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

                           FORM 10-KSB


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

      For the fiscal year ended December 31, 2004

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


                 Commission file number 000-31549

                    BINGHAM CANYON CORPORATION
                   ----------------------------
      (Exact name of registrant as specified in its charter)

            Nevada                                     51-0292843
    ------------------------            -----------------------------------
    (State of incorporation)            (I.R.S. Employer Identification No.)


#584, 3359 South Main Street, Salt Lake City, Utah          84115
--------------------------------------------------        ---------
(Address of principal executive offices)                  (Zip code)

Issuer's telephone number, including area code: (801) 323-2395

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

Securities registered pursuant to Section 12(g) of the Act: Common Stock

The issuer (1) 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 [_]

Disclosure of delinquent filers in response to item 405 of Regulation S-B 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-KSB or any amendment to this Form
10-KSB. [X]

State issuer's revenue for its most recent fiscal year: None

As of March 3, 2005 the registrant had 19,150,000 shares of common stock
outstanding.  The registrant does not have an active trading market;
therefore, a market value of shares of voting stock held by non-affiliates can
not be determined.

Documents incorporated by reference: None.

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

<PAGE>



                        TABLE OF CONTENTS

                              PART I

Item 1.  Description of Business............................................3
Item 2.  Description of Property............................................5
Item 3.  Legal Proceedings..................................................5
Item 4.  Submission of Matters to a Vote of Security Holders................5

                             PART II

Item 5.  Market for Common Equity and Related Stockholder Matters...........5
Item 6.  Plan of Operation..................................................6
Item 7.  Financial Statements...............................................7
Item 8.  Changes In and Disagreements with Accountants on Accounting
         and Financial Disclosure..........................................17
Item 8A. Controls and Procedures...........................................17
Item 8B. Other Information.................................................17

                             PART III

Item 9.  Directors, Executive Officers, Promoters and Control Persons,
         Compliance with Section 16(a) of the Exchange Act.................17
Item 10. Executive Compensation............................................18
Item 11. Security Ownership of Certain Beneficial Owners and Management
         and Related Stockholder Matters...................................18
Item 12. Certain Relationships and Related Transactions....................19
Item 13. Exhibits..........................................................19
Item 14. Principal Accountant Fees and Services............................19
Signatures.................................................................20






In this annual report references to "Bingham Canyon," "we," "us," and "our"
refer to Bingham Canyon Corporation

        SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS

The Securities and Exchange Commission ("SEC") encourages companies to
disclose forward-looking information so that investors can better understand
future prospects and make informed investment decisions.  This report contains
these types of statements.  Words such as "may," "will," "expect," "believe,"
"anticipate," "estimate," "project," or "continue" or comparable terminology
used in connection with any discussion of future operating results or
financial performance identify forward-looking statements.  You are cautioned
not to place undue reliance on the forward-looking statements, which speak
only as of the date of this report.  All forward-looking statements reflect
our present expectation of future events and are subject to a number of
important factors and uncertainties that could cause actual results to differ
materially from those described in the forward-looking statements.



                                2

<PAGE>

                              PART I
                             -------

ITEM 1. DESCRIPTION OF BUSINESS

Historical Development

On August 19, 1998, Bingham Canyon Corporation was incorporated in the state
of Nevada.  Bingham Canyon merged with Bingham Canyon Corporation, a Delaware
corporation, in a change of domicile merger on August 26, 1999.  Bingham
Delaware was the subsidiary of VIP Worldnet, Inc., a Nevada corporation.

Our Plan

We are a development stage company and have had recurring operating losses for
the past two fiscal years.  Our independent auditors have expressed doubt that
we can continue as a going concern unless we obtain financing to continue
operations.

Our business plan is to seek, investigate, and, if warranted, acquire an
interest in a business opportunity.  Our acquisition of a business opportunity
may be made by merger, exchange of stock, or otherwise.  We have very limited
sources of capital, and we probably will only be able to take advantage of one
business opportunity.  As of the date of this filing we have not identified
any business opportunity that we plan to pursue, nor have we reached any
preliminary or definitive agreements or understandings with any person
concerning an acquisition or merger.

Based on current economic and regulatory conditions, management believes that
it is possible, if not probable, for a company like ours, without many assets
or liabilities, to negotiate a merger or acquisition with a viable private
company.  The opportunity arises principally because of the high legal and
accounting fees and the length of time associated with the registration
process of "going public."  However, should any of these conditions change, it
is very possible that there would be little or no economic value for anyone
taking over control of Bingham Canyon.

Our search for a business opportunity will not be limited to any particular
geographical area or industry and includes both U.S. and international
companies.  Our management has unrestricted discretion in seeking and
participating in a business opportunity, subject to the availability of such
opportunities, economic conditions and other factors.  Our management believes
that companies who desire a public market to enhance liquidity for current
stockholders, or plan to acquire additional assets through issuance of
securities rather than for cash, will be potential merger or acquisition
candidates.

The selection of a business opportunity in which to participate is complex and
extremely risky and will be made by management in the exercise of its business
judgement.  Our activities are subject to several significant risks which
arise primarily as a result of the fact that we have no specific business and
may acquire or participate in a business opportunity based on the decision of
management which will, in all probability, act without consent, vote, or
approval of our stockholders.  We cannot assure you that we will be able to
identify and acquire any business opportunity which will ultimately prove to
be beneficial to us and our stockholders.  Should a merger or acquisition
prove unsuccessful, it is possible management may decide not to pursue further
acquisition activities and management may abandon its activities and we may
become dormant or be dissolved.

It is possible that the range of business opportunities that might be
available for consideration by us could be limited by the fact that our common
stock is not listed on any market.  We cannot assure that a market will
develop or that a stockholder will be able to liquidate his investments
without considerable delay, if at all.  If a market develops, our shares will
likely be subject to the rules of the Penny Stock Suitability Reform Act of
1990.  The liquidity of penny stock is affected by specific disclosure
procedures required by this Act to be followed by all broker-dealers,
including but not limited to, determining the suitability of the stock for a
particular customer, and obtaining a written agreement from the customer to
purchase the stock.  This rule may affect the ability of broker-dealers to
sell our securities and may affect the ability of purchasers to sell our
securities in any market.

                                3

<PAGE>

Investigation and Selection of Business Opportunities

We anticipate that business opportunities will come to our attention from
various sources, including our officers and directors, our stockholders,
professional advisors such as attorneys and accountants, securities
broker-dealers, investment banking firms, venture capitalists, members of the
financial community and others who may present unsolicited proposals.
Management expects that prior personal and business relationships may lead to
contacts with these various sources.

Our management will analyze the business opportunities, however, none of our
management are professional business analysts.  (See, Part III, Item 9:
"Directors, Executive Officers, . . .") Our management has had limited
experience with mergers and acquisitions of business opportunities and has not
been involved with an initial public offering.  Management may rely on
promoters or their affiliates, principal stockholders or associates to assist
in the investigation and selection of business opportunities.

Certain conflicts of interest exist or may develop between us and our officers
and directors.  Our management has other business interests to which they
currently devote attention, which include their primary employment and
management of other development stage reporting companies seeking merger
candidates.  They may be expected to continue to devote their attention to
these other business interests although management time should be devoted to
our business.  As a result, conflicts of interest may arise that can be
resolved only through their exercise of judgement in a manner which is
consistent with their fiduciary duties to us.

A decision to participate in a specific business opportunity may be made upon
our management's analysis of:
..    the quality of the business opportunity's management and personnel,
..    the anticipated acceptability of its new products or marketing concept,
..    the merit of its technological changes,
..    the perceived benefit that it will derive from becoming a publicly held
     entity, and
..    numerous other factors which are difficult, if not impossible, to analyze
     through the application of any objective criteria.

No one factor described above will be controlling in the selection of a
business opportunity.  Management will attempt to analyze all factors
appropriate to each opportunity and make a determination based upon reasonable
investigative measures and available data.  Potential business opportunities
may occur in many different industries and at various stages of development.
Thus, the task of comparative investigation and analysis of such business
opportunities will be extremely difficult and complex. Potential investors
must recognize that because of our limited capital available for investigation
and management's limited experience in business analysis, we may not discover
or adequately evaluate adverse facts about the opportunity to be acquired.

In many instances, we anticipate that the historical operations of a specific
business opportunity may not necessarily be indicative of the potential for
the future because of the possible need to substantially shift marketing
approaches, significantly expand operations, change product emphasis, change
or substantially augment management, or make other changes.  We will be
dependent upon the owners of a business opportunity to identify any such
problems which may exist and to implement, or be primarily responsible for,
the implementation of required changes.

Form of Acquisition

We cannot predict the manner in which we may participate in a business
opportunity.  Specific business opportunities will be reviewed as well as our
needs and desires and those of the promoters of the opportunity.  The legal
structure or method deemed by management to be suitable will be selected based
upon our review and our relative negotiating strength.  Such methods may
include, but are not limited to, leases, purchase and sale agreements,
licenses, joint ventures and other contractual arrangements.  We may act
directly or indirectly through an interest in a partnership, corporation or
other forms of organization.  We may be required to merge, consolidate or
reorganize with other corporations or forms of business organizations. In
addition, our present management and stockholders most likely will not have
control of a majority of our voting shares following a merger or
reorganization transaction.  As part of such a transaction, our existing
directors may resign and new directors may be

                                4

<PAGE>

appointed without any vote by our stockholders.

We likely will acquire our participation in a business opportunity through the
issuance of common stock or other securities.  Although the terms of any such
transaction cannot be predicted, it should be noted that issuance of
additional shares also may be done simultaneously with a sale or transfer of
shares representing a controlling interest by current principal stockholders.

In the event we merge or acquire a business opportunity, the successor company
will be subject to our reporting obligations.  This is commonly referred to as
a "back door registration."  A back door registration occurs when a
non-reporting company becomes the successor of a reporting company by merger,
consolidation, exchange of securities, acquisition of assets or otherwise.
This type of event requires the successor company to file a current report
with the SEC which provides the same kind of information about the company to
be acquired that would appear in a registration statement, including audited
and pro forma financial statements.  Accordingly, we may incur additional
expense to conduct due diligence and present the required information for the
business opportunity in any report.  Also, the SEC may elect to conduct a full
review of the successor company and may issue substantive comments on the
sufficiency of disclosure related to the company to be acquired.


Competition

We expect to encounter substantial competition in our effort to locate
attractive opportunities.  Business development companies, venture capital
partnerships and corporations, venture capital affiliates of large industrial
and financial companies, small investment companies, and wealthy individuals
will be our primary competition. Many of these entities will have
significantly greater experience, resources and managerial capabilities than
we do and will be in a better position than we are to obtain access to
attractive business opportunities.  We also will experience competition from
other public development stage companies, many of which may have more funds
available for such transactions.

Employees

We currently have no employees.  Our management expects to confer with
consultants, attorneys and accountants as necessary.  We do not anticipate a
need to engage any full-time employees so long as we are seeking and
evaluating business opportunities.  We will determine the need for employees
based upon a specific business opportunity, if any.

ITEM 2. DESCRIPTION OF PROPERTY

We do not currently own or lease any property.  Until we pursue a viable
business opportunity and recognize income we will not seek independent office
space.

ITEM 3. LEGAL PROCEEDINGS

We are not a party to any proceedings or threatened proceedings as of the date
of this filing.

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

We have not submitted a matter to a vote of our shareholders during the fourth
quarter of the 2004 fiscal year.


                             PART II
                             --------

ITEM 5: MARKET PRICE FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS


Market Information, Holders and Dividends



                                5

<PAGE>



Our common stock is not listed on any public trading market.  We had 87
stockholders of record as of March 3, 2005.  We have not declared dividends on
our common stock and do not anticipate paying dividends on our common stock in
the foreseeable future.

Recent Sales of Unregistered Securities

None.

Issuer Purchase of Securities

None

ITEM 6.  PLAN OF OPERATION

We have no assets and have experienced losses from inception.  Our plan for
the next twelve months is to search for a business opportunity and, if
feasible, acquire an interest in a business opportunity.  At December 31,
2004, we had no cash and total liabilities of $32,000 and we cannot satisfy
our cash requirements for our operations.

The majority of our operating expenses are related to our reporting
obligations under the Exchange Act.  These expenses reflect legal, accounting
and professional services required to prepare our reports and the costs of
filing the reports with the SEC.  We are unable to pay cash for these services
and have relied on related and third parties for advances to cover these
costs.  These parties have not entered into written agreements guaranteeing
advances and, therefore, these parties are not obligated to provide funds in
the future.  However, management anticipates that these parties will continue
providing the advances during the next twelve months.  Historically, we have
paid for these advances by converting the debt into common stock.

If we obtain a business opportunity, it may be necessary to raise additional
capital.  We likely will sell our common stock to raise this additional
capital.  We expect to issue such stock pursuant to exemptions provided by
federal and state securities laws.  The purchasers and manner of issuance will
be determined according to our financial needs and the available exemptions.
We do not currently intend to make a public offering of our stock.  We also
note that if we issue more shares of our common stock, then our shareholders
may experience dilution in the value per share of their common stock.

                                6

<PAGE>


ITEM 7.  FINANCIAL STATEMENTS




                    Bingham Canyon Corporation

                       Financial Statements

                    December 31, 2004 and 2003



                                7



<PAGE>








                             CONTENTS


Independent Auditor's Report ............................................F-3

Balance Sheets ..........................................................F-4

Statements of Operations.................................................F-5

Statements of Stockholders' Equity ......................................F-6

Statements of Cash Flows ................................................F-7

Notes to the Financial Statements .......................................F-8



                                8

<PAGE>

    Chisholm,
      Bierwolf &                                533 West 2600 South, Suite 250
        Nilson, LLC                                      Bountiful, Utah 84010
                                                         Office (801) 292-8756
Certified Public Accountants                                Fax (801) 292-8809

______________________________________________________________________________



                   INDEPENDENT AUDITOR'S REPORT

To the Board of Directors and Stockholders
of Bingham Canyon Corporation:

We have audited the accompanying balance sheets of Bingham Canyon Corporation
(a development stage company) as of December 31, 2004 and 2003 and the related
statements of operations, stockholders' equity and cash flows for the years
then ended and from inception, February 27, 1986, through December 31, 2004.
These financial statements are the responsibility of the Company's management.
Our responsibility is to express an opinion on these financial statements
based on our audits.

We conducted our audits in accordance with the standards of the Public Company
Accounting Oversight Board (United States).  Those standards require that we
plan and perform the audits to obtain reasonable assurance about whether the
financial statements are free of material misstatement.  An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures in
the financial statements.  An audit also includes assessing the accounting
principles used and significant estimates made by management, as well as
evaluating the overall financial statement presentation.  We believe that our
audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Bingham Canyon Corporation
(a development stage company) as of December 31, 2004 and 2003 and the results
of its operations and cash flows for the years ended December 31, 2004 and
2003 and from inception, February 27, 1986, through December 31, 2004 in
conformity with generally accepted accounting principles in the United States
of America.

The accompanying financial statements have been prepared assuming that the
Company will continue as a going concern.  The Company has suffered recurring
losses from operations which raises substantial doubt about its ability to
continue as a going concern.  Management's plans in regard to these matters
are described in Note 2.  The financial statements do not include any
adjustments that might result from the outcome of this uncertainty.

/s/ Chisholm, Bierwolf & Nilson

Chisholm, Bierwolf & Nilson
Bountiful, Utah
March 4, 2005


                               F-3
<PAGE> 9

                    Bingham Canyon Corporation
                  (A Development Stage Company)
                          Balance Sheets


                              ASSETS

                                                         December 31
                                                 ---------------------------
                                                      2004           2003
                                                 ------------- -------------
CURRENT ASSETS

Cash                                             $          -  $          -
                                                 ------------- -------------

  TOTAL ASSETS                                   $          -  $          -
                                                 ============= =============


                     LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES

Accounts Payable - related party                 $     32,000  $     27,000
                                                 ------------- -------------

  Total Liabilities                                    32,000        27,000
                                                 ------------- -------------
STOCKHOLDERS' EQUITY

Common Stock, $.001 par value; 100,000,000
  shares authorized; 19,150,000 shares
  issued and outstanding                               19,150        19,150

Additional Paid-in Capital                             30,850        30,850

Deficit Accumulated during the development stage      (82,000)      (77,000)
                                                 ------------- -------------

  Total Stockholders' Equity (deficit)                (32,000)      (27,000)
                                                 ------------- -------------

  TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY     $          -  $          -
                                                 ============= =============








The accompanying notes are an integral part of these financial statements,

                               F-4

<PAGE> 10


                    Bingham Canyon Corporation
                  (A Development Stage Company)
                     Statements of Operations


                                   For the Years Ended      From Inception on
                                      December 31           February 27, 1986
                                    2004         2003       to Dec. 31, 2004
                                ------------- ------------- ----------------

REVENUES                        $          -  $          -  $             -
                                ------------- ------------- ----------------
EXPENSES
  General & Administrative             5,000        10,000           82,000
                                ------------- ------------- ----------------

    TOTAL EXPENSES                     5,000        10,000           82,000
                                ------------- ------------- ----------------

NET INCOME (LOSS)               $     (5,000) $    (10,000) $       (82,000)
                                ============= ============= ================

NET LOSS PER SHARE              $          -  $          -  $             -
                                ============= ============= ================
WEIGHTED AVERAGE SHARES
  OUTSTANDING                     19,150,000    18,193,835       17,192,865
                                ============= ============= ================


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

                               F-5

<PAGE> 11
<TABLE>
<CAPTION>

                            Bingham Canyon Corporation
                          (A Development Stage Company)
                        Statements of Stockholders' Equity
          From Inception on February 27, 1986 through December 31, 2004

                                                                                           Deficit
                                                                                           Accumulated
                                                                               Additional  During the
                                                         Common  Stock          Paid in    Development
                                                      Shares        Amount      Capital    Stage
                                                 ------------- ------------- ------------- -------------
<S>                                              <C>           <C>           <C>           <C>

Issuance of shares for marketing rights            17,000,000        1,7000             -             -

Net (loss) for the year ended December 31, 1986             -             -             -        (3,400)

Net (loss) for the year ended December 31, 1987             -             -             -        (3,400)

Net (loss) for the year ended December 31, 1988             -             -             -        (3,400)

Net (loss) for the year ended December 31, 1989             -             -             -        (3,400)

Net (loss) for the year ended December 31, 1990             -             -             -        (3,400)

Net (loss) for the year ended December 31, 1991             -             -             -             -

Net (loss) for the year ended December 31, 1992             -             -             -             -

Net (loss) for the year ended December 31, 1993             -             -             -             -
                                                 ------------- ------------- ------------- -------------

Balance - December 31, 1993                        17,000,000        17,000             -       (17,000)

Net (loss) for the year ended December 31, 1994             -             -             -             -
                                                 ------------- ------------- ------------- -------------

Balance - December 31, 1994                        17,000,000        17,000             -       (17,000)

Net (loss) for the year ended December 31, 1995             -             -             -             -
                                                 ------------- ------------- ------------- -------------

Balance - December 31, 1995                        17,000,000        17,000             -       (17,000)

Net (loss) for the year ended December 31, 1996             -             -             -             -
                                                 ------------- ------------- ------------- -------------

Balance - December 31, 1996                        17,000,000        17,000             -       (17,000)

Net (loss) for the year ended December 31, 1997             -             -             -             -
                                                 ------------- ------------- ------------- -------------

Balance - December 31, 1997                        17,000,000        17,000             -       (17,000)

Shares issued in formation of Bingham
 Canyon Corporation                                       100             -             -             -

Net (loss) for the year ended December 31, 1998             -             -             -             -
                                                 ------------- ------------- ------------- -------------

Balance - December 31, 1998                        17,000,100        17,000             -       (17,000)

Cancellation of shares                                   (100)            -             -             -

Net (loss) for the year ended December 31, 1999             -             -             -       (27,000)
                                                 ------------- ------------- ------------- -------------

Balance - December 31, 1999                        17,000,000        17,000             -       (44,000)

Net (loss) for the year ended December 31, 2000             -             -             -             -
                                                 ------------- ------------- ------------- -------------

Balance - December 31, 2000                        17,000,000        17,000             -       (44,000)

Net (loss) for the year ended December 31, 2001             -             -             -             -
                                                 ------------- ------------- ------------- -------------
Balance - December 31, 2001                        17,000,000        17,000             -       (44,000)

Shares issued for services at $.02 per share        1,150,000         1,150        21,850             -

Net (loss) for the year ended December 31, 2002             -             -             -       (23,000)
                                                 ------------- ------------- ------------- -------------

Balance - December 31, 2002                        18,150,000        18,150        21,850       (67,000)

Shares issued for services at $.01 per share        1,000,000         1,000         9,000             -

Net (loss) for the year ended December 31, 2003             -             -             -       (10,000)
                                                 ------------- ------------- ------------- -------------

Balance - December 31, 2003                        19,150,000        19,150        30,850       (77,000)

Net (loss) for the year ended December 31, 2004             -             -             -        (5,000)
                                                 ------------- ------------- ------------- -------------

Balance - December 31, 2004                        19,150,000  $     19,150  $     30,850  $    (82,000)
                                                 ============= ============= ============= =============


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

                                       F-6

</TABLE>
<PAGE> 12
<TABLE>
<CAPTION>


                          Bingham Canyon Corporation
                        (A Development Stage Company)
                           Statements of Cash Flows



                                                                                 From Inception on
                                                        For the years ended      February 27, 1986
                                                            December 31,         Through
                                                          2004         2003      December 31, 2004
                                                     ------------- ------------- -----------------

                                                  <c>           <c>           <c>
Cash Flows from Operating Activities

  Net Loss                                           $     (5,000) $    (10,000) $        (82,000)
  Less Non-cash Items:
  Depreciation & Amortization                                   -             -            17,000
  Increase in Accounts Payable                              5,000             -            32,000
  Common stock issued for services rendered                     -        10,000            33,000
                                                     ------------- ------------- -----------------

  Net Cash Provided (Used) by Operating Activities              -             -                 -
                                                     ------------- ------------- -----------------

Cash Flows from Investing Activities                            -             -                 -
                                                     ------------- ------------- -----------------

  Net Cash Provided (Used) by Investing Activities              -             -                 -
                                                     ------------- ------------- -----------------

Cash Flows from Financing Activities                            -             -                 -
                                                     ------------- ------------- -----------------

  Net Cash Provided (Used) by Financing Activities              -             -                 -
                                                     ------------- ------------- -----------------

Increase (Decrease) in Cash                                     -             -                 -

Cash and Cash Equivalents at Beginning of Period                -             -                 -
                                                     ------------- ------------- -----------------

Cash and Cash Equivalents at End of Period           $          -  $          -  $              -
                                                     ============= ============= =================

Supplemental Cash Flow Information:

  Stock issued for marketing rights                  $          -  $          -  $         17,000
  Stock issued for services                          $          -  $     10,000  $         33,000

  Cash Paid For:
    Interest                                         $          -  $          -  $              -
    Income Taxes                                     $          -  $          -  $              -





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

                                     F-7

</TABLE>
<PAGE> 13

                    Bingham Canyon Corporation
                  (A Development Stage Company)
                Notes to the Financial Statements
                    December 31, 2004 and 2003

NOTE 1 - Summary of Significant Accounting Policies

a.  Organization & Consolidation Policy

    Bingham Canyon Corporation (the Company), a Nevada corporation, was
incorporated August 19, 1998.  On August 26, 1999 the Company merged with
Bingham Canyon Corporation, a Delaware corporation (Bingham Delaware).  The
Company is the surviving corporation.

    Bingham Delaware, formerly known as Hystar Aerospace Marketing Corporation
of Delaware, was incorporated February 27, 1986 to lease, sell, and market
airships and the Burkett Mill, a waste milling device, which rights were
acquired from VIP Worldnet, Inc. initially the only shareholder.  The
technology to further develop the airship and the mill  by the parent company
proved to be prohibitive, and shortly after the acquisition of the marketing
rights further activity ceased.  Bingham Delaware has been inactive since that
date.

    The merger was recorded under the pooling of interest method of
accounting.  Each share of the Company remained outstanding as one fully paid
and non-assessable share of capital stock of the surviving corporation, and
each share of Bingham Delaware  was converted into one fully paid and
non-assessable share of capital stock of the surviving corporation.

    The Company incurred no revenue, expenses and had neither assets nor
liabilities on its balance sheet from the date of its inception to the date of
the merger.  Therefore, the accompanying financial statements present the
financial condition and results of operations of Bingham Delaware from its
inception through the merger date and of the surviving entity, the Company, as
of the merger date.

b.  Recognition of Revenue

    The Company recognizes income and expense on the accrual basis of
accounting.

c.  Earnings (Loss) Per Share

    The computation of earnings per share of common stock is based on the
weighted average number of shares outstanding at the date of the financial
statements



                               F-8



<PAGE> 14

                    Bingham Canyon Corporation
                  (A Development Stage Company)
                Notes to the Financial Statements
                    December 31, 2004 and 2003

NOTE 1 - Summary of Significant Accounting Policies (continued)

d.  Earning (Loss) Per Share (continued)

                                         Income (loss)    Shares     Per Share
                                          (Numerator)  (Denominator)  Amount
                                         ------------- ------------- ---------
For the year ended December 31, 2004:

  Basic EPS
   Income (loss) to common stockholders  $     (5,000)   19,150,000  $   (.00)
                                         ============= ============= =========
For the year ended December 31, 2003:

  Basic EPS
   Income (loss) to common stockholders  $    (10,000)   18,193,835  $   (.00)
                                         ============= ============= =========
From inception on February 27, 1986 to
 December 31, 2004:

  Basic EPS
   Income (loss) to common stockholders  $    (82,000)   17,192,865  $   (.00)
                                         ============= ============= =========
e.  Cash and Cash Equivalents

The Company considers all highly liquid investments with maturities of three
months or less to be cash equivalents.

f.  Provision for Income Taxes

    No provision for income taxes have been recorded due to net operating loss
carryforwards totaling approximately $82,000 that will be offset against
future taxable income.  These NOL carryforwards began to expire in the year
2001.  No tax benefit has been reported in the financial statements because
the Company believes there is a 50% or greater chance the carryforward will
expire unused.

Deferred tax asset and the valuation account is as follows at December 31,
2004 and 2003:

                                                        December 31,
                                                     2004           2003
                                                  ------------- -------------
  Deferred tax asset:
     NOL carryforward                             $     27,880  $     26,180
     Valuation allowance                              ( 27,880)     ( 26,180)
                                                  ------------- -------------
                                                  $          -  $          -
                                                  ============= =============



                                F-9


<PAGE> 15

                    Bingham Canyon Corporation
                  (A Development Stage Company)
                Notes to the Financial Statements
                    December 31, 2004 and 2003

NOTE 1 - Summary of Significant Accounting Policies (continued)

g.  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 during the
reporting period.  Actual results could differ from those estimates.

NOTE 2 - Going Concern

    The accompanying financial statements have been prepared assuming that the
Company will continue as a going concern.  The Company has no assets and has
had recurring operating losses for the past several years and is dependent
upon financing to continue operations.  The financial statements do not
include any adjustments that might result from the outcome of this
uncertainty.  It is management's plan to find an operating company to merge
with, thus creating necessary operating revenue.

NOTE 3 -  Stockholders' Equity

    In 1986, the Company issued 17,000,000 shares of common stock for the
marketing rights to an airship and a waste milling device.  The value of this
issuance was $17,000.

    During 1998, the Company issued 100 shares of stock in the formation of
Bingham Canyon Corporation (NV), and subsequently canceled these shares.

    During 2002, the Company issued 1,150,000 shares of authorized, but
previously unissued common stock, for services rendered valued at $23,000 (or
$.02 per share).

    During 2003, the Company issued 1,000,000 shares of authorized, but
previously unissued common stock, for services rendered valued at $10,000 (or
$.01 per share).

NOTE 4 - Related Party Transactions

    As of the year ended December 31, 2004 the Company has incurred $32,000 of
professional fees payable to professionals affiliated with First Equity
Holdings Corp. An officer of the Company is also an employee of First Equity
Holdings Corp.

NOTE 5 - Development Stage Company

    The Company is a development stage company as defined in Financial
Accounting Standards Board Statement No. 7.  It is concentrating substantially
all of its efforts in raising capital and searching for a business operation
with which to merge, or assets to acquire, in order to generate significant
operations.

                               F-10

<PAGE> 16

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

In our current report dated February 9, 2004, we reported that our independent
auditors, Chisholm & Associates, Certified Public Accountants, resigned as our
independent auditors and we engaged Chisholm, Bierwolf & Nilson, LLC,
Certified Public Accountants, as our independent auditors .

ITEM 8A. CONTROLS AND PROCEDURES

Our President, who acts in the capacity of principal executive officer and
principal financial officer, has reevaluated the effectiveness of our
disclosure controls and procedures as of the end of the period covered by this
report and determined that there continued to be no significant deficiencies
in these procedures.  Also, there were no changes made or corrective actions
to be taken related to our internal control over financial reporting.

ITEM 8B. OTHER INFORMATION

None.


                             PART III
                             --------

ITEM 9. DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS,
        COMPLIANCE WITH SECTION 16(a) OF THE EXCHANGE ACT

Directors and Executive Officers

Our executive officers and directors and their respective ages, positions,
term of office and biographical information are set forth below.  Our bylaws
require at least one director and up to nine directors to serve for a term of
one year or until they are replaced by a qualified director.  Our executive
officers are chosen by our Board of Directors and serve at its discretion.
There are no existing family relationships between or among any of our
executive officers or directors.

Name            Age   Position Held                      Director Since
----            ----  -------------                      ---------------
Brett D. Mayer  33    President and Director             June 30, 2000
John W. Peters  53    Secretary/Treasurer and Director   July 19, 1999

Brett D. Mayer.  From January 1995 to the present Mr. Mayer has been an
account executive for Universal Business Insurance which primarily markets and
sells insurance policies.  He received a bachelors degree in economics from
the University of Utah.

John W. Peters.   Since July 1999 Mr. Peters has been the manager of
Development Specialties, Inc. a property management company.  Since 1995 to
the present he has been President and Chairman of the Board of Earth Products
and Technologies, Inc, a reporting company.  Prior to 1995 he was employed as
Earth Products' operations manager.  He also is a director of Suncrest Global
Energy Corp., Skinovation Pharmaceutical Incorporated and Cancer Capital
Corp., which are reporting companies.  His prior business experience includes
President and Executive Officer of Certified Environmental Laboratories, Inc.
and Vice President of Sales and Marketing for Comco Communications Corp. in
California.  Mr. Peters studied business administration at Long Beach
Community College and California Polytechnic State University in San Louis
Obispo, California.

Audit Committee Financial Expert

Because we have minimal operations we do not have an audit committee serving
at this time and we do not have an audit committee financial expert serving on
an audit committee.

Compliance with Section 16(a) of the Exchange Act

Section 16(a) of the Securities Exchange Act of 1934 requires our directors,
executive officers and persons who own more than ten percent of a registered
class of our equity securities, to file with the Securities and Exchange


                                17
<PAGE>

Commission initial reports of ownership and reports of changes in ownership of
common stock and our other equity securities.  Officers, directors and greater
than ten-percent beneficial owners are required by SEC regulations to furnish
us with copies of all Section 16(a) reports they file.  We believe no reports
were required to be filed for the year ended December 31, 2004.

Code of Ethics

Due to the fact that we have only two officers and directors and minimal
operations, we have not adopted a code of ethics for our principal executive
and financial officers.  Our board of directors will revisit this issue in the
future to determine if adoption of a code of ethics is appropriate.  In the
meantime, our management intends to promote honest and ethical conduct, full
and fair disclosure in our reports to the SEC, and compliance with applicable
governmental laws and regulations.

ITEM 10. EXECUTIVE COMPENSATION

Our named executive officers have not received any cash compensation, bonuses,
stock appreciation rights, long term compensation, stock awards or long-term
incentive rights from us during the past three fiscal years.  Mr. Mayer who
acts in the capacity of Chief Executive Officer did not receive any
compensation during the most recent fiscal year.  We have not entered into
employment contracts with our executive officers and their compensation, if
any, will be determined at the discretion of our board of directors.

Compensation of Directors

We do not have any standard arrangement for compensation of our directors for
any services provided as director, including services for committee
participation or for special assignments.

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

Securities Under Equity Compensation Plans

None.

Beneficial Ownership

The following table sets forth the beneficial ownership of our outstanding
common stock of each person or group known by us to own beneficially more than
5% of our outstanding common stock and ownership of our management.
Beneficial ownership is determined in accordance with the rules of the SEC and
generally includes voting or investment power with respect to securities.
Except as indicated by footnote, the persons named in the table below have
sole voting power and investment power with respect to all shares of common
stock shown as beneficially owned by them.  The percentage of beneficial
ownership is based on 19,150,000 shares of common stock outstanding as of
March 3, 2005.

                    CERTAIN BENEFICIAL OWNERS
                    --------------------------

Name and Address of                   Number of Shares of
Beneficial Owners                     Common Stock         Percentage of Class
------------------------------------  -------------------  -------------------
VIP Worldnet, Inc.                       15,043,450 (1)        80.5%
154 E. Ford Avenue
Salt Lake City, Utah 84115

First Equity Holdings Corp.               1,500,000             7.8%
2157 S. Lincoln Street
Salt Lake City, UT 84106

(1)   VIP Worldnet, Inc. holds 15,000,000 shares and its President and
      Director, Joanne Clinger, beneficially owns 43,450 shares.

                                18


<PAGE>

                            MANAGEMENT

Name and Address of                  Number of Shares
Beneficial Owners                    Common Stock       Percentage of Class
-----------------------------------  -----------------  -------------------
John W.  Peters                            200 (2)         Less than 1%
476 East South Temple, Suite 440
Salt Lake City, Utah 84111

(2) Represents shares held by spouse.


ITEM 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

We have not engaged in any transactions in excess of $60,000 during the past
two years involving our executive officers, directors, 5% or more stockholders
or immediate family members of such persons.

Parent Company

VIP Worldnet, Inc. is our parent company and beneficially owns 15,043,450
shares of our common stock.  Such shares represent 80.5% of our issued and
outstanding shares.

ITEM 13. EXHIBITS

No.    Description
----   -------------
3.1    Articles of Incorporation (Incorporated by reference to exhibit 3.1 of
       Form 10-SB, filed September 18, 2000.)
3.2    Bylaws of  Bingham Canyon (Incorporated by reference to exhibit 3.3 of
       Form 10-SB, filed September 18, 2000.)
31.1   Principal Executive Officer Certification
31.2   Principal Financial Officer Certification
32.1   Section 1350 Certification


ITEM 14.  PRINCIPAL ACCOUNTANT FEES AND SERVICES

Audit Fees

The aggregate fees billed for each of the last two fiscal years for
professional services rendered by our principal account for the audit of our
annual financial statement and review of financial statements included in
quarterly reports and services normally provided by the accountant in
connection with statutory and regulatory filings or engagements were $1,304
for fiscal year ended 2003 and $1,389 for fiscal year ended 2004.

Audit-Related Fees

Our auditor did not bill any fees in each of the last two fiscal years for
assurance and related services by the principal accountant that are reasonably
related to the performance of the audit or review of our financial statements
that are not reported above.

Tax Fees

Our auditor did not bill any fees in each of the last two fiscal years for
professional services rendered by the principal accountant for tax compliance,
tax advise, and tax planning.

All Other Fees

Our auditor did not bill any fees in each of the last two fiscal years for
products and services provided by the principal accountant, other than the
services reported above

Pre-approval Policies

We do not have an audit committee currently serving and as a result our board
of directors performs the duties of an


                                19

<PAGE>

audit committee.  Our board of directors will evaluate and approve in advance,
the scope and cost of the engagement of an auditor before the auditor renders
audit and non-audit services.  We do not rely on pre-approval policies and
procedures.


                            SIGNATURES


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


Date: March 25, 2005              BINGHAM CANYON CORPORATION

                                      /s/ Brett D. Mayer
                                  By: _______________________________________
                                      Brett D. Mayer
                                      President

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



                                       /s/ Brett D. Mayer
Date: March 25, 2005                  _______________________________________
                                      Brett D. Mayer
                                      Principal Executive Officer
                                      Principal Financial and Accounting
                                      Officer

                                      /s/ John W. Peters
Date: March 25, 2005                  _______________________________________
                                      John W. Peters, Secretary/Treasurer and
                                      Director


                                20

<PAGE>