SECURITIES AND EXCHANGE COMMISSION
                             Washington, D. C. 20549

                                    FORM 10-K

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

For the fiscal year ended May 31, 2006            Commission file Number 1-7602

                              EXCALIBUR INDUSTRIES
--------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

State or other jurisdiction
of incorporation or organization:              UTAH

IRS Employer Identification Number:            87-0292122

Address of principal executive offices:        Post Office Box 3551
                                               Duluth, Minnesota 55803

Registrant's telephone number:                 (218) 724-4711

E-Mail Address:                                mhubert1@msn.com

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

    Title of Each Class               Name of each exchange on which registered
    -------------------               -----------------------------------------
    Common stock (Par value
        $0.01 per share)                                        None

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


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
requirement for the past 90 days.

                           Yes  [X]      No  [ ]

State the aggregate market value of the voting stock held by  non-affiliates  of
the registrant. The aggregate market value shall be computed by reference to the
price at which the stock was sold,  or the average bid and asked  prices of such
stock, as of a specified date within 60 days prior to the date of filing.  As of
May 31, 2006, no bid or asked prices are available.

Indicate the number of shares outstanding of each of the registrant's classes of
common  stock,  as of the  latest  practicable  date.  As of May 31,  2006,  the
registrant  had total  outstanding  shares of 5,987,261,  $0.01 par value common
stock.


                                     Page 1


<PAGE>
Securities and Exchange Commission - Form 10K
Excalibur Industries - May 31, 2006
Page 2

ITEM 1 - BUSINESS

Excalibur  Industries is a Utah corporation formed by the consolidation of Tower
Enterprises  (formerly  Moab Uranium  Company) and The Thrifty Helper on June 1,
1971. In January  1972,  Excalibur  purchased all of the issued and  outstanding
shares of capital  stock of Mountain  West Mines,  Inc.,  a Nevada  corporation,
which is now a wholly owned subsidiary of Excalibur.

Excalibur  Industries  is a natural  resources  business  enterprise,  primarily
involved in uranium  mining.  The domestic  uranium  fuels-sector of the nuclear
power  industry has been crippled  since the  Three-Mile  Island  incident which
resulted in the public's  loss of faith.  Throughout  these years  Excalibur has
maintained ownership of several ISL uranium deposits in the Powder River Uranium
District,  in the firm belief that the nuclear  power  component  of the world's
electrical needs would expand.

Excalibur's  uranium  position  in  Powder  River  Basin is  maintained  through
contracts and sole  ownership.  Uranium  production has been and is occurring on
properties  covered by  contract  and royalty  payments  due have not been paid.
Litigation  to establish  Excalibur's  contractual  rights has been filed in the
United States District Court for the District of Wyoming on April 20, 2004.

                                 URANIUM REPORT

POWDER RIVER BASIN-WYOMING - HISTORY

A. Mountain West Mines, Inc.

     Beginning in 1965,  Mountain West Mines Inc., a private corporation founded
     by Claude E. Nugent,  Robert H. Ruggeri and Joseph P. Hubert,  operated the
     underground  Betty Mine and the open pit Glade Mine in the Elk Ridge,  Utah
     uranium  district,  each  operation  ending  upon the  completion  of their
     respective AEC contracts.

     During the dormant years of the domestic  uranium  industry,  MWM continued
     full-time  uranium  exploration.  In 1966,  Mountain  West Mines  began its
     successful  geologic  exploration  of the  Powder  River,  Wyoming  Uranium
     District.  A large scale mineral property program was begun, along with the
     beginning of the district reconnaissance drill hole fence project.

     In 1967, the Nuclear Power Industry  revived  interest in uranium fuels and
     the Powder River Basin began to attract major corporate  attention.  MWM in
     order  to  maintain   viability  was  forced  to  seek  outside   financial
     assistance.

B.   The  Cleveland-Cliffs  Iron Company  Excalibur  (Mountain  West Mines Inc.)
     entered into an Option and Agreement  dated May 17, 1967, an Addendum dated
     August  29,  1967,  an  Addendum  dated  August  31,  1968,  and a Deed and
     Agreement dated October 20, 1976 with the Cleveland-Cliffs Iron Company.

     Excalibur  (MWM)  retains  a 4%  yellow  cake  royalty  on  all  production
     resulting from the  operations of the  Cleveland-Cliffs  Iron Company,  its
     assigns  and/or its Successor in Interest  within an Area of Interest (AMI)
     defined as Townships 33 through 50 North of Ranges 69 through 79 West,  6th
     principal meridian.

     The  Collins  Draw ISL pilot  program  produced a minor  royalty  credit to
     Excalibur.


<PAGE>

Securities and Exchange Commission - Form 10-K
Excalibur Industries - May 31, 2006
Page 3

POWDER RIVER BASIN - WYOMING (Continued)

     In 1986,  failing the contractual  obligation of furnishing  Excalibur with
     prior written notification,  the Cleveland-Cliffs Iron Company assigned its
     operating  rights  to the Ruby  ranch  project  subject  to the  terms  and
     conditions of MWM/Cliffs  agreements to Magnox Electric plc (UK) subsidiary
     Central Electricity  Generating Board Exploration  (America) (CEGB). Cliffs
     retained   reimbursement   responsibility  for  Area  of  Interest  royalty
     obligation  to Excalibur  payable by its  Successor in Interest  within the
     Area of Interest,  less subject lands. In the event of project  abandonment
     by CEGB (et al), properties must be reassigned to Cliffs.

     In 1987,  failing the contractual  obligation of furnishing  Excalibur with
     prior written notification,  the Cleveland-Cliffs Iron Company assigned its
     operating  rights to the Greasewood  Creek and North Butte projects subject
     to the terms and  conditions  of the MWM and Cliffs  agreements  to Uranerz
     USA, Inc. (Germany). Cliffs retained reimbursement  responsibility for Area
     of Interest  royalty  obligations to Excalibur  payable by its Successor in
     Interest  within the Area of Interest less subject  lands.  In the event of
     project  abandonment by Uranerz,  properties  must be reassigned to Cliffs.
     Failing the  contractual  obligation  of  furnishing  Excalibur  with prior
     written  notification,  Cliffs sold  Excalibur's  advance royalty credit of
     some $1,319,287 to Uranerz.

C.   Cameco Corporation, (Canada), (Power Resources Inc., a member of the Cameco
     Group of Companies) Cameco  Corporation  contends it is the world's largest
     producer  of uranium  and the  largest  supplier  of  combined  uranium and
     conversion  services.  Through a series of  transactions,  Cameco  with its
     subsidiary Power Resources Inc., purports to have acquired the Powder River
     Basin  operating  assets  of CEGB  and  Uranerz/Cogema.  Excalibur  has not
     received proper documentation of either acquisition.

     In July 2002, Cameco  Corporation (PRI) purchased the operating Smith Ranch
     ISL property  which is producing  yearly one million pounds plus. The Smith
     Ranch is subject to the  MWM/Cliffs  agreements.  No royalty  payments have
     been received to date.

     The following projects subject to Area of Interest royalty  obligations are
     listed  in  the  Cameco   Corporation  2005  Annual  Information  Form  (in
     thousands):
<TABLE>
<CAPTION>

                               Reserves                       Resources
                       -----------------------   ------------------------------------
                        Proven       Probable     Measured    Indicated     Inferred

<S>            <C>             <C>  <C>            <C>          <C>          <C>
Ruby Ranch     2005            0    5,500,000      600,000      100,000      200,000
               2002    3,089,000    1,706,000      862,000      581,000            0

Smith Ranch    2005    2,800,000    8,300,000      100,000    5,000,000      900,000
               2002    6,681,000   13,711,000    1,264,000      133,000    4,295,000

North Butte/
Brown          2005            0    8,500,000    1,900,000    6,300,000    1,000,000
               2002    8,415,000    9,659,000    5,611,000    1,367,000    1,367,000

Ruth           2005            0    1,700,000      200,000      200,000      400,000
               2002            0            0            0    2,065,000            0
</TABLE>


<PAGE>

Securities and Exchange Commission - Form 10-K
Excalibur Industries - May 31, 2006
Page 4

POWDER RIVER BASIN - WYOMING (Continued)
----------------------------------------
<TABLE>
<CAPTION>

                                            Reserves                     Resources
                                   -----------------------  -------------------------------------
                                    Proven       Probable    Measured    Indicated     Inferred



<S>                        <C>             <C>          <C>  <C>          <C>          <C>
Reynolds Ranch             2005            0            0    4,500,000    7,000,000    4,900,000
                           2000            0            0    2,654,000    7,791,000    7,442,000

Northwest Unit             2005            0            0            0    2,300,000      500,000
                           2000            0            0            0    2,360,000    1,093,000

Highland                   2005    1,800,000    2,700,000    1,700,000      100,000    2,000,000
                           2002    2,970,000    5,059,000    2,212,000    2,972,000    1,977,000

                           2005    4,600,000   26,700,000    9,000,000   21,000,000    9,900,000
                           2002   21,155,000   30,135,000   12,603,000   17,269,000   16,174,000
</TABLE>

     Cameco  Annual Report of 2002 showed all category  poundage of  98,000,000:
     Annual Report of 2005 showed all category poundage of 70,000,000.

     Note: North Butte/Brown has no Proven Reserves in 2005: 8,500,000 in 2002.

D.   Quivira Mining Company (Rio Algom Ltd. - Canada)

     Rio Algom Ltd. was purchased by BHP Billiton  (England) in 2001 and reduced
     its  uranium  participation.  In  2001  Quivira  Mining  Company  quitclaim
     re-assignment  and  conveyances  by and among  Quivira  Mining and  Everest
     Exploration  their sum total of 5,000 acres of unpatented  mining claims to
     Excalibur.  Excalibur  retained  100%  claim  ownership  to six  (6)  known
     potential ISL reserves. These reserves are independently owned by Excalibur
     and not subject to the Cliffs/MWM agreements.

E.   Uranerz Energy Corporation - Vancouver,  BC Canada (not to be confused with
     Uranerz  USA) on December 9, 2005,  Excalibur  optioned  its 44  unpatented
     mining  claims in Powder  River to  Uranerz  Energy.  Option  term is three
     years, with the commitment of $750,000.00 field expenditures and an advance
     royalty payment of $250,000.00. Excalibur is very fortunate in securing the
     extensive expertise of Uranerz management and ISL operations.

F.   Excalibur's  7,000,000-foot (+) drill hole library covering over 500 square
     miles of the Powder  River  Basin could prove  invaluable  in a  profitable
     uranium market.

                                 SILVER REPORT

The Trust for Public Land  exercised  its option to purchase 18 patented  mining
claims (158 acres) in Ouray  County,  Colorado for the sum of $100,000,  on June
16, 2003. Excalibur has no further interest in the silver business.

Excalibur  is  natural  resource  oriented.  In the  past  its  activities  have
consisted of acquisition, mining and sale of mineral properties. Currently total
interest is centered on its holdings within the Powder River Uranium District of
Wyoming.  Optimism is found in the current recent price of uranium $43.00/LB.(+)
and the advent of the litigation.
<PAGE>

Securities and Exchange Commission - Form 10-K
Excalibur Industries - May 31, 2006
Page 5

ITEM 2 - PROPERTIES
-------------------

Mountain  West  Mines,  Inc.  (Mountain  West)  a  wholly  owned  subsidiary  of
Excalibur,  owns a royalty  interest in  approximately  85 patented  lode mining
claims, and numerous  unpatented lode mining claims in the Powder River Basin in
Converse,   Johnson  and  Campbell  Counties,   Wyoming.  These  properties  had
capitalized costs of $347,032, and are directly related to the advance royalties
received from Cliffs as described in Item 1 of this Form 10-K. The extent of any
ore bodies and  related  possible  collection  of  production  royalties  is not
determinable at this time. The Board of Directors had determined,  however, that
a more realistic value should be placed on the books for financial reporting and
elected  to reduce  the  reported  value for  financial  statement  purposes  to
$100,000.

In May 1986, Cliffs conveyed,  subject to the MWM/Cliffs  agreements,  to Magnox
Electric plc subsidiary,  Central Electricity  Generating Board Exploration Inc.
63.688  acres of patented  claims and 12  unpatented  mining  claims (Ruby Ranch
project).  In 1989,  Magnox  Electric  through its  subsidiaries  CEGB and Power
Resources Inc.  acquired 75% interest in the Highland Uranium Project (HUP) from
Everest  Exploration  (et al). HUP is subject to the terms and conditions of the
May 17, 1967 Option and Agreement and Addenda between  MWM/Cliffs.  According to
newspapers  and other  published  accounts,  HUP  uranium  production  by Magnox
Electric  subsidiaries  indicates a multi-million  dollar royalty payment is due
Excalibur.

In January  1997,  Cameco  Corporation  (Canada)  purchased  the assets of Power
Resources  from  Magnox  Electric  plc  (UK)  along  with  the  obligations  and
conditions  set forth in the May 17,  1967  Option  and  Agreement  and  Addenda
between MWM/Cliffs.  The HUP production royalties have not been paid by Cameco's
operator, its wholly owned subsidiary Power Resources Inc.

The right of reassignment of all uranium mineral properties within the Area of
Interest is retained by Excalibur as set forth by the May 17, 1967 Option and
Agreement.

In April 1987,  Excalibur had not received the  contractual  obligation of prior
written notice when Uranerz USA (Germany)  purchased  unpatented  claims and the
below cited  patented  claims  along with the  remaining  portion of MWM advance
royalty from Cliffs.  The  transaction  subjected  Uranerz to the obligations as
conditions  set forth in the May 17,  1967  Option  and  Agreement  and  Addenda
between MWM/Cliffs.

         North Butte Deposit Area
         ------------------------
         Pfister Patent - 49-77-0019             222.420 acres
         Brown Patent -   49-77-0022             730.016 acres
                                                 -------
                                                                 52.436 acres

         Surface acres included
         with mineral acres                      309.000 acres

         Greasewood Creek Deposit Area
         Greasewood Creek Patent - 49-75-0068    646.596 acres
         Surface areas                             0.000 acres

<PAGE>

Securities and Exchange Commission - Form 10-K
Excalibur Industries - May 31, 2006
Page 6

ITEM 2 - PROPERTIES (Continued)
-------------------------------

In May 1991,  failing the  contractual  obligation of furnishing  Excalibur with
prior written notification, Pathfinder Mines, Inc., subsidiary of Cogema-France,
purchased  Uranerz'  Powder  River  Uranium  holdings  along with the  remaining
portion of MWM advance  royalty.  This transaction  subjected  Pathfinder to the
terms and  conditions  as outlined in the May 17, 1967 Option and  Agreement and
Addenda between  MWM/Cliffs.  Subsequently,  Pathfinder assumed the Christianson
Ranch ISL  operation  and failed to make Area of  Interest  royalty  payments to
Excalibur.  Cogema  has  recently  resumed  production  at  Christianson  Ranch.
Pathfinder  purchased from Everest  Exploration its 25% interest in the Highland
Uranium Project.

Between the delinquent  royalty payments from the HUP and the Christianson Ranch
operations,  the advance  royalty  payment  obligation  of  $1,319,287  has been
satisfied.

In 1973, Excalibur sold mining claims in Campbell and Johnson Counties,  Wyoming
to American  Nuclear  Corporation.  The project became a part of a joint venture
between American Nuclear and the Tennessee Valley  Authority.  At public auction
in 1991,  they sold this  project  along with their  entire  holdings to General
Atomic. In 1992, General Atomic sold this same project to Pathfinder.  Excalibur
retains a 2 1/2 % yellow cake royalty from the ANC contract and an additional 4%
yellow cake royalty from the MWM/Cliffs Area of Interest royalty provision.

In 2001, failing the contractual  obligation of furnishing  Excalibur with prior
written  notification,  Pathfinder Mines Inc. (Cogema) executed Special Warranty
Deeds with Cameco Corporation (Canada) through its wholly owned subsidiary Power
Resources  Inc.,  transferring   Pathfinder's  Powder  River  uranium  holdings.
Camecos' acquisition of that portion of Pathfinder's mineral properties acquired
from the Uranerz/Cliffs contract, commits Cameco and its wholly owned subsidiary
Power Resources Inc. to a second  acknowledgment  to the terms and conditions in
the May 17, 1967 Option and  Agreement  and Addenda  between  MWM/Cliffs.  These
mineral  lands are within the Area of  Interest  and are  subject to a 4% yellow
cake gross  royalty in  addition to the  royalty  obligations  inherent in their
title. The Special  Warranty Deed grants  Pathfinder a royalty interest in these
deposits contrary to the MWM/Cliffs agreement provisions which required no liens
of any kind.

In July 1983, Cliffs quitclaimed 436 unpatented lode mining claims and 1,042 net
acres of fee mineral leases to Texas Eastern Nuclear,  Inc., of Houston,  Texas.
In August 1986,  Texas Eastern  Nuclear,  Inc.,  reassigned  said  properties to
Mountain West, who, in turn, conveyed and assigned its interest in said property
to Everest Minerals,  subject to a variable overriding royalty reservation which
ranges 2% to 6%.  Everest  Minerals  determined  to  abandon  a  portion  of the
property and offered to re-convey it to Excalibur. Excalibur has since abandoned
said property.

On June 28, 1990,  Everest  Minerals  sold the  remaining  270 claims to Quivira
Mining Company,  6305 Waterford  Boulevard,  Suite 325, Oklahoma City,  Oklahoma
73118,  a  subsidiary  of Rio Algom Ltd.,  a Canadian  based  world  producer of
uranium and other metals. Excalibur retained the right of reassignment.

In 2001,  Quivira  Mining company  reassigned the 270 claims to Excalibur.  100%
ownership of six (6) potential ISL reserves is held by Excalibur.  The following
uranium resource estimates are Texas Eastern Nuclear Inc., calculations:
<PAGE>

Securities and Exchange Commission - Form 10-K
Excalibur Industries - May 31, 2006
Page 7

     Deposit Area    Average Depth    Indicated Resource    Potential Resource
     ------------    -------------    ------------------    ------------------
     Verna Ann             580'            701,000#             1,500,000#
     Niles Ranch           450'            270,000#               600,000#
     Hank                  420'            600,000#             2,000,000#
     Willow Creek          600'            850,000#             2,000,000#
     Doughstick            540'               --                6,000,000#
     Nichols Rancy         590'          3,500,000#             4,500,000#

ITEM 3 - LEGAL PROCEEDINGS
--------------------------

On April 20, 2004, the firm of Lindquist & Vennum  P.L.L.P.  filed in the United
States  District Court for the District of Wyoming,  a Complaint for Damages and
Declaratory  judgment on behalf of Excalibur  wholly owned  subsidiary  Mountain
West Mines, Inc.,  Plaintiff versus The  Cleveland-Cliffs  Iron company,  Powers
Resources, Inc. and Pathfinder Mines Corporation, Defendants.

Litigation  is  directed  to  establishing  contractual  rights  defined  in the
MWM/Cliffs May 17, 1967 Option and Agreement with addendum and deeds.

Among the  covenants  claimed to be breached  are failure to provide  production
data and royalty due on the Highland  Uranium Project,  the  Christianson  Ranch
Mine and the Smith Ranch ISL project; and, the failure to offer for reassignment
on AMI mineral properties prior to abandonment.

Linquist & Vennum  P.L.L.P.  is a national law firm of nearly 200 attorneys that
has, for the past two years,  researched and examined our position and agreed to
represent  Mountain West Mines,  Inc. on a contingency  basis. The legal team is
headed by Mr. Harold G. Morris, Jr., Esq.

A non-jury trial in the U. S. District Court for the District of Wyoming was set
for August 15,  2005  before the  Honorable  Clarence  A.  Brimmer in  Cheyenne,
Wyoming.

On May 27, 2005,  Judge Beaman  dismissed our complaint.  Response filed June 9,
2005. On July 13, 2005 Judge Brimmer dismissed our complaint and fined Excalibur
$500,000.00  court costs - frivolous action penalty.  Lindquist and Vennum's Mr.
Morris  filed our appeal on December 6, 2005 in the U. S. Court of Appeals  10th
Circuit - to date, no response.

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

(a-d)     No matters  were  submitted to a vote of security  holders  during the
          quarter  ended  May  31,  2006  through  solicitation  of  proxies  or
          otherwise.  The last annual  shareholder's  meeting of the Company was
          held November 15, 2005.



<PAGE>

Securities Exchange Commission - Form 10-K
Excalibur Industries - May 31, 2006
Page 8

ITEM 5 -  MARKET FOR THE  REGISTRANT'S  COMMON  EQUITY AND  RELATED  STOCKHOLDER
          MATTERS

(a)       Principal Market:  The stock of the Corporation was formerly traded on
          the  Intermountain  Stock  Exchange  in Salt Lake City,  Utah.  At the
          present  time the stock is not traded on a listed  stock  exchange and
          the Company knows of no market maker.

(b)       Approximate  number of  shareholders  of record as of May 31,  2005 is
          1,090.

(c-1)     No dividends have been paid or declared in the past 5 fiscal years.

(c-2)     Management anticipates no payment of dividends in the near future.

<PAGE>


Securities and Exchange Commission - Form 10-K
Excalibur Industries - May 31, 2006
Page 9

ITEM 6 - SELECTED FINANCIAL DATA FOR THE YEARS ENDED MAY 31:
<TABLE>
<CAPTION>

                                        2006            2005           2004           2003           2002
                                     -----------    -----------    -----------    -----------    -----------

<S>                                  <C>            <C>            <C>            <C>            <C>
Total Revenues                       $   250,000    $         0    $         0    $         0    $         0

Total Operating Expense                   43,723         16,248         38,141         13,861         17,372
                                     -----------    -----------    -----------    -----------    -----------

     Income (Loss) from Operations       206,277        (16,248)       (38,141)       (13,861)       (17,372)

Other Income (Expense)                     1,118              0              0         (9,352              0
                                     -----------    -----------    -----------    -----------    -----------

    Income (Loss) -
        Before Income Taxes              207,395        (16,248)       (38,141)       (23,213)       (17,372)

Provision For Income Taxes                   100            100            100            100            100
                                     -----------    -----------    -----------    -----------    -----------

    Net Income (Loss) Before
        Extraordinary Gain               207,295        (16,348)       (38,241)       (23,313)       (17,472)

Extraordinary Gain                             0              0         89,478              0              0
                                     -----------    -----------    -----------    -----------    -----------

    Net Income (Loss)                    207,295        (16,348)        51,237        (23,313)       (17,472)

Retained Earnings (Deficit)
    Beginning of Year                    (50,245)       (33,897)       (85,134)       (61,821)       (44,349)
                                     -----------    -----------    -----------    -----------    -----------

Retained Earnings (Deficit)
    End of Year                      $   157,050    $   (50,245)   $   (33,897)   $   (85,134)   $   (61,821)
                                     ===========    ===========    ===========    ===========    ===========

Average Shares of Common
    Stock Outstanding                  5,987,261      5,987,261      5,987,261      5,987,261      5,987,261
                                     ===========    ===========    ===========    ===========    ===========

Net Income (Loss) Per Share
    of Common Stock                  $    0.0346    $   (0.0027)   $   (0.0085)   $   (0.0039)   $   (0.0029)
                                     ===========    ===========    ===========    ===========    ===========

Total Assets -
     End of Year                     $   300,829    $   105,414    $   111,145    $   108,597    $   110,958
                                     ===========    ===========    ===========    ===========    ===========

Long-Term Obligations                $         0    $    11,000    $         0    $    49,852    $    29,000
                                     ===========    ===========    ===========    ===========    ===========

Cash Dividends Declared
    Per Share of
    Common Stock                     $         0    $         0    $         0    $         0    $         0
                                     ===========    ===========    ===========    ===========    ===========
</TABLE>

<PAGE>

Securities and Exchange Commission - Form 10-K
Excalibur Industries - May 31, 2006
Page 10

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

Excalibur Industries  experienced  substantial  fluctuations in its consolidated
net income  over the past  several  years.  The Company  maintained  its mineral
properties and interest  throughout  that period of fluctuation  despite a large
drain on its financial resources. Management is now working to retain as much of
its mineral rights and interests as possible, considering its limited resources.

The Board of Directors  has adopted a policy  designed to husband its  resources
and retain as much of its mineral interests as possible, taking into account the
depressed market for minerals and the Company's limited resources.

The consolidated  financial  statements  contained herein under ITEM 8 should be
read in conjunction  with this ITEM 7, with particular  emphasis on the Notes to
Consolidated  Financial  Statements.  Additional  information  pertaining to the
fluctuation of the Company's income and expenses is detailed.

ITEM 8 -  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATE
-----------------------------------------------------

                                     Page 4
<PAGE>

Securities and Exchange Commission - Form 10-K
Excalibur Industries - May 31, 2006
Page 11

                         ACCOUNTANTS' COMPILATION REPORT



To the Board of Directors and Stockholders
Excalibur Industries

We have  compiled  the  accompanying  consolidated  balance  sheets of Excalibur
Industries  (Corporation) and its wholly owned subsidiary,  Mountain West Mines,
Inc. as of May 31, 2006, 2005, and 2004, and the related consolidated statements
of operations and changes in retained earnings (deficit), and cash flows for the
years then ended,  in accordance with Statements on Standards for Accounting and
Review   Services  issued  by  the  American   Institute  of  Certified   Public
Accountants.

A  compilation  is limited to  presenting  in the form of  financial  statements
information  that is the  representation  of management.  We have not audited or
reviewed the accompanying financial statements and, accordingly,  do not express
an opinion or any other form of assurance on them.


Maxfield Peterson, P.C.
---------------------------
Grand Junction, Colorado
June 29, 2006


<PAGE>

Securities and Exchange Commission - Form 10-K
Excalibur Industries - May 31, 2006
Page 12
<TABLE>
<CAPTION>

                           Consolidated Balance Sheets
                           May 31, 2006, 2005 and 2004
                                   (Unaudited)

                                                                 2006           2005            2004
                                                             -----------    -----------    -----------
<S>                                                          <C>            <C>            <C>
Current Assets
  Cash and cash equivalents                                  $   200,729    $     5,314    $    11,045
Property and Equipment
  Mining properties and interests                                100,000        100,000        100,000
  Furniture and fixtures                                           2,354          2,354          2,354
  Mining equipment                                                 1,347          1,347          1,347
                                                             -----------    -----------    -----------
                                                                 103,701        103,701        103,701
  Accumulated depreciation                                        (3,661)        (3,661)        (3,661)
                                                             -----------    -----------    -----------

              Total Property and Equipment                       100,040        100,040        100,040
                                                             -----------    -----------    -----------

Other Assets
  Deposits                                                            60             60             60
                                                             -----------    -----------    -----------

              Total Assets                                   $   300,829    $   105,414    $   111,145
                                                             ===========    ===========    ===========

                      LIABILITIES AND STOCKHOLDERS' EQUITY

Current Liabilities
  Income tax payable                                         $       100    $       100    $     1,363
                                                             -----------    -----------    -----------

Other Liabilities
  Loans from stockholder                                            --           11,000           --
  Accrued interest - loans from stockholder                         --              880           --
  Option to sell mining claims                                      --             --             --
                                                             -----------    -----------    -----------

              Total Other Liabilities                               --           11,880           --
                                                             -----------    -----------    -----------


              Total Liabilities                                      100         11,980          1,363
                                                             -----------    -----------    -----------

Stockholders' Equity
  Common stock - $.01 par value,
    authorized 10,000,000 shares,
    issued 5,997,361 shares including
    shares in treasury                                            59,974         59,974         59,974
  Capital received in excess of par value                         83,810         83,810         83,810
  Retained earnings (deficit)                                    157,050        (50,245)       (33,897)
  Treasury Stock, 10,100 shares at cost                             (105)          (105)          (105)
                                                             -----------    -----------    -----------

              Total Stockholders' Equity                         300,729         93,434        109,782
                                                             -----------    -----------    -----------

              Total Liabilities
              and Stockholders' Equity                       $   300,829    $   105,414    $   111,145
                                                             ===========    ===========    ===========
</TABLE>

See accompanying notes and accountants' compilation report.


<PAGE>

Securities and Exchange Commission - Form 10-K
Excalibur Industries - May 31, 2006
Page 13
<TABLE>
<CAPTION>

Consolidated Statements of Operations and Changes in Retained Earnings (Deficit)
                    Years Ended May 31, 2006, 2005 and 2004
                                   (Unaudited)

                                                          2006            2005           2004
                                                       -----------    -----------    -----------
<S>                                                    <C>            <C>            <C>
Revenues
  Royalties                                            $   250,000    $      --      $      --
                                                       -----------    -----------    -----------

Operating Expenses
  Mining and related expenses                                 --             --             --
  General and administrative                                43,723         16,248         38,141
                                                       -----------    -----------    -----------

              Total Operating Expenses                      43,723         16,248         38,141
                                                       -----------    -----------    -----------


              (Loss) From Operations                       206,277        (16,248)       (38,141)

Other Income (Expense)
  Interest Expense                                          (1,406)          --             --
  Interest Income                                            2,524           --             --
                                                       -----------    -----------    -----------

              (Loss) Before Income Taxes                   207,395        (16,248)       (38,141)

Provision For Income Taxes                                     100            100            100
                                                       -----------    -----------    -----------


              (Loss) Before Extraordinary Gain             207,295        (16,348)       (38,241)

Extraordinary Gain
  Gain from sale of mining claims, net of income tax          --             --           89,478
                                                       -----------    -----------    -----------


              Net Income (Loss)                            207,295        (16,348)        51,237

Retained Earnings (Deficit) - Beginning of Year            (50,245)       (33,897)       (85,134)
                                                       -----------    -----------    -----------


Retained Earnings (Deficit) - End of Year                  157,050    $   (50,245)   $   (33,897)
                                                       ===========    ===========    ===========

Net Income (Loss) Per Share of Common Stock            $    0.0346    $   (0.0027)   $   (0.0085)
                                                       ===========    ===========    ===========

Outstanding Number of Common Shares                      5,987,261      5,987,261      5,987,261
                                                       ===========    ===========    ===========
</TABLE>


See accompanying notes and accountants' compilation report.

<PAGE>
Securities and Exchange Commission - Form 10-K
Excalibur Industries - May 31, 2006
Page 14

<TABLE>
<CAPTION>
                      Consolidated Statements of Cash Flows
                     Years Ended May 31, 2005, 2004 and 2003
                                   (Unaudited)


                                                                   2004                2006           2005
                                                               -----------         -----------    -----------
<S>                                                            <C>                 <C>            <C>
Cash Flows From Operating Activities
   Net income (loss)                                          $   207,295)         $   (16,348)  $    51,237
   Adjustments to reconcile net income (loss) to net cash
     provided by operating activities
        Extraordinary gain (expense) before income tax                --                  --          (90,471)
        Increase (Decrease) in:
          Income tax payable                                          --                (1,263)         1,263
           Accrued interest - loans to shareholder                    (880)                880         (9,352)
                                                               -----------         -----------    -----------

                  Net Cash Used By Operating
                     Activities                                    206,415            (16,731)       (47,593)
                                                               -----------         -----------    -----------

Cash Flows From Investing Activities
   Sale of mining claims                                              --                  --           98,847
   Option to sell mining claims                                       --                  --             (100)
                                                               -----------         -----------    -----------

                  Net Cash Provided By Investing
                     Activities                                       --                  --           98,747
                                                               -----------         -----------    -----------

Cash Flows From Financing Activities
   Loans from shareholders
     Additions                                                       --                 11,000           --
     Reductions                                                   (11,000)                --          (40,500)
   Capital Stock transactions:
     Share repurchases                                                --                  --             --
                                                               -----------         -----------    -----------

                  Net Cash Provided (Used) By
                     Financing Activities                          (11,000)             11,000        (40,500)
                                                               -----------         -----------    -----------

                  Net Increase (Decrease) In Cash                  195,415              (5,731)        10,654

Cash - Beginning of Year                                             5,314              11,045            391
                                                               -----------         -----------    -----------

Cash - End of Year                                             $   200,729         $     5,314    $    11,045
                                                               ===========         ===========    ===========


Supplemental Disclosures
   Income taxes paid                                           $       100         $     1,363    $       100
   Interest Paid                                                     2,286                --            9,352
</TABLE>

See accompanying notes and accountants' compilation report.
<PAGE>
Securities and Exchange Commission - Form 10-K
Excalibur Industries - May 31, 2006
Page 15

Notes to Consolidated Financial Statements
(Unaudited)


Note 1 - Summary of Significant Accounting Policies Consolidation
-----------------------------------------------------------------

     The consolidated financial statements presented herein include the accounts
     of  Excalibur  Industries  (Excalibur)  and its  wholly  owned  subsidiary,
     Mountain West Mines, Inc., (Mountain West), a Nevada corporation, qualified
     to do  business  in  the  states  of  Utah  and  Wyoming.  All  significant
     intercompany transactions have been eliminated from these statements.

     Mining Properties and Interests
     -------------------------------
     Mining claims,  leases, and royalty interests are stated at cost, unless in
     the  judgement  of the  Directors  a  lesser  amount  is  felt  to be  more
     appropriate  due to a permanent  decline in value.  No  depletion  has been
     charged against income for financial  statement  purposes,  but is deducted
     for Federal income tax purposes when allowable.  The full carrying value is
     charged against income at the time of sale of disposition of an asset. If a
     perpetual  overriding  royalty is retained the recorded  costs of the asset
     are treated  the same for  financial  statement  purposes as for income tax
     purposes  and are not  reduced  in value  until  production  royalties  are
     received.

     Depreciable Property and Equipment
     ----------------------------------
     Depreciable  property and  equipment are stated at cost.  Depreciation  for
     income tax purposes is consistent  with that used for  financial  statement
     purposes and has been computed using the straight-line method.

     Deferred Income Taxes
     ---------------------
     Deferred  income  taxes are provided as a result of timing  differences  in
     reporting  income for financial  statement  and tax purposes.  Currently no
     deferred income taxes payable (or receivable) are recognized.

     Use of Estimates
     ----------------
     The  preparation  of financial  statements  in  conformity  with  generally
     accepted  accounting  principles  requires management to make estimates and
     assumptions   that  affect  certain   reported   amounts  and  disclosures.
     Accordingly, actual results could differ from those estimates.

     Earnings Per Share
     ------------------

     Earnings per share of common stock are computed using the weighted  average
     number of common  shares  outstanding  during the period.  Primary and full
     diluted  earnings  per share are shown as the same  figure if the  dilutive
     effect of any common stock  equivalents or convertible  securities are less
     than three percent. The Company currently has no dilative equivalents.

     Cash and Cash Equivalents
     -------------------------

     For the purposes of the  consolidated  statement of cash flows, the Company
     considers all highly liquid  investments  with an initial maturity of three
     months or less to be cash equivalents.

<PAGE>

Securities and Exchange Commission - Form 10-K
Excalibur Industries - May 31, 2006
Page 16

                   Notes to Consolidated Financial Statements
                                   (Unaudited)

Note 2 - Mining Properties and Interests
----------------------------------------

     Uranium
     -------
     The Company  owns  various  royalty  and other  interests  in patented  and
     unpatented mining claims and mineral leased acreage,  located in the Powder
     River  Basin,  Johnson  and  Campbell  Counties,   Wyoming.  Future  earned
     royalties  are subject to offset by the amount of certain  advance  minimum
     royalty  revenues.  These  properties  were  assigned  a value of  $347,032
     following the  acquisition of Mountain West by Excalibur.  Various  acreage
     has been dropped during the past years as such acreage was determined to be
     of  no  value.  The  capitalized   costs  of  these  properties  have  been
     reallocated  to the remaining  acreage still  retained by the Company.  The
     Board of Directors  determined that a more realistic value should be placed
     on the books  and  elected  to reduce  the  reporting  value for  financial
     statement purposes by $247,032.

     Silver
     ------
     The Company  owns  various  interests  in patented  mining  claims in Ouray
     County,  Colorado.  These claims were sold during the fiscal year ended May
     31, 2004, for $100,000.

     A summary of capitalized  costs in the above properties as of May 31, 2006,
     2005 and 2004 follows:


                                              2006          2005         2004
                                          ---------     ---------     ---------

        Uranium                           $ 100,000     $ 100,000     $ 100,000
                                          =========     =========     =========

Note 3 - General and Administrative Expense
-------------------------------------------

     General and administrative  expenses for the years ended May 31, 2006, 2005
     and 2004 follows:


                                              2006          2005         2004
                                          ---------     ---------     ---------

        Salaries                          $   --        $   --        $   --
        Contract labor                      10,000          --            --
        Reports and publications               722         1,659         1,447
        Professional                         3,291         4,368        27,852
        Telephone, office supplies
          and other                         29,710        10,221         8,842
                                          ---------     ---------     ---------


               Total                      $ 43,723      $ 16,248      $ 38,141
                                          =========     =========     =========

<PAGE>

Securities and Exchange Commission - form 10-K
Excalibur Industries - May 31, 2006
Page 17

                   Notes to Consolidated Financial Statements
                                   (Unaudited)

Note 4 - Income Taxes
---------------------

     Currently,  no deferred income taxes payable (or receivable) are recognized
     as a result  of  timing  differences  in  reporting  income  for  financial
     accounting and tax purposes.

     As of May 31, 2006,  the Company has loss carry  forwards of  approximately
     $81,000 for Federal tax purposes  and $22,000 for State tax  purposes  that
     may be offset  against  future  taxable  income  (expiring on various dates
     through 2024).  During the fiscal year ending May 31, 2006, the Company was
     able to  utilize  loss  carryforwards  of  $153,000  to  eliminate  its tax
     liability  for the  current  year.  A  deferred  tax  benefit  has not been
     recognized in the accompanying  balance sheet due to the uncertainty of any
     future taxable income. In addition,  deferred income taxes are not affected
     as a result of statutory depletion deductions taken for tax purposes.

Note 5 - Gain From Sale of Mining Claims
----------------------------------------

     During  the year  ended  May 31,  2004,  patented  mining  claims in Ouray,
     County, Colorado were sold for $100,000.

Note 6 - Litigation and Contingencies
-------------------------------------

     In April,  2004 the Company filed a complaint  for damages and  declaratory
     judgment versus Cleveland Cliffs Iron Company for unpaid royalty  payments.
     Total  litigation cost to the Company consists of a $25,000 advance payment
     for expenses to a law firm which has agreed to  represent  the Company on a
     contingency  basis for its fee.  The  ultimate  outcome  of the  litigation
     cannot presently be determined.

     On May 27, 2005, this complaint was dismissed; however, the Company filed a
     plaintiffs'  objection to this finding on June 9, 2005. The court dismissed
     the  Company's  complaint  and fined the Company  $500,000  for a frivolous
     action  penalty.  The Company  believes that this find is without merit and
     filed an appeal on December  6, 2005.  The  Company  intends to  vigorously
     defend its position and further  believes  that the fine will be overturned
     and accordingly,  no provision has been made in the accompanying  financial
     statements relating to this matter.

Note 7 - Operating Funds
------------------------

     Company  management has developed a plan to reduce or delay  administrative
     costs to insure that the  Company  will  continue  to meet its  obligations
     during the coming year,  as well as a plan to obtain  additional  operating
     funds, if needed, through the sale of certain of its mining properties.

     In the interim,  Joseph P. Hubert,  President  and major  stockholder,  has
     agreed  to  advance  operating  funds as  needed,  until  other  funds  are
     available.  During the year ended May 31, 2006, Mr. Huburt advanced $10,000
     to the Company and the Company  repaid Mr.  Hubert's loan totaling  $21,000
     plus interest.
<PAGE>

Securities and Exchange commission - Form 10-K
Excalibur Industries - May 31, 2006
Page 18

ITEM 9 - DISAGREEMENTS ON ACCOUNTING AND FINANCIAL DISCLOSURES
--------------------------------------------------------------

     None

ITEM 10 - DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
------------------------------------------------------------
<TABLE>
<CAPTION>

(a, b & e)             Name                Age                    Position
              ---------------------        ---     ------------------------------------------
<S>                                         <C>
              Joseph P. Hubert              75     President, Chief Executive Officer and
                                                   Chairman of Board of Directors

              Jack D. Powers                80     Vice-President and Director

              Joseph C. Kellogg             80     Vice-President/Treasurer and Director

              Marguerite Emanuel            73     Secretary
</TABLE>

     Joseph P. Hubert is President and Chief Executive Officer.  He received his
     B.S. Degree in Geology from the University of Minnesota Duluth. He has been
     a self-employed  registered  mining  geologist for many years. He served on
     the Board of Directors of Mountain  West Mines,  Inc. from 1966 until 1971,
     either as President or  Vice-President  during that period.  Mr. Hubert was
     elected to the  Presidency  and Board of Directors of Excalibur at the 1982
     annual meeting and following Directors' meeting.

     Jack D. Powers is  Vice-President.  He obtained a BA Degree in business and
     accounting from the University of Minnesota and a B.S. Degree in mechanical
     engineering  from  Michigan  Tech.  He has worked as a manager for Longyear
     Drilling  Co.,  Boyles  Bros.  and Joy for many  years and  presently  is a
     self-employed drilling consultant.

     Joseph C. Kellogg was elected to the  Vice-President/Treasurer  at the 2005
     Annual Meeting and following director Meeting.  Mr. Kellogg is a University
     of  Minnesota  graduate  1951 B. S. Civil  Engineering  Degree.  Founder of
     Kellogg   Corporation  1970,  a  management   service  to  the  mining  and
     construction industry in over 2,500 projects for 1,000 clients in 47 states
     and 18 foreign countries.

     Marguerite H. Emanuel replaced Charles O. Spielman as Secretary on March 1,
     2001.  She  received  her BS Degree in  Business  and  accounting  from the
     University  of  Minnesota.  She was a department  manager with the Marriott
     Corporation   and  an   administrative   assistant   with  the  Village  of
     Lincolnshire, Illinois.

     (c) Excalibur has no full time employees.

     (d) Mrs. Marguerite Emanuel was elected Corporate Secretary at the November
     19, 2002 Annual  Meeting.  Mrs.  Emanuel is the sister of Joseph P. Hubert,
     President  and CEO.  There are no other  family  relationships  between any
     Director  and  Executive  Officer  and/or any other  Director or  Executive
     officer or nominee for Director.
<PAGE>

Securities and Exchange Commission - Form 10-K
Excalibur Industries - May 31, 2006
Page 19

ITEM 10 - DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT (Continued)
------------------------------------------------------------------------

     (f) No Officer,  Director or nominee for Director has been  involved in any
     legal  proceedings   involving  Federal   bankruptcy  laws,  or  any  State
     insolvency  laws, or has been convicted or named in a criminal  proceeding,
     or is the subject of any order,  judgement,  or decree  limiting him in any
     activity,  or from  engaging  in any  type of  business  practice,  or from
     engaging in any  activity in  connection  with the  purchase or sale of any
     security,  or in connection with any violation of Federal or State security
     laws.

     (g) A comprehensive  review and examination by the United States Securities
     and Exchange  Commission  was conducted in 2004 and any  deficiencies  were
     corrected.

ITEM 11 - MANAGEMENT REMUNERATION
---------------------------------

     Excalibur  and Mountain West Mines,  Inc.,  has no employees or payroll and
     pays no regular compensation to management.  However, during the year ended
     May  31,  2006,  the  Company  paid  its  Corporate  Secretary  $10,000  in
     recognition of her prior  contributions  to the Company.  In addition,  the
     Company pays medical insurance for its President and reimburses  management
     for business expenses.

ITEM 12 - SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
------------------------------------------------------------------------

(a) Security Ownership of Certain Beneficial Owners:
<TABLE>
<CAPTION>
                                                                                               *Amount and         Percent
                                                                                               Nature of           of class
                             Name and Address                                                  Beneficial          as of
     Title of Class          of Beneficial owner                                               Ownership           5/31/05
     --------------          -----------------------------------------                         --------------      -------

<S>                                                                                            <C>                 <C>
     Common                  Joseph P. Hubert                                                  1,179,000           19.69%
                             1800 Lakeview Drive                                               Direct
                             Duluth, MN 55803

     Common                  Allen E. Nugent, Trustee of the                                    *868,000           14.50%
                             Claude E. Nugent Trust                                            Direct
                             10238 South 2375 East
                             Sandy, UT 84092

     Common                  Robert H. Ruggeri                                                   336,683            5.62%
                             3314 Music Lane                                                   Direct
                             Grand Junction, CO 81506

     Common                  Jack D. Payne                                                       302,540            5.05%
                             Box 2951                                                          Direct
                             Grand Junction, CO 81501

     Common                  Service Credit Corp.
                             377 N. Main                                                         300,000            5.01%
                             Layton, UT 84041                                                  Direct
</TABLE>

*Includes 24,000 shares owned by Allen Nugent's wife, and 24,000 shares owned by
Allen E. Nugent, son of Claude E. Nugent.
<PAGE>

Securities and Exchange Commission - Form 10-K
Excalibur Industries - May 31, 2005
Page 20

ITEM 12 - SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT,
          (Continued)
--------------------------------------------------------------------------------

(b) Security Ownership of Management:
<TABLE>
<CAPTION>
                                                                     *Amount and         Percent
                                                                     Nature of           of class
                             Name and Address                        Beneficial          as of
     Title of Class          of Beneficial Owner                     Ownership           5/31/05
     --------------          -------------------------------         --------------      -------

<S>                                                                  <C>                 <C>
     Common                  Joseph P. Hubert                        1,179,000           19.69%

     Common                  Jack D. Powers                             25,000             .42%

     Common                  Dawn L. Carpenter                          40,000             .70%

     Common                  Marguerite Emanuel                        100,000            1.68%

     Common                  Directors and Officers Group            1,356,500           22.40%
</TABLE>

   *Information as to beneficial ownership is based upon statements furnished by
each Director.  Information  with such ownership rests  peculiarly  within their
knowledge  and the  Registrant  disclaims  responsibility  for the  accuracy and
completeness thereof.

(c) Changes in Control:

     No arrangements are known to Registrant which may at a subsequent date
     result in a change in control of the Registrant.

ITEM 13 - CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
--------------------------------------------------------

(a) Transactions with Management and Others
     None

(b) Certain Business Relationships
     None

(c) Indebtedness of Management
     None

(d) Transactions with Promoters
     None

ITEM 14 - EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 10-K
---------------------------------------------------------------------------

(a)  1. Unaudited  Consolidated  Financial Statements for the fiscal years ended
     May 31, 2006, 2005 and 2004, including:

            Accountants' Compilation Report
            Consolidated Balance Sheets
            Consolidated Statements of Operations and Changes
              in Retained Earnings (Deficit)
            Consolidated Statement of Cash Flows
            Notes to Consolidated Financial Statements

2.   None

3.   None

(b)  No reports on Form 8-K have been filed during the quarte ended May 31, 2006

(c)  None

(d)  None

<PAGE>

Securities and Exchange Commission - Form 10-K
Excalibur Industries - May 31, 2006
Page 21


SIGNATURES
----------

Pursuant to the requirements of the Securities Exchange Act of 1934, this report
has been signed below by the following persons on behalf of the registrant and
in the capacities and on the dates indicated.



Date   July 27, 2006        By  /s/ Joseph P. Hubert
     ----------------------   --------------------------------------------------
                                 Joseph P. Hubert
                                 President, Chief Executive Officer
                                 and Chairman of Board of Directors


Date   August 3, 2006       By  /s/ Jack D. Powers
     ---------------------    --------------------------------------------------
                                 Jack D. Powers
                                 Vice-President and Director