UNITED
STATES


SECURITIES
AND EXCHANGE COMMISSION


Washington,
D.C.   20549









FORM
10-QSB





[
      X ]
            QUARTERLY
      REPORT UNDER SECTION 13 0R 15(d) OF THE SECURITIES EXCHANGE ACT OF
      1934





For the
quarterly period
ended                                                                November
30, 2007





[    ]
            TRANSITION
      REPORT UNDER SECTION 13 0R 15(d) OF THE SECURITIES EXCHANGE ACT OF
      1934





For the
transition period from ___________________ to
___________________








Commission
file number 000-53008








KUSHI
      RESOURCES INC.(Exact
      name of small business issuer as specified in its
  charter)








Nevada
            00-0000000(State
      or other jurisdiction of incorporation or
    organization)
            (I.R.S.
      Employer Identification No.)2215 South West Marine Drive, Vancouver, British
      Columbia, V6P 6C1, Canada(Address
      of principal executive offices)778-835-9200(Issuer’s
      telephone number)n/a(Former name, former address and former fiscal
      year, if changed since last report)





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


[    ]
Yes         [ X
]  No





Indicate
by check mark whether the registrant is a shell company (as defined in Rule
12b-2 of the Exchange Act).


[
X ]
Yes         [    ]  No





APPLICABLE
ONLY TO CORPORATE ISSUERS





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





Class
            Outstanding at February 19,
      2008common
      stock - $0.001 par value
            5,230,000





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





Page -
1








PART
I – FINANCIAL INFORMATION




KUSHI
RESOURCES INC.
 (AN
EXPLORATION STAGE COMPANY)
 BALANCE
SHEETS


November
      30,
            
            
            February
      28,2007
            
            
            2007(Unaudited)ASSETSCurrent
      assets:Cash
            $
            9,631
            
            
            $
            38,657Total
      assets
            $
            9,631
            
            
            $
            38,657LIABILITIES
      AND STOCKHOLDERS' (DEFICIT) EQUITYCurrent
      liabilities:Accounts
      payable
            $
            4,705
            
            
            $
            -Accrued
      administrative fees
            
            2,000
            
            
            
            1,000Accrued
      exploration fees
            
            -
            
            
            
            2,500Accrued
      professional fees
            
            5,901
            
            
            
            500Due
      to related party
            
            500
            
            
            
            500Total
      liabilities
            
            13,106
            
            
            
            4,500Commitments
      and contingenciesStockholders'
      (deficit) equity:Common
      stock; authorized 75,000,000; $0.001 par value; 5,230,000issued
      and outstanding at November 30 and February 28, 2007
            
            5,230
            
            
            
            5,230Additional
      paid in capital
            
            51,270
            
            
            
            51,270Deficit
      accumulated during the exploration stage
            
            (59,975
            )
            
            
            (22,343
            )Total
      stockholders' (deficit) equity
            
            (3,475
            )
            
            
            34,157Total
      liabilities and stockholders' (deficit) equity
            $
            9,631
            
            
            $
            38,657




The
accompanying notes are an integral part of these financial
statements





F
- 1




KUSHI
RESOURCES INC.
 (AN
EXPLORATION STAGE COMPANY)
 STATEMENTS
OF OPERATIONS
 UNAUDITED


FromThree
      Months Ended
            
            
            Nine
      Months Ended
            
            
            October
      3, 2005November
      30,
            
            
            November
      30,
            
            
            (Inception)
      to2007
            
            
            2006
            
            
            2007
            
            
            2006
            
            
            November
      30, 2007Operating
      Expenses:Administrative
            
            $
            1,242
            
            
            $
            -
            
            
            $
            5,270
            
            
            $
            -
            
            
            $
            6,270Bank
      charges and interest
            
            
            30
            
            
            
            23
            
            
            
            65
            
            
            
            182
            
            
            
            315Donated
      rent
            
            
            -
            
            
            
            750
            
            
            
            -
            
            
            
            2,250
            
            
            
            4,000Donated
      services
            
            
            -
            
            
            
            1,500
            
            
            
            -
            
            
            
            4,500
            
            
            
            8,000Exploration
      and development costs
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            1,030
            
            
            
            7,768Professional
      fees
            
            
            9,998
            
            
            
            -
            
            
            
            32,297
            
            
            
            -
            
            
            
            32,797Regulatory
            
            
            -
            
            
            
            100
            
            
            
            -
            
            
            
            100
            
            
            
            825Net
      loss for the period
            
            $
            (11,270
            )
            
            $
            (2,373
            )
            
            $
            (37,632
            )
            
            $
            (8,062
            )
            
            $
            (59,975
            )Net
      loss per share:Basic
      and diluted
            
            $
            (0.00
            )
            
            $
            (0.00
            )
            
            $
            (0.01
            )
            
            $
            (0.00
            )Weighted
      average number of shares outstanding:Basic
      and diluted
            
            
            5,230,000
            
            
            
            5,322,308
            
            
            
            5,230,000
            
            
            
            5,340,836





The
accompanying notes are an integral part of these financial
statements





F
- 2




KUSHI
RESOURCES INC.
 (AN
EXPLORATION STAGE COMPANY)
 STATEMENTS
OF CASH FLOWS
 UNAUDITED


FromNine
      Months Ended
            
            
            October
      3, 2005November
      30,
            
            
            (Inception)
      to2007
            
            
            2006
            
            
            November
      30, 2007Cash
      flow from operating activities:Net
      loss
            $
            (37,632
            )
            
            $
            (8,062
            )
            
            $
            (59,975
            )Adjustments
      to reconcile net loss to net cash used in operating
      activities:Donated
      rent and services
            
            -
            
            
            
            6,750
            
            
            
            12,000Changes
      in operating assets and liabilities:Accounts
      payable
            
            4,705
            
            
            
            95
            
            
            
            4,705Accrued
      adminitrative fees
            
            1,000
            
            
            
            -
            
            
            
            2,000Accrued
      exploration fees
            
            (2,500
            )
            
            
            -
            
            
            
            -Accrued
      professional fees
            
            5,401
            
            
            
            -
            
            
            
            5,901Due
      to related party
            
            -
            
            
            
            -
            
            
            
            500Net
      cash used in operating activities
            
            (29,026
            )
            
            
            (1,217
            )
            
            
            (34,869
            )Cash
      flows from financing activitiesCash
      from issuance of common stock
            
            -
            
            
            
            -
            
            
            
            44,500Cash
      paid on cancellation of common stock
            
            -
            
            
            
            (5,250
            )
            
            
            (1,200
            )Cash
      from issuance of common stock
            
            -
            
            
            
            5,250
            
            
            
            5,250Cash
      paid on cancellation of common stock
            
            -
            
            
            
            -
            
            
            
            (4,050
            )Net
      cash provided by financing activities
            
            -
            
            
            
            -
            
            
            
            44,500(Decrease)
      increase in cash during the period
            
            (29,026
            )
            
            
            (1,217
            )
            
            
            9,631Cash,
      beginning of period
            
            38,657
            
            
            
            44,319
            
            
            
            -Cash,
      end of period
            $
            9,631
            
            
            $
            43,102
            
            
            $
            9,631Supplemental
      disclosure of cash flow information:Cash
      paid during the periodTaxes
            $
            -
            
            
            $
            -
            
            
            $
            -Interest
            $
            -
            
            
            $
            -
            
            
            $
            -





The
accompanying notes are an integral part of these financial
statements





F
- 3


KUSHI
RESOURCES INC.


(AN
EXPLORATION STAGE COMPANY)


NOTES
TO THE FINANCIAL STATEMENTS


NOVEMBER
30, 2007


(UNAUDITED)





NOTE
1 – ORGANIZATION AND BASIS OF PRESENTATION




Nature
of Operations





Kushi
Resources Inc. (“Kushi”) was incorporated on October 3, 2005, under the laws of
the State of Nevada. Kushi’s principal business is the acquisition and
exploration of mineral resources in northern British Columbia,
Canada.  Kushi has not presently determined whether its properties
contain mineral reserves that are economically recoverable.  Kushi has
not commenced significant operations and is considered an Exploration Stage
Company, as defined by Statement of Financial Accounting Standard (“SFAS”) No.7
Accounting and Reporting by
Development Stage Enterprises.  In these notes, the terms
“Company”, “we”, “us” or “our” mean Kushi.





Basis
of Presentation





These
financial statements and related notes are presented in accordance with
accounting principles generally accepted in the United States, and are expressed
in US dollars.





The
accompanying unaudited financial statements included herein have been prepared
in accordance with accounting principles generally accepted in the United States
for interim financial information and with the instructions to Form 10-QSB and
Item 310(b) of Regulation S-B.  They do not include all information
and notes required by generally accepted accounting principles for complete
financial statements.  However, except as disclosed herein, there has
been no material change in the information disclosed in the notes to financial
statements included in the report on Form SB-2 of Kushi Resources Inc. for the
year ended February 28, 2007.  In the opinion of management, all
adjustments considered necessary for a fair presentation of the results for the
interim periods have been made and are of a normal, recurring
nature.  Operating results for the three and nine months ended
November 30, 2007 are not necessarily indicative of the results that may be
expected for any interim period or the entire year.  For further
information, these financial statements and the related notes should be read in
conjunction with the Company’s audited financial statements for the year ended
February 28, 2007 included in the Company’s report on Form SB-2.





NOTE
2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES





Concentration
of Credit Risk





Financial
instruments that potentially subject the Company to concentration of credit risk
consist principally of cash deposits.  At November 30, 2007 and
February 28, 2007, the Company had approximately $10,000 and $39,000,
respectively in cash that was not insured.  This cash is on deposit
with a major chartered Canadian bank.  The Company has not experienced
any losses in cash balances and does not believe it is exposed to any
significant credit risk on cash and cash equivalents.





Recent
Accounting Pronouncements





In
September 2006, the Financial Accounting Standards Board (“FASB”) issued SFAS
No. 157 (“SFAS 157”), Fair
Value Measurements. SFAS 157 defines fair value, establishes
a framework for measuring fair value and expands disclosure requirements about
fair value measurements.  The Company adopted SFAS 157 on March 1,
2007 and the adoption did not have a material impact on our financial
statements.


F
- 4


KUSHI
RESOURCES INC.


(AN
EXPLORATION STAGE COMPANY)


NOTES
TO THE FINANCIAL STATEMENTS


NOVEMBER
30, 2007


(UNAUDITED)








NOTE
2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, continued





Recent
Accounting Pronouncements, continued





In July
2006, the issued FASB Interpretation No. 48 (“FIN 48”), "Accounting for Uncertainty in
Income Taxes". FIN 48 clarifies the accounting for uncertainty in income
taxes recognized in an enterprise's financial statements in accordance with SFAS
No. 109, "Accounting for
Income Taxes”.  FIN 48 prescribes a recognition threshold and
measurement attribute for the financial statement recognition and measurement of
a tax position taken or expected to be taken in a tax return. FIN 48 also
provides guidance on derecognition, classification, interest and penalties,
accounting in interim periods, disclosure and transition.





We
adopted the provisions of FIN 48 on March 1, 2007.  FIN 48 provides
detailed guidance for the financial statement recognition, measurement and
disclosure of uncertain tax positions recognized in the financial statements in
accordance with SFAS 109.  Tax positions must meet a
“more-likely-than-not” recognition threshold at the effective date to be
recognized upon the adoption of FIN 48 and in subsequent periods.  The
adoption of FIN 48 did not have an impact on our financial position and did not
result in unrecognized tax benefits being recorded.  Accordingly, no
corresponding interest and penalties have been accrued.  We file
income tax returns in the U.S. federal jurisdiction.  There are
currently no federal or state income tax examinations underway for these
jurisdictions.  We do however have prior year net operating losses
which remain open for examination.





The
adoption of new accounting standards with effective dates subsequent to November
30, 2007 are not expected to have a material impact on the financial
statements.





NOTE
3 – GOING CONCERN





These
financial statements have been prepared on a going concern basis, which implies
the Company will continue to realize its assets and discharge its liabilities in
the normal course of business.  The Company has not generated any
revenues since inception and has never paid any dividends and is unlikely to pay
dividends or generate earnings in the immediate or foreseeable
future.  The continuation of the Company as a going concern is
dependent upon the continued financial support from its shareholders, the
ability of the Company to obtain necessary equity financing to continue
operations, confirmation of the Company’s interests in the underlying
properties, and the attainment of profitable operations.  The
Company’s ability to achieve and maintain profitability and positive cash flows
is dependent upon its ability to locate profitable mineral properties, generate
revenues from its mineral production and control production
costs.  Based upon current plans, the Company expects to incur
operating losses in future periods.  At November 30, 2007, the Company
had accumulated losses of $59,975 since inception.  This factor raises
substantial doubt regarding the Company’s ability to continue as a going
concern.  There is no assurance that the Company will be able to
generate revenues in the future.  These financial statements do not
give any effect to any adjustments that would be necessary should the Company be
unable to continue as a going concern and therefore be required to realize its
assets and discharge its liabilities in other than the normal course of business
and at amounts different from those reflected in the accompanying financial
statements.





F
- 5


KUSHI
RESOURCES INC.


(AN
EXPLORATION STAGE COMPANY)


NOTES
TO THE FINANCIAL STATEMENTS


NOVEMBER
30, 2007


(UNAUDITED)





NOTE
4 - RELATED PARTY TRANSACTIONS





We
recognized donated rent at $250 per month and donated services provided by our
President at $500 per month until January 31, 2007.  Between March 1,
2006 and November 30, 2006 we recognized $2,250 in donated rent and $4,500 in
donated services and for the period from October 3, 2005 (inception) to November
30, 2007 we recognized $4,000 in donated rent and $8,000 donated
services.  Subsequent to January 31, 2007, these services were
contracted out at $1,000 per quarter to a non-related
company.





At
November 30, 2007 and February 28, 2007, we were indebted to our director in the
amount of $500, for an expense he paid on our behalf.





All of
the Company’s mineral claims are registered in the name of the President of the
Company and pursuant to a trust agreement are held in trust on behalf of the
Company (see Note 5).





On
November 28, 2005, the Company issued 3,000,000 common shares to its President
and on February 28, 2006, the Company issued a total of 25,000 common shares to
relatives of its President (see Note 6).





NOTE
5 - MINERAL PROPERTIES





On
January 30, 2006, the Company staked a mineral claim near Atlin, British
Columbia, Canada, comprising an area of 410.65 hectares.  The Company
is required to incur approximately $1,643 (CDN$1,643) each year on or before
January 30, 2008 and 2009 and approximately $3,285 (CDN$3,285) on or before
January 30, 2010 and each year thereafter in exploration expenditures or pay the
equivalent sum in cash in lieu of work, in order to retain title to the claims
(see Note 4).





NOTE
6 - COMMON STOCK





On
November 28, 2005, the Company issued 3,000,000 common shares at $0.001 per
share for cash of $3,000 to its President (see Note 4).





On
January 30, 2006, the Company issued 1,900,000 common shares at $0.01 per share
for cash of $19,000.





On
February 28, 2006, the Company issued 450,000 common shares at $0.05 per share
for cash of $22,500. 25,000 of these shares were issued to relatives of the
President (see Note 4).





On
November 10, 2006, the Company purchased and removed from the issued and
outstanding 75,000 and 30,000 common shares at their original sale price of
$0.05 and $0.01 respectively, per share.  No gain or loss was
recognized on this transaction.





On
November 10, 2006, the Company purchased and cancelled 120,000 common shares at
their original sale price of $0.01 per share. No gain or loss was recognized on
this transaction.





On
November 10, 2006, the Company issued 105,000 common shares from treasury at
$0.05 per share for proceeds of $5,250.





F
- 6


Item
2.  Management’s Discussion and Analysis or Plan of
Operation.





Forward-Looking
Statements





Certain
information included in this Form 10-QSB and other materials filed or to be
filed by us with the Securities and Exchange Commission (as well as information
included in oral or written statements made by us or on our behalf), may contain
forward-looking statements about our current and expected performance trends,
growth plans, business goals and other matters.  These statements may
be contained in our filings with the Securities and Exchange Commission, in our
press releases, in other written communications, and in oral statements made by
or with the approval of one of our authorized officers.  Words or
phrases such as “believe,” “plan,” “will likely result,” “expect,” “intend,”
“will continue,” “is anticipated,” “estimate,” “project,” “may,” “could,”
“would,” “should,” and similar expressions are intended to identify
forward-looking statements.  These statements, and any other
statements that are not historical facts, are forward-looking statements within
the meaning of the Private Securities Litigation Reform Act of 1995, as codified
in Section 27A of the Securities Act of 1933 and Section 21E of the Securities
Exchange Act of 1934, as amended from time to time (the “Act”).





In
connection with the “safe harbor” provisions of the Act, we have identified and
filed important factors, risks and uncertainties that could cause our actual
results to differ materially from those projected in forward-looking statements
made by us, or on our behalf (“Risk Factors” included in our Form SB-2 filed on
January 8, 2008).  These cautionary statements are to be used as a
reference in connection with any forward-looking statements.  The
factors, risks and uncertainties identified in these cautionary statements are
in addition to those contained in any other cautionary statements, written or
oral, which may be made or otherwise addressed in connection with a
forward-looking statement or contained in any of our subsequent filings with the
Securities and Exchange Commission.  Because of these factors, risks
and uncertainties, we caution against placing undue reliance on forward-looking
statements.  Although we believe that the assumptions underlying
forward-looking statements are reasonable, any of the assumptions could be
incorrect, and there can be no assurance that forward-looking statements will
prove to be accurate. Forward-looking statements speak only as of the date on
which they are made.  We do not undertake any obligation to modify or
revise any forward-looking statement to take into account or otherwise reflect
subsequent events or circumstances arising after the date that the
forward-looking statement was made.





General





This
discussion and analysis should be read in conjunction with our interim unaudited
financial statements and related notes included in this Form 10-QSB and the
audited financial statements and related notes thereto included in our Form SB-2
filed on January 8, 2008.  The inclusion of supplementary analytical
and related information herein may require us to make appropriate estimates and
assumptions to enable us to fairly present, in all material respects, our
analysis of trends and expectations with respect to our results of operations
and financial position taken as a whole.





Kushi
Resources Inc. means “we”, “us” or “our” and will be referred to as such
throughout the balance of this document.





Our
principal business is the acquisition and exploration of mineral resources in
northern British Columbia, Canada.  We have not presently determined
whether our properties contain mineral reserves that are economically
recoverable.  We have not commenced significant operations and are
considered an Exploration Stage Company, as defined by Statement of Financial
Accounting Standard (“SFAS”) No.7 Accounting and Reporting by
Development Stage Enterprises.





We have
no operations and if our mineral claim is not successfully developed we will not
earn any revenues.





Overview





Our
mineral claims are in the Atlin mining district of northwest British Columbia,
Canada.  We staked the Bee Peak Claim (the “Claim”) ourselves on January
30, 2006.  The mineral tenure number is 526773 and the total area of
the Claim is 410.65 hectares.





Our Claim
is presently in good standing and we plan to commence the first phase of our
three phase exploration program in June 2008.





Critical
Accounting Policies and Estimates





An
appreciation of our critical accounting policies is necessary to understand our
financial results.  These policies may require that we make difficult
and subjective judgments regarding uncertainties, and as a result, such
estimates may significantly impact our financial results.  The
precision of these estimates and the likelihood of future changes depend on a
number of underlying variables and a range of possible
outcomes.  Other than our accounting for mineral property costs, our
critical accounting policies do not involve the choice between alternative
methods of accounting.  We have applied our critical accounting
policies and estimation methods consistently.




Page
- 8





Mineral
Property Costs





We have
been in the exploration stage since inception on October 3, 2005 and have not
yet realized any revenues from our planned operations.  We are
primarily engaged in the acquisition and exploration of mining
properties.  We expense mineral property exploration costs as they are
incurred.  Mineral property acquisition costs are initially
capitalized, when incurred, using the guidance in the Emerging Issues Task Force
(“EITF”) 04-02, Whether
Mineral Rights are Tangible or Intangible Assets.We assess
the carrying costs for impairment under SFAS No. 144, Accounting for Impairment or
Disposal of Long Lived Assets at each fiscal quarter end.  An
impairment is recognized when the sum of the expected undiscounted future cash
flows is less than the carrying amount of the mineral
property.  Impairment losses, if any, are measured as the excess of
the carrying amount of the mineral property over its estimated fair
value.  During the nine months ended November 30, 2007 and 2006, and
from inception (October 3, 2005) to November 30, 2007, we expensed $0, $1,030
and $7,768 respectively, in mineral property exploration and development
costs.





Once we
have determined that a mineral property can be economically developed, as a
result of establishing proven and probable reserves, the costs then incurred to
develop such property, will be capitalized.  Such costs will be
amortized using the units-of-production method over the estimated life of the
probable reserves.  If mineral properties are subsequently abandoned
or impaired, any capitalized costs will be charged to operations.





Foreign
Currency Translation





Our
functional and reporting currency is the United States
dollar.  Monetary assets and liabilities denominated in foreign
currencies are translated in accordance with SFAS No. 52 Foreign Currency Translation,
using the exchange rate prevailing at the balance sheet date.  Gains
and losses arising on settlement of foreign currency denominated transactions or
balances are included in the determination of income.  Foreign
currency transactions are primarily undertaken in Canadian
dollars.  We have not to the date of this filing, entered into
derivative instruments to offset the impact of foreign currency
fluctuations.





Financial
Instruments





Foreign
Exchange Risk





We are
subject to foreign exchange risk for transactions denominated in foreign
currencies.  Foreign currency risk arises from the fluctuation of
foreign exchange rates and the degree of volatility of these rates relative to
the United States dollar.  We do not believe that we have any material
risk due to foreign currency exchange.





Concentration
of Credit Risk





Financial
instruments that potentially subject us to significant concentrations of credit
risk consist principally of cash deposits.  On November 30, 2007, we
had approximately $10,000 in cash that was not insured.  This cash is
on deposit with a large chartered Canadian bank.  As part of our cash
management process, we perform periodic evaluations of the relative credit
standing of this financial institution.  We have not experienced any
losses in cash balances and do not believe we are exposed to any significant
credit risk on our cash.





Recent
Accounting Pronouncements





Refer to
Note 2, of our Notes to the Financial Statements filed on January 8, 2008 on our
Form SB-2, for a discussion of our recent accounting standards and
pronouncements.  The following accounting pronouncements were adopted
subsequent to February 28, 2007:





In
September 2006, the Financial Accounting Standards Board (“FASB”) issued SFAS
No. 157 (“SFAS 157”), Fair
Value Measurements.  SFAS 157 defines fair value, establishes a
framework for measuring fair value and expands disclosure requirements about
fair value measurements.  The Company adopted SFAS 157 on March 1,
2007 and the adoption did not have a material impact on our financial
statements.





In July
2006, the issued FASB Interpretation No. 48 (“FIN 48”), "Accounting for Uncertainty in
Income Taxes". FIN 48 clarifies the accounting for uncertainty in income
taxes recognized in an enterprise's financial statements in accordance with SFAS
No. 109, "Accounting for
Income Taxes”.  FIN 48 prescribes a recognition threshold and
measurement attribute for the financial statement recognition and measurement of
a tax position taken or expected to be taken in a tax return.  FIN 48
also provides guidance on derecognition, classification, interest and penalties,
accounting in interim periods, disclosure and transition.




Page
- 9





We
adopted the provisions of FIN 48 on March 1, 2007.  FIN 48 provides
detailed guidance for the financial statement recognition, measurement and
disclosure of uncertain tax positions recognized in the financial statements in
accordance with SFAS 109.  Tax positions must meet a
“more-likely-than-not” recognition threshold at the effective date to be
recognized upon the adoption of FIN 48 and in subsequent periods.  The
adoption of FIN 48 did not have an impact on our financial position and did not
result in unrecognized tax benefits being recorded.  Accordingly, no
corresponding interest and penalties have been accrued.  We file
income tax returns in the U.S. federal jurisdiction.  There are
currently no federal or state income tax examinations underway for these
jurisdictions.  We do however have prior year net operating losses
which remain open for examination.





Plan
of Operation





Exploration
Plan





Our plan
of operation for the next 12 months is to complete the following objectives
within the time periods specified, subject to obtaining any additional funding
necessary for the continued exploration of the Bee Peak Claim.  We do
not have enough funds to complete our proposed three phase mineral exploration
program, which we plan to complete in the summer of 2010 if the results of our
Phase One and Phase Two exploration programs are encouraging.  The
following is a brief summary of our three phase mineral exploration
program.





1.
            The
      anniversary date of the Bee Peak Claim was is January 30, 2008, we paid
      $1,643 (CDN $1,650) to the Province of British Columbia, in lieu of filing
      exploration expenses, in order to keep the Bee Peak Claim in good standing
      until January 30, 2009.





2.
            As
      recommended by our consulting geological technician, we plan to conduct
      Phase One of the mineral exploration program starting in June
      2008.  Phase One is expected to cost approximately $26,000
      (CDN$26,000).  We will conduct a review of the available
      geochemical data for the region to help focus exploration initiatives,
      including the Regional Geochemical Survey data from the area close to the
      Bee Peak Claim.  Next, a suitably equipped and experienced
      prospecting team will helicopter onto the Bee Peak Claim and will stay for
      a period of 14 days.  During this period the crew will generally
      survey the Bee Peak Claim seeking any outcroppings and locating
      streams.  An outcropping is a part of a rock formation that
      appears above the surface of the surrounding land.  The crew
      will use global positioning equipment and take a total of 80 samples,
      including rock, stream sediment, and stream sediment panned concentrate
      samples.  All samples will be bagged and tagged for location,
      date and time for later analysis.  After this period is over the
      crew will return to Atlin by
helicopter.





3.
            The
      samples obtained during Phase One of the mineral exploration program will
      be analyzed and considered with reference to the regional
      database.  We will review the results of Phase One in the winter
      of 2008.  We will engage a consulting geologist to interpret the
      results of Phase One.  If we are able to identify favorable rock
      formations and structures with elevated metal values we will plan and
      conduct Phase Two of the mineral exploration
  program.





4.
            If
      Phase Two of the mineral exploration program were to proceed, our
      consulting geological technician has indicated that we should budget
      approximately $65,000 (CDN $65,000) for Phase Two, but depending on
      efficiencies, field conditions and the scope of surveys, and trenching,
      the budget may be closer to $150,000 (CDN $150,000).  If we
      proceed with Phase Two we would do so between June and September
      2009.  A prospector and geologist will helicopter onto the Bee
      Peak Claim and will stay for a period of 10 days.  During this
      period the crew will use global positioning equipment and will obtain 50
      samples from locations that are to be determined during the Phase One
      review.  All samples will be bagged and tagged for location,
      date and time for later analysis.  Also, the program will
      include further rock and soil geochemistry sampling, a limited amount of
      trenching using hand tools and dynamite, additional geochemical sampling,
      and simple geophysical survey methods.  After this period is
      over the crew will return to Atlin by
  helicopter.





5.
            In
      the case that Phase Two of the mineral exploration program takes place, we
      will review the results in the winter of 2009.  If we are able
      to continue to confirm elevated metal values at specific hand drilled
      targets we will consider Phase Two a success and would plan for Phase
      Three of the mineral exploration program.  Phase Three is
      expected to cost at least $191,000 (CDN $191,000) and will be speculative,
      depending on the location and configuration of the mineral
      zones.  It is likely that further geophysical surveys with
      different techniques or more densely spaced observations will be required
      to assist in designing a program of diamond drill holes to test the deeper
      potential of the best parts of the Bee Peak Claim.  Costs,
      including, the cost of a limited drilling campaign, are difficult to
      estimate but in a somewhat remote area like the Been Peak Claim are likely
      to be fairly high.  At this stage, we would seek to link with a
      major resource company in a joint venture relationship in recognition of
      financing requirements.  If we go ahead with Phase Three it
      would commence in June 2010.







Page
- 10




At
November 30, 2007, we had a cash balance of $9,631.  We will have to
raise additional funds some time prior to June 2008 so that Phase One of the
mineral exploration program can commence in June 2008.





During
the next 12 months, we do not anticipate generating any revenue and additional
funds will be required.  The additional funding will come from equity
financing from the sale of our common stock or sale of part of our interest in
the Bee Peak Claim.  If we are successful in completing an equity
financing, existing shareholders will experience dilution of their interest in
Kushi.  We do not have any financing arranged and we cannot provide
investors with any assurance that we will be able to raise sufficient funding
from the sale of our common stock to fund the mineral exploration
program.  In the absence of such financing, our business will
fail.





We may
consider entering into a joint venture partnership by linking with a major
resource company to provide the required funding to complete Phase Three of the
mineral exploration program.  We have not undertaken any efforts to
locate a joint venture partner for Phase Three.  If we enter into a
joint venture arrangement, we will assign a percentage of our interest in the
Bee Peak Claim to the joint venture partner.





Based on
the nature of our business, management anticipates incurring operating losses in
the foreseeable future.  We base this expectation, in part, on the
fact that very few mineral claims in the exploration stage ultimately develop
into producing, profitable mines.  Our future financial results are
also uncertain due to a number of factors, some of which are outside our
control.  These factors include, but are not limited to:





a)
            our
      ability to raise additional funding;b)
            the
      market price for minerals;c)
            the
      results of our proposed exploration programs on the Bee Peak Claim;
      andd)
            our
      ability to find joint venture partners for the development of our interest
      in the Bee Peak Claim.




Due to
our lack of operating history and present inability to generate revenues, our
auditors have stated their opinion that there currently exists substantial doubt
about our ability to continue as a going concern.  Even if we complete
our current exploration program and are successful in identifying a mineral
deposit, we will have to spend substantial funds on further drilling and
engineering studies before we will know if we have a commercially viable mineral
deposit or reserve.





Transportation
Purchase Plan





The
transportation costs of Phase One are comprised of helicopter service from Atlin
to the Bee Peak Claim.  For Phase One, $6,900 (CDN$6,900) will be
budgeted to allow for four hours of helicopter trips from Atlin, British
Columbia to the Bee Peak Claim and for travel expenses to review files at the
Geological Survey Branch in Victoria and Vancouver, British
Columbia.  Also included in the budget will be the mobilization costs
to and from the Atlin mining district.





Equipment
Purchase Plan





We will
purchase camp equipment and prospecting supplies for Phase One.  The
expected cost of the camp equipment such as tents, stove, and other typical
camping equipment will be $1,000 (CDN$1,000).





Consumable
Purchase Plan





We will
purchase consumables including groceries and propane to provide for two persons
for 14 days for Phase One of the mineral exploration program.  The
expected cost of these consumables will be $1,000 (CDN$1,000).





Page
- 11








Employee
hiring (Labor) Plan





We will
not hire any employees.  We will use two consulting prospectors to
perform Phase One of the mineral exploration program.  The expected
cost of each prospector is $330 (CDN $330) per day.  We have budgeted
to pay each prospector for 14 days to conduct Phase One plus additional wages to
complete a review of the regional database.  The expected cost of
labor for Phase One will be $10,300 (CDN $10,300).





Sample
Analysis Plan





We plan
to allow for the analysis for up to 80 samples.  The estimated cost of
each sample is $20 (CDN $20) per sample.  The expected cost for sample
analysis will be $1,600 (CDN $1,600) for the Phase One exploration
program.  Also, we will budget for $1,000 (CDN $1,000) for the
assembling and reporting results of the field work and an additional $500 (CDN
$500) for the purchase of maps, air photographs and publications to be reviewed
in conjunction with the regional database.





Phase
One Exploration Cost Review





The costs
described above, which include transportation, equipment, consumables, labor,
and sample analysis, make up the entire cost of Phase One of the mineral
exploration program.  All the costs described above are estimated so
we have provided for a 15% contingency allowance for unanticipated and wrongly
estimated costs.  The table below summarizes the cost estimate for
Phase One of the mineral exploration program.





Phase
      One Exploration Items
            Cost
      EstimateTransportation
            $                       6,900Equipment
            1,000Consumables
            1,000Labor
            10,300Sample
      Analysis
            3,100Contingency
      (15%)
            3,345Phase
      One Total
            $                     25,645





Accounting
and Audit Plan





We intend
to continue to have our outside consultant assist in the preparation of our
quarterly and annual financial statements and have these financial statements
reviewed or audited by our independent auditor.  Our outside
consultant is expected to charge approximately $1,000 to prepare our quarterly
financial statements and approximately $1,250 to prepare our annual financial
statements.  Our independent auditor is expected to charge
approximately $1,250 to review our quarterly financial statements and
approximately $4,000 to audit our annual financial statements.  In the
next 12 months, we anticipate spending approximately $12,000 to pay for our
accounting and audit requirements.





Risks
and Uncertainties





There are
a number of known material risks and uncertainties that are reasonably likely to
have a material impact on our revenues, operations, liquidity and income over
the short and long term.  The primary risk that we face over the long
term is that the Bee Peak Claim may not contain a commercially viable mineral
deposit.  If the Bee Peak Claim does not contain a commercially viable
deposit this will have a material effect on our ability to earn revenue and
income as we will not be able to sell any minerals.




Page
- 12





There are
a number of industry-wide risk factors that may affect our
business.  The most significant industry-wide risk factor is that
mineral exploration is an inherently risky business.  Very few
exploration companies go on to discover economically viable mineral deposits or
reserves that ultimately result in an operating mine.  In order for us
to commence mining operations we faces a number of challenges, which include
finding qualified professionals to conduct our proposed mineral exploration
program, obtaining adequate financing to continue our proposed mineral
exploration program, locating a viable ore body, partnering with a senior mining
company, obtaining mining permits, and ultimately selling minerals in order to
generate revenue.





Another
important industry-wide risk factor is that the price of commodities can
fluctuate based on world demand and other factors.  For example, if
the price of a mineral were to dramatically decline this could make any ore we
have on the Bee Peak Claim uneconomical to mine.  We and other
companies in the mineral exploration business are relying on a price of ore that
will allow us to develop a mine and ultimately generate revenue by selling
minerals.





Additionally,
because the Bee Peak Claim is in a remote region of Canada and in an area of
inclement weather we face risks and uncertainties relating to the operation of
our proposed mineral exploration program.  This presents both a short
and long term risk to us in that poor weather could delay the proposed mineral
exploration program and prevent us from exploring the Bee Peak Claim as
planned.  This is a risk shared by many exploration companies in the
same business.  We have the ability to monitor weather predictions and
can preserve capital by not sending exploration crews out in poor weather
conditions.  However, such weather delays could cause us to not be
able to explore the Bee Peak Claim and not be able to file valid exploration
work with the Province of British Columbia.  Failure to file valid
exploration work would mean we would have to pay the Province of British
Columbia in lieu of exploration in order to keep title to the Bee Peak
Claim.  Payments in lieu of exploration are generally not an efficient
use of funds since it does not advance the understanding of a potential mineral
deposit.  However, these payments are sometimes required in our
business.





Finally,
we face a risk of not being able to finance our proposed mineral exploration
program.  With each unsuccessful attempt at locating a commercially
viable mineral deposit we become more and more unattractive in the eyes of
investors.  Currently, we do not have sufficient funds to complete
Phase One of our proposed mineral exploration program.  We will need
to raise the additional financing to complete our proposed mineral exploration
program.  Without adequate financing we cannot operate exploration
programs.  However, this risk is faced by all exploration companies
and it is not unique to us.





Operations
Review





During
the nine months ended November 30, 2007, we had a net loss of
$37,632.  As of November 30, 2007, our current assets consisted of
cash of $9,631.  When this cash balance is offset against our current
obligations of $4,705 in accounts payable, $2,000 in accrued administrative
fees, $5,901 in accrued professional fees and $500 that is due to Rajan Rai, we
are left with negative working capital of $3,475.  We believe our cash
position as of the date of this filing is inadequate to satisfy our working
capital needs.  Over the next twelve months we anticipate that our
operating costs will be approximately $100,000.





Over the
next twelve months, we do not anticipate generating any revenue.  We
plan to fund our operations through equity financing from the sale of our shares
of common stock or through the sale of a part interest in the Bee Peak
Claim.  We do not have any financing arranged and cannot provide any
assurance that we will be able to raise sufficient funding from the sale of our
shares of common stock or that we will be able to sell a part interest in the
Bee Peak Claim, to cover our general and administrative expenses or to fund
Phase One of the proposed mineral exploration program.





We may
consider entering into a joint venture partnership with a major resource company
to provide the required funding to complete any of the phases of the proposed
mineral exploration program.  Although we have not attempted to locate
a joint venture partner, if we enter into a joint venture arrangement, it would
assign a percentage of our interest in the Bee Peak Claim to our joint venture
partner.





Related-Party
Transactions





At
November 30, 2007, we were indebted to our director in the amount of $500, for
an expense he paid on our behalf.  We do not have any loans to our
director and we do not have any commitments in place to pay any administrative
or director’s fees to any related party.  From inception to the date
of this filing our director performed his services without compensation and at
the date of this filing we have not determined how our director will be
compensated.





Our Claim
is registered in the name of our director and pursuant to a trust agreement is
held in trust on our behalf.





Page
- 13





Results
of Operations





Comparison
of the three and nine months ended November 30, 2007 and 2006.





Overall
Results of Operations





During
the nine months ended November 30, 2007, we had a net loss of $37,632 primarily
due to professional fees.  For the period October 3, 2005 (inception)
to November 30, 2007, we had a net loss of $59,975 primarily due to
administrative and professional fees.  Over the next twelve months we
expect our operating losses to be approximately $100,000.





Revenues





We did
not have any operating revenues from inception (October 3, 2005) to the date of
this filing.  To date our activities have been financed through the
proceeds of share subscriptions.  Due to the nature of our business we
do not expect to have operating revenues within the next year.





Operating
Expenses





Our
operating expenses increased by $8,897 from $2,373 for the three months ended
November 30, 2006 to $11,270 for the three months ended November 30,
2007.  The increase was primarily due to an increase in professional
fees of $9,998 for legal and audit fees associated with preparation of the
SB-2.  During the three month period ended November 30, 2006 we
recognized $2,250 in donated rent and services, as opposed to recognizing $1,242
in administrative fees during the three months ended November 30, 2007, which
covered our rent, accounting and administrative services for this
period.





Our
operating expenses increased by $29,570 from $8,062 for the nine months ended
November 30, 2006 to $37,632 for the nine months ended November 30,
2007.  The increase was primarily due to and increase of $32,297 for
professional fees that covered legal and audit fees associated with preparing
the SB-2.  During the nine month period ended November 30, 2006 we
recognized $6,750 in donated rent and services, as opposed to recognizing $5,270
in administrative fees during the nine months ended November 30, 2007, which
covered our rent, accounting and administrative services for this
period.  During the nine month period ended November 30, 2007 we did
not have any exploration or development costs, however during the nine months
ended November 30, 2006 we spent $1,030 on exploration and development
costs.





Over the
next twelve months we anticipate that our operating costs will be approximately
$100,000, which includes the estimated cost of Phase One of our mineral
exploration program of $26,000 (CDN$26,000) and $6,000 in administration costs
and professional fees, related to filing requirements, of $50,000.





Off-Balance-Sheet
Arrangements





We have
no off-balance sheet arrangements that have or are reasonably likely to have a
current or future effect on our financial condition, changes in financial
condition, revenue or expenses, results of operations, liquidity, capital
expenditures or capital resources that is material to our
investors.  We do not have any non-consolidated, special-purpose
entities.





Liquidity,
Capital Resources and Financial Position





For
the Nine Months Ended November 30, 2007





At
November 30, 2007, we had a cash balance of $9,631 and used $29,026 in cash for
operations.  To date we have funded our operations with cash that we
received from the sale of our common stock.





In the
notes to our November 30, 2007 financial statements, we disclose our uncertain
ability to continue as a going concern.  We have not and do not expect
to generate any revenues to cover our expenses while we are in the exploration
stage and as a result we have accumulated a deficit of $59,975 since
inception.  At November 30 2007, we had $13,106 in current
liabilities, when our current liabilities are offset against our current assets
of $9,631 we are left with a working capital deficit of $3,475.  Our
ability to achieve and maintain profitability and positive cash flows is
dependent upon our ability to locate profitable mineral properties, generate
revenues from our mineral production and control production costs. Based upon
current plans, we expect to incur operating losses in future
periods.  These factors raise substantial doubt regarding our ability
to continue as a going concern.  There is no assurance that we will be
able to generate revenues in the future.  Our financial statements do
not give effect to any adjustments that would be necessary should we be unable
to continue as a going concern and therefore be required to realize our assets
and discharge our liabilities in other than the normal course of business and at
amounts different from those reflected in the accompanying financial
statements.  While we have successfully generated sufficient working
capital through the sale of common stock to the date of this filing and we
believe that we can continue to do so for the next year, there are no assurances
that we will succeed in generating sufficient working capital through the sale
of common stock to meet our ongoing cash needs.




Page
- 14





Net Cash Used In Operating
Activities





Net cash
used in operating activities during the nine months ended November 30, 2007, was
$29,026.  We incurred operating costs of $37,632 as a result of
increases in accounts payable of $4,705, accrued administrative fees of $1,000,
and accrued professional fees of $5,401.  These increases were offset
by payment of $2,500 in exploration fees.





Net Cash Used in Investing
Activities





We did
not have any investing activities during the nine months ended November 30,
2007.





Net Cash Provided By Financing
Activities





We did
not have any financing activities during the nine months ended November 30,
2007.





Contingencies
and Commitments





We did
not have any contingencies or long-term commitments at November 30,
2007.





Contractual
Obligations





We did
not have any contractual obligations at November 30, 2007.





Internal
and External Sources of Liquidity





To date
we have funded our operations from the sale of our shares of common
stock.





Internal
and External Sources of Liquidity





To date
we have funded our operations from the sale of our common stock.





Foreign
Exchange


We are
subject to foreign exchange risk for transactions denominated in foreign
currencies.  Foreign currency risk arises from the fluctuation of
foreign exchange rates and the degree of volatility of these rates relative to
the United States dollar.  We do not believe that we have any material
risk due to foreign currency exchange.





Inflation





We do not
believe that inflation will have a material impact on our future
operations.





Item
3.  Controls and Procedures.





Disclosure
Controls and Procedures





Rajan
Rai, Kushi’s Chief Executive Officer and Chief Financial Officer, has evaluated
the effectiveness of Kushi’s disclosure controls and procedures (as such term is
defined in Rules 13a-15 and 15d-15 under the Securities Exchange Act of 1934
(the “Exchange Act” ))
as of the end of the period covered by this quarterly report (the “Evaluation
Date”).  Based on such evaluation, Mr. Rai has concluded that,
as of the Evaluation Date, Kushi’s disclosure controls and procedures are
effective in alerting Kushi on a timely basis to material information required
to be included in its reports filed or submitted under the Exchange
Act.





Changes
in Internal Controls





During
the quarter of the fiscal year covered by this report, there were no changes in
Kushi’s internal controls or, to Kushi’s knowledge, in other factors that have
materially affected, or are reasonably likely to materially affect, these
controls and procedures subsequent to the date Kushi carried out this
evaluation.




Page
- 15





PART
II – OTHER INFORMATION





Item
1.  Legal Proceedings.





Kushi is
not a party to any pending legal proceedings and, to the best of Kushi’s
knowledge, none of Kushi’s assets are the subject of any pending legal
proceedings.





Item
2.  Unregistered Sales of Equity Securities and Use of
Proceeds.





During
the quarter of the fiscal year covered by this report, (i) Kushi did not modify
the instruments defining the rights of its shareholders, (ii) no rights of any
shareholders were limited or qualified by any other class of securities, and
(iii) Kushi did not sell any unregistered equity securities.





Item
3.  Defaults Upon Senior Securities.





During
the quarter of the fiscal year covered by this report, no material default has
occurred with respect to any indebtedness of Kushi.  Also, during this
quarter, no material arrearage in the payment of dividends has
occurred.





Item
4.  Submission of Matters to a Vote of Security Holders.





No matter
was submitted to a vote of security holders through the solicitation of proxies
or otherwise, during the quarter of the fiscal year covered by this
report.





Item
5.  Other Information.





During
the quarter of the fiscal year covered by this report, Kushi reported all
information that was required to be disclosed in a report on Form
8-K.





Item
6.  Exhibits





(a)
            Index
      to and Description of Exhibits





All
Exhibits required to be filed with the Form 10-QSB are incorporated by reference
to Kushi’s previously filed Form SB-2.





Exhibit
            Description
            Status3.1
            Articles
      of Incorporation of Kushi Resources Inc., filed as an Exhibit to Kushi’s
      Form SB-2 (Registration Statement) filed on October 12, 2007 and
      incorporated herein by reference.
            Filed3.2
            By-Laws
      of Kushi Resources Inc., filed as an Exhibit to Kushi’s Form SB-2
      (Registration Statement) filed on October 12, 2007 and incorporated herein
      by reference.
            Filed10.1
            Declaration
      of Trust, filed as an Exhibit to Kushi’s Form SB-2 (Registration
      Statement) filed on October 12, 2007 and incorporated herein by
      reference.
            Filed14
            Code
      of Ethics, filed as an Exhibit to Kushi’s Form SB-2 (Registration
      Statement) filed on October 12, 2007 and incorporated herein by
      reference.
            Filed31
            Certifications pursuant to Section 302 of the
      Sarbanes-Oxley Act of 2002.
            Included32
            Certification pursuant to 18 U.S.C. Section 1350, as
      adopted pursuant to Section 906 of the Sarbanes-Oxley Act of
      2002.
            Included








Page
- 16














SIGNATURES








In
accordance with the requirements of the Securities Exchange Act of 1934, Kushi
Resources Inc. has caused this report to be signed on its behalf by the
undersigned duly authorized person.








KUSHI
RESOURCES INC.





By:/s/ Rajan Rai


Dated:                      February 19,
2008


Name:                      Rajan Rai


Title:                      CEO and CFO


(Principal Executive
Officer,


Principal Financial
Officer,


Principal Accounting
Officer)





Page
- 17








Exhibit
31











Page
- 18




KUSHI
RESOURCES INC.


CERTIFICATIONS
PURSUANT TO


SECTION
302 OF THE SARBANES-OXLEY ACT OF 2002






CERTIFICATION




I, Rajan
Rai, certify that:




1.  
I have reviewed this quarterly report on Form 10-QSB of Kushi Resources
Inc.;




2.  Based
on my knowledge, this quarterly report does not contain any untrue statement of
a material fact or omit to state a material fact necessary to make the
statements made, in light of the circumstances under which such statements were
made, not misleading with respect to the period covered by this
report;




3.  Based
on my knowledge, the financial statements, and other financial information
included in this report, fairly present in all material respects the financial
condition, results of operations and cash flows of the small business issuer as
of, and for, the periods presented in this report;




4.  The
small business issuer’s other certifying officer(s) and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial
reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the
small business issuer and have:




(a)
Designed such disclosure controls and procedures, or caused such disclosure
controls and procedures to be designed under our supervision, to ensure that
material information relating to the small business issuer, including its
consolidated subsidiaries, is made known to us by others within those entities,
particularly during the period in which this report is being
prepared;




(b)
Designed such internal control over financial reporting, or caused such internal
control over financial reporting to be designed under our supervision, to
provide reasonable assurance regarding the reliability of financial reporting
and the preparation of financial statements for external purposes in accordance
with generally accepted accounting principles;




(c)
Evaluated the effectiveness of the small business issuer’s disclosure controls
and procedures and presented in this report our conclusions about the
effectiveness of the disclosure controls and procedures, as of the end of the
period covered by this report based on such evaluation; and




(d)
Disclosed in this report any change in the small business issuer’s internal
control over financial reporting that occurred during the small business
issuer’s most recent fiscal quarter (the small business issuer’s fourth fiscal
quarter in the case of an annual report) that has materially affected, or is
reasonably likely to materially affect, the small business issuer’s internal
control over financial reporting; and




5.  The
small business issuer’s other certifying officer(s) and I have disclosed, based
on our most recent evaluation of internal control over financial reporting, to
the small business issuer’s auditors and the audit committee of the small
business issuer’s board of directors (or persons performing the equivalent
functions):




(a) All
significant deficiencies and material weaknesses in the design or operation of
internal control over financial reporting which are reasonably likely to
adversely affect the small business issuer’s ability to record, process,
summarize and report financial information; and




(b) Any
fraud, whether or not material, that involves management or other employees who
have a significant role in the small business issuer’s internal control over
financial reporting.






Date:  February
19, 2008






/s/
Rajan Rai


Rajan
Rai


Chief
Executive Officer




Page
- 19




KUSHI
RESOURCES INC.


CERTIFICATIONS
PURSUANT TO


SECTION
302 OF THE SARBANES-OXLEY ACT OF 2002




CERTIFICATION




I, Rajan
Rai, certify that:




1.  
I have reviewed this quarterly report on Form 10-QSB of Kushi Resources
Inc.;




2.  Based
on my knowledge, this quarterly report does not contain any untrue statement of
a material fact or omit to state a material fact necessary to make the
statements made, in light of the circumstances under which such statements were
made, not misleading with respect to the period covered by this
report;




3.  Based
on my knowledge, the financial statements, and other financial information
included in this report, fairly present in all material respects the financial
condition, results of operations and cash flows of the small business issuer as
of, and for, the periods presented in this report;




4.  The
small business issuer’s other certifying officer(s) and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial
reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the
small business issuer and have:




(a)
Designed such disclosure controls and procedures, or caused such disclosure
controls and procedures to be designed under our supervision, to ensure that
material information relating to the small business issuer, including its
consolidated subsidiaries, is made known to us by others within those entities,
particularly during the period in which this report is being
prepared;




(b)
Designed such internal control over financial reporting, or caused such internal
control over financial reporting to be designed under our supervision, to
provide reasonable assurance regarding the reliability of financial reporting
and the preparation of financial statements for external purposes in accordance
with generally accepted accounting principles;




(c)
Evaluated the effectiveness of the small business issuer’s disclosure controls
and procedures and presented in this report our conclusions about the
effectiveness of the disclosure controls and procedures, as of the end of the
period covered by this report based on such evaluation; and




(d)
Disclosed in this report any change in the small business issuer’s internal
control over financial reporting that occurred during the small business
issuer’s most recent fiscal quarter (the small business issuer’s fourth fiscal
quarter in the case of an annual report) that has materially affected, or is
reasonably likely to materially affect, the small business issuer’s internal
control over financial reporting; and




5.  The
small business issuer’s other certifying officer(s) and I have disclosed, based
on our most recent evaluation of internal control over financial reporting, to
the small business issuer’s auditors and the audit committee of the small
business issuer’s board of directors (or persons performing the equivalent
functions):




(a) All
significant deficiencies and material weaknesses in the design or operation of
internal control over financial reporting which are reasonably likely to
adversely affect the small business issuer’s ability to record, process,
summarize and report financial information; and




(b) Any
fraud, whether or not material, that involves management or other employees who
have a significant role in the small business issuer’s internal control over
financial reporting.






Date:  February
19, 2008






/s/
Rajan Rai


Rajan
Rai


Chief
Financial Officer




Page
- 20








Exhibit
32








Page
- 21




CERTIFICATION
PURSUANT TO


18
U.S.C. SECTION 1350,


AS
ADOPTED PURSUANT TO


SECTION
906 OF THE SARBANES-OXLEY ACT OF 2002








In
connection with the Quarterly Report of Kushi Resources Inc. (the “Company”) on
Form 10-QSB for the period ending November 30, 2007 as filed with the Securities
and Exchange Commission on the date hereof (the “Report”), I, Rajan Rai,
President, Chief Executive Officer of the Company and a member of the Board of
Directors, certify, pursuant to 18 U.S.C. §1350, as adopted pursuant to Section
906 of the Sarbanes-Oxley Act of 2002, that:






(1)
        The Report fully complies with the requirements of section 13(a) or
      15(d) of the Securities Exchange Act of 1934;
  and




(2)
        The information contained in the Report fairly presents, in all
      material respects, the financial condition and results of operations of
      the Company.








/s/
Rajan Rai


Rajan
Rai


Chief
Executive Officer






February
19, 2008




Page
- 22




CERTIFICATION
PURSUANT TO


18
U.S.C. SECTION 1350,


AS
ADOPTED PURSUANT TO


SECTION
906 OF THE SARBANES-OXLEY ACT OF 2002








In
connection with the Quarterly Report of Kushi Resources Inc. (the “Company”) on
Form 10-QSB for the period ending November 30, 2007 as filed with the Securities
and Exchange Commission on the date hereof (the “Report”), I, Rajan Rai, Chief
Financial Officer of the Company and a member of the Board of Directors,
certify, pursuant to 18 U.S.C. §1350, as adopted pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002, that:






(1)
        The Report fully complies with the requirements of section 13(a) or
      15(d) of the Securities Exchange Act of 1934;
  and




(2)
        The information contained in the Report fairly presents, in all
      material respects, the financial condition and results of operations of
      the Company.








/s/
Rajan Rai


Rajan
Rai


Chief
Financial Officer






February
19, 2008






Page
- 23