We  will  implement  the  following  measures to address the identified material
weaknesses  in  our  disclosure  controls  and  procedures:

1.     We will appoint accounting personnel who are able to implement applicable
accounting  requirements,  policies  and  procedures applicable to our reporting
obligations.

We  will  not be implementing any further changes to our disclosure controls and
procedures  until  there  is  a  significant change in our operations or capital
resources.

LIMITATIONS  ON  THE  EFFECTIVENESS  OF  CONTROLS

Our  management,  including  our  CEO and CFO (who are one and the same person),
does  not expect that our disclosure controls and internal controls will prevent
all  errors  and  all  fraud. A control system, no matter how well conceived and
operated,  can  provide  only  reasonable,  not  absolute,  assurance  that  the
objectives  of  the  control  system  are  met. Further, the design of a control
system  must  reflect  the  fact  that  there  are resource constraints, and the
benefits  of controls must be considered relative to their costs. Because of the
inherent  limitations  in  all  control  systems,  no evaluation of controls can
provide  absolute  assurance  that all control issues and instances of fraud, if
any,  within  the Company have been detected. These inherent limitations include
the  realities  that  judgments  in  decision-making  can  be  faulty,  and that
breakdowns  can  occur  because  of  a  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 or board override of the
control.

The  design  of  any  system  of  controls  also  is  based in part upon certain
assumptions about the likelihood of future events, and there can be no assurance
that  any  design will succeed in achieving its stated goals under all 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 not be detected.

CEO  AND  CFO  CERTIFICATIONS

Appearing  immediately following the Signatures section of this report there are
Certifications  of  our  CEO  and  CFO  (who  are one and the same person).  The
Certifications are required in accordance with Section 302 of the Sarbanes-Oxley
Act  of  2002  (the Section 302 Certifications). This Item of this report is the
information  concerning  the  Evaluation  referred  to  in  the  Section  302
Certifications  and  this  information  should  be  read in conjunction with the
Section  302  Certifications  for  a  more  complete understanding of the topics
presented.

MANAGEMENT'S  REPORT  ON  INTERNAL  CONTROL  OVER  FINANCIAL  REPORTING

Our management is responsible for establishing and maintaining adequate internal
control  over  financial reporting, as such term is defined in Exchange Act Rule
13a-15(f).  Our  internal control over financial reporting is a process designed
to  provide  reasonable  assurance  to  our  management  and  board of directors
regarding  the  reliability  of  financial  reporting and the preparation of the
financial  statements  for  external  purposes  in  accordance  with  accounting
principles  generally  accepted  in  the  United  States  of  America.

Our  internal  control  over  financial  reporting  includes  those policies and
procedures  that  (i)  pertain to the maintenance of records that, in reasonable
detail,  accurately  and fairly reflect the transactions and dispositions of the
assets  of  the Company; (ii) provide reasonable assurance that transactions are
recorded  as  necessary  to  permit  preparation  of  financial  statements  in
accordance with accounting principles generally accepted in the United States of
America,  and  that receipts and expenditures of the Company are being made only
in  accordance  with  authorizations of management and directors of the Company;
and  (iii) provide reasonable assurance regarding prevention or timely detection
of  unauthorized  acquisition,  use, or disposition of the Company's assets that
could  have  a  material  effect  on  the  financial  statements.

Because  of its inherent limitations, internal controls over financial reporting
may not prevent or detect misstatements. All internal control systems, no matter
how well designed, have inherent limitations, including the possibility of human
error  and the circumvention of overriding controls. Accordingly, even effective
internal  control over financial reporting can provide only reasonable assurance
with  respect  to  financial  statement  preparation.  Also,  projections of any
evaluation  of  effectiveness  to  future  periods  are subject to the risk that
controls  may  become  inadequate  because of changes in conditions, or that the
degree  of  compliance  with  the  policies  or  procedures  may  deteriorate.

Our management assessed the effectiveness of our internal control over financial
reporting  as  of  August  31,  2008.  In  making  this  assessment, it used the
criteria  set forth by the Committee of Sponsoring Organizations of the Treadway
Commission  (COSO) in Internal Control-Integrated Framework. Based solely on the
material  weaknesses  described  below, our management has concluded that, as of
August 31, 2008, the Company's internal control over financial reporting was not
effective.  Management  has  identified  the  following  deficiencies that, when
aggregated,  may  possibly  be  viewed  as  a  material weakness in our internal
control  over  financial  reporting  as  of  August  31,  2008:

1.     We  do not have an Audit Committee - While not being legally obligated to
have  an  audit  committee,  it  is our management's view that such a committee,
including a financial expert member, is an utmost important entity level control
over  our  financial  statements.  To  date  we  have  not  established an audit
committee.

2.     Insufficient  documentation of financial statement preparation and review
procedures  -  We  employ  policies  and  procedures  in  reconciliation  of the
financial  statements and the financial information based on which the financial
statements  are  prepared.  Notwithstanding, the controls and policies we employ
are  not  sufficiently  documented.

3.     We  did  not maintain proper segregation of duties for the preparation of
our financial statements - As of August 31, 2008 the majority of the preparation
of  financial  statements  was  carried  out  by  one  person.  Additionally, we
currently  only  have one officer/director having oversight on all transactions.
This  has  resulted  in  several  deficiencies  including:

a.     Significant,  non-standard  journal entries were prepared and approved by
the  same  person,  without  being  checked  or approved by any other personnel.

b.     Lack  of  control  over  preparation  of financial statements, and proper
application  of  accounting  policies.

4.     We lack sufficient information technology controls and procedures - As of
August 31, 2008, we lacked a proper data back up procedure, and while backup did
take  place in actuality, we believe that it was not regulated by methodical and
consistent  activities  and  monitoring.

CHANGES  IN  INTERNAL  CONTROL  OVER  FINANCIAL  REPORTING

We  have  also  established  and  evaluated  our internal control over financial
reporting,  and  there have been no significant changes in our internal controls
or in other factors that could significantly affect those controls subsequent to
the  date of their last evaluation.  Nor have there have been any changes in our
internal  control  over  financial  reporting  during  the  last fiscal quarter.
Except  as  set  out  below,  we  do  not intend to implement any changes to our
internal control over financial reporting until there is a significant change in
our  level  of  operations  and  capital  resources:

1.     We will engage additional personnel to assist with the preparation of our
financial statements; which will allow for proper segregation of duties, as well
as  additional  manpower  for  proper  documentation.

2.     We  will  engage  in a thorough review and restatement of our information
technology  control  procedures,  in addition to procurement of all hardware and
software  that  will  enable us to maintain proper backups, access, control etc.

This  annual  report  does  not  include an attestation report of our registered
public  accounting  firm regarding internal control over financial reporting. We
are  not  required  to  provide  an  attestation report by our registered public
accounting firm pursuant to the rules of the Securities and Exchange Commission.


                                    PART III

ITEM 10.     DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS;
COMPLIANCE WITH SECTION 16(A) OF THE EXCHANGE ACT

DIRECTORS  AND  OFFICERS

The  following  sets  forth  our  directors,  executive  officers, promoters and
control  persons, their ages, and all offices and positions held.  Directors are
elected  for  a period of one year and thereafter serve until their successor is
duly  elected  by  the  shareholders.  Officers and other employees serve at the
will  of  the  Board  of  Directors.

--------------------------------------------------------------------------------
                                                          TERM PERIOD SERVED AS
NAME             POSITION                            AGE  DIRECTOR/OFFICER
--------------------------------------------------------------------------------

Fidel Thomas     Chief Executive Officer,             42  2007 to present
                 President, Chief Financial Officer
                 and a director

Alfonso Quijada  Vice-President,                      37  2006 to present
                 Chief Operating Officer,
                 Secretary and a director
================================================================================

Fidel  Thomas  has  been  an  independent  corporate communications and business
development  consultant  since  2003.  His  clients include numerous private and
publicly  held  corporations,  including  Minco  Gold Corp., Minco Silver Corp.,
Trivello  Energy  Corp., SMS Active Technologies and Visiphor Corp.  Originally,
an  actor,  screen-writer  and  director,  Mr. Thomas was active in the Canadian
entertainment  industry from 1997 to 2002, through his production company, Inner
Vision Images Motion Picture Corp., and later, as an officer and director of AMP
Productions,  Ltd.  from  2003  to  2007.  He  is also currently Chief Executive
Officer  and  a  director of Pickford Minerals, Inc. Ltd, an exploration company
having mineral interests in Labrador, Canada.  Mr. Thomas received a Bachelor of
Sociology  from  the  University of East London in September, 1994.  He earned a
Diploma  in  Media  Practice  from the University of Central London in 1998.  In
2007,  he successfully completed a mining professional development course at the
Norman  B.  Keevil  Institute of Mining Engineering at the University of British
Columbia.

Alfonso Quijada has raised millions of dollars for private and public companies,
including  $1.8  million for Rhino Films and $2.5 million for an oil refinery in
Bulgaria.  From  1994  through  to  1998 he was the founder and president of New
World  Artist  Productions  Inc.,  an  international production company, focused
primarily  on live-productions and music development in Japan.  He was the VP of
Investor Relations for Tri-Gate Entertainment Inc. from 2000 to 2003.  From 2002
to 2003, Mr. Quijada also headed up investor relations for TNR Gold Corp.  Since
2003,  he  has  served  as  an  independent  consultant,  advising  companies on
corporate development and finance.  He is also currently Chief Operating Officer
and  a  director  of  Pickford Minerals, Inc. Ltd, an exploration company having
mineral  interests  in  Labrador,  Canada.

Messrs.  Thomas  and Quijada are the only "promoters" of our company, as defined
by  Rule  405  of  the  Securities  Act.

The  address  for all our officers and directors is 4620 Manilla Road, SE, Suite
10,  Calgary,  AB  T2G  4B7.

INVOLVEMENT  IN  CERTAIN  LEGAL  PROCEEDINGS

During  the past five years none of our directors, executive officers, promoters
or  control  persons  have:

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

(2)     been convicted in a criminal proceeding or subject to a pending criminal
proceeding;

(3)     been  subject  to  any  order,  judgment,  or  decree,  not subsequently
reversed,  suspended  or  vacated,  of  any  court  of  competent  jurisdiction,
permanently  or temporarily enjoining, barring, suspending or otherwise limiting
his  involvement  in  any type of business, securities or banking activities; or

(4)     been  found  by a court of competent jurisdiction in a civil action, the
Commission  or  the  Commodity  Futures  Trading  Commission  to have violated a
federal  or  state  securities or commodities law, and the judgment has not been
reversed,  suspended,  or  vacated.

COMMITTEES  OF  THE  BOARD

All  proceedings  of the board of directors for the fiscal year ended August 31,
2008  were  conducted  by  resolutions  consented  to in writing by our board of
directors  and  filed  with  the  minutes  of  the  proceedings  of our board of
directors.  Our  company  currently  does  not  have nominating, compensation or
audit committees or committees performing similar functions nor does our company
have a written nominating, compensation or audit committee charter. Our board of
directors  does not believe that it is necessary to have such committees because
it believes that the functions of such committees can be adequately performed by
the  board  of  directors.

Our  company  does  not  have  any  defined policy or procedure requirements for
shareholders  to  submit recommendations or nominations for directors. The board
of  directors  believes  that,  given  the  stage of our development, a specific
nominating policy would be premature and of little assistance until our business
operations develop to a more advanced level. Our company does not currently have
any  specific  or  minimum criteria for the election of nominees to the board of
directors  and  we  do not have any specific process or procedure for evaluating
such  nominees.  The  board  of  directors  will  assess all candidates, whether
submitted  by  management or shareholders, and make recommendations for election
or  appointment.

A shareholder who wishes to communicate with our board of directors may do so by
directing  a  written  request  addressed to our President, Fidel Thomas, at the
address  appearing  on  the  first  page  of  this  registration  statement.

AUDIT  COMMITTEE  FINANCIAL  EXPERT

We  do not have a standing audit committee.  Our directors perform the functions
usually designated to an audit committee.  Our board of directors has determined
that  we  do  not  have  a  board  member  that qualifies as an "audit committee
financial expert" as defined in Item 407(d)(5) of Regulation S-K, nor do we have
a  board  member  that  qualifies  as  "independent" as the term is used in Item
7(d)(3)(iv)(B)  of  Schedule  14A  under the Securities Exchange Act of 1934, as
amended,  and  as  defined  by  Rule  4200(a)(14)  of  the  NASD  Rules.

We  believe  that  our board of directors is capable of analyzing and evaluating
our  financial statements and understanding internal controls and procedures for
financial  reporting.  Our  board  of  directors  does  not  believe  that it is
necessary  to  have  an  audit  committee  because  management believes that the
functions  of  an  audit  committees can be adequately performed by the board of
directors.  In  addition,  we believe that retaining an independent director who
would  qualify  as  an "audit committee financial expert" would be overly costly
and  burdensome and is not warranted in our circumstances given the stage of our
development and the fact that we have not generated any positive cash flows from
operations  to  date.

As  we  generate  revenue  in  the  future,  we  intend to form a standing audit
committee  and  identify  and  appoint  a financial expert to serve on our audit
committee.

CODE  OF  ETHICS

The  Company  has adopted a Code of Ethics for Senior Financial Officers that is
applicable  to  our  principal  executive  officer, principal financial officer,
principal  accounting  officer  or  controller,  or  persons  performing similar
functions.  A  copy of our Code of Ethics for Senior Financial Officers is filed
as  an  exhibit  to  this  annual  report  on  Form  10-K.

INDEMNIFICATION

Under  our  Articles  of  Incorporation  and  Bylaws  of the corporation, we may
indemnify  an  officer  or  director  who  is  made  a  party to any proceeding,
including  a law suit, because of his position, if he acted in good faith and in
a  manner  he  reasonably  believed  to  be in our best interest. We may advance
expenses  incurred  in defending a proceeding. To the extent that the officer or
director  is  successful  on  the merits in a proceeding as to which he is to be
indemnified,  we  must  indemnify  him  against all expenses incurred, including
attorney's fees. With respect to a derivative action, indemnity may be made only
for  expenses  actually and reasonably incurred in defending the proceeding, and
if  the  officer  or  director  is  judged  liable,  only  by a court order. The
indemnification is intended to be to the fullest extent permitted by the laws of
the  State  of  Nevada.

Regarding  indemnification  for  liabilities arising under the Securities Act of
1933,  which  may be permitted to directors or officers under Nevada law, we are
informed  that,  in  the  opinion  of  the  Securities  and Exchange Commission,
indemnification  is  against  public  policy,  as  expressed  in the Act and is,
therefore,  unenforceable.


ITEM  11.     EXECUTIVE  COMPENSATION

To  date we have no employees other than our officers.  No compensation has been
awarded,  earned or paid to our officers.  We have no employment agreements with
any  of  our  officers.  We  do  not  contemplate  entering  into any employment
agreements  until  such  time  as  we  have  proven  mineral  reserves.

There  is  no  arrangement pursuant to which any of our directors has been or is
compensated  for  services  provided  as  one  of  our  directors.

There  are  no  stock option plans, retirement, pension, or profit sharing plans
for  the  benefit  of  our  officers or directors.  We do not have any long-term
incentive  plans  that  provide  compensation intended to serve as incentive for
performance.

ITEM  12.     SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND
RELATED  STOCKHOLDERS  MATTERS

The  following  table  sets  forth  certain information regarding the beneficial
ownership  of our common stock as of May 31, 2008 by (i) each person known by us
to  be  a  beneficial  owner  of  more  than five percent (5%) of our issued and
outstanding common stock; (ii) each of our Directors and executive officers; and
(iii)  all  our  directors  and  executive  officers  as  a  group.

----------------------------------------------------------------------
NAME                                             NUMBER OF SHARES    %
----------------------------------------------------------------------

Fidel Thomas                                            1,000,000    8
4620 Manilla Road SE, Suite 10
Calgary, Alberta  T2G 4B7

Alfonso Quijada                                         8,300,000   67
4620 Manilla Road SE, Suite 10
Calgary, Alberta  T2G 4B7
----------------------------------------------------------------------

Directors and officers as a group (two persons)         9,300,000   75
======================================================================

Unless otherwise noted, we believe that all persons named in the table have sole
voting  and  investment  power  with  respect  to  all  shares  of  common stock
beneficially  owned  by  them. For purposes hereof, a person is considered to be
the beneficial owner of securities that can be acquired by such person within 60
days  from  the  date  hereof,  upon  the exercise of warrants or options or the
conversion  of  convertible  securities.  Each  beneficial  owner's  percentage
ownership  is  determined  by  assuming  that  any  such  warrants,  options  or
convertible  securities  that are held by such person (but not those held by any
other  person)  and  which can be exercised within 60 days from the date hereof,
have  been  exercised.

ITEM 13.     CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR
INDEPENDENCE

We have issued common stock to the following officers, directors, promoters and
beneficial owners of more than 5% of our outstanding securities.

<TABLE>
<CAPTION>
----------------------------------------------------------------------------------
NAME             POSITION WITH COMPANY     SHARES     CONSIDERATION  DATE
----------------------------------------------------------------------------------
<S>              <C>                       <C>        <C>            <C>

Fidel Thomas     Chief Executive Officer,  1,000,000  $        100   June 30, 2007
                 President,
                 Chief Financial Officer
                 and a director

Alfonso Quijada  Vice-President,           8,300,000  $        830   July 15, 2006
                 Chief Operating Officer,
                 Secretary and a director
==================================================================================
</TABLE>
Messrs.  Thomas  and Quijada are the only "promoters" of our company, as defined
by  the  Rule  405  of  the  Securities  Act.

ITEM  14.     PRINCIPAL  ACCOUNTING  FEES  AND  SERVICES

AUDIT  FEES

The  aggregate  fees  billed by Chang Lee LLP for professional services rendered
for  the  audit  of our annual financial statements included in our registration
statement  on  Form  10  filed July 7, 2008 for the fiscal year ended August 31,
2007  was  $7,550.00.

The  aggregate  fees  billed by Chang Lee LLP for professional services rendered
for  the audit of our annual financial statements included in this Annual Report
on  Form  10-K  for  the fiscal year ended August 31, 2008 will be approximately
$5,000.

AUDIT  RELATED  FEES

For  the  fiscal years ended August 31, 2008 and 2007, the aggregate fees billed
for  assurance  and  related services by Chang Lee LLP relating to our quarterly
financial  statements  which  are  not  reported  under the caption "Audit Fees"
above,  were  $1,575  and  nil,  respectively.

TAX  FEES

For  the  fiscal years ended August 31, 2008 and 2007, the aggregate fees billed
for  tax  compliance,  by  Chang  Lee  LLP  were  nil.

ALL  OTHER  FEES

For  the  fiscal years ended August 31, 2008 and 2007, the aggregate fees billed
by  Chang  Lee  LLP  for other non-audit professional services, other than those
services  listed  above,  totaled  nil.

Effective May 6, 2003, the Securities and Exchange Commission adopted rules that
require  that  before Chang & Lee is engaged by us or our subsidiaries to render
any  auditing  or  permitted  non-audit  related  service,  the  engagement  be:

     -approved  by  our  audit  committee;  or

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

We  do  not have an audit committee.  Our entire board of directors pre-approves
all  services provided by our independent auditors. The pre-approval process has
just  been  implemented  in  response  to the new rules. Therefore, our board of
directors  does  not  have  records  of  what  percentage of the above fees were
pre-approved.  However,  all  of  the  above services and fees were reviewed and
approved  by the entire board of directors either before or after the respective
services  were  rendered.

<PAGE>
                                    PART IV

ITEM 13.     EXHIBITS

EXHIBIT    TITLE

    3.1    Articles of Incorporation, Castmor Resources Ltd., incorporated by
           reference from the Form 10 filed July 7, 2008
    3.2    Bylaws, Castmor Resources Ltd., incorporated by reference from the
           Form 10 filed July 7, 2008
    4.1    Form of Stock certificate, Castmor Resources Ltd., incorporated by
           reference from the Form 10 filed July 7, 2008
   14.1    Code of Ethics for Senior Financial Officers, Castmor Resources Ltd.
   31.1    Certification pursuant to Section 302 of the Sarbanes-Oxley Act of
           2002
   32.1    Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of
           2002

                                   SIGNATURES

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

                                             CASTMOR RESOURCES LTD.


Date:  November 28, 2008                  By:/s/ Fidel Thomas
                                             Fidel Thomas
                                             Chief Executive Officer, President,
                                             Chief Financial Officer and
                                             Principal Accounting Officer

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

SIGNATURE            TITLE                                      DATE


/s/ Fidel Thomas     Chief Executive Officer,                  November 28, 2008
Fidel Thomas         President, Chief Financial Officer,
                     Principal Accounting Officer
                     & a director