UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549FORM 10-Q

[X]
     QUARTERLY REPORT UNDER TO SECTION 13 OR 15(d) OF THE SECURITIESEXCHANGE ACT OF 1934FOR THE QUARTERLY PERIOD ENDED DECEMBER 31, 2008OR[  ]
     TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIESEXCHANGE ACT OF 1934


Commission file number 000-53463EVEREST RESOURCES CORP.(Exact name of registrant as specified in its charter)NEVADA(State or other jurisdiction of incorporation or organization)8798 - 51stAvenueEdmonton, AlbertaCanada T6E 5E8(Address of principal executive offices, including zip code.)(780) 966-3429(telephone number, including area code)

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 last 90 days.YES [X]    NO [   ]

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of large accelerated filer, accelerated filer, non-accelerated filer, and smaller reporting company in Rule 12b-2 of the Exchange Act.

Large Accelerated Filer
     [   ]
     Accelerated Filer
     [   ]Non-Accelerated filer
     [   ]
     Smaller Reporting Company
     [X]


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

State the number of shares outstanding of each of the issuers classes of common equity, as of the latest practicable date: 6,600,000 as of February 10, 2009.





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PART I  FINANCIAL INFORMATION

ITEM 1.      FINANCIAL STATEMENTS

Everest Resources Corp.(An Exploration Stage Company)

December 31, 2008Index

Balance Sheets
     F-1Statements of Operations
     F-2Statements of Cash Flows
     F-3Notes to the Financial Statements
     F-4
















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Everest Resources Corp.(An Exploration Stage Company)Balance Sheets(Expressed in US dollars)December 31,
     
     June 30,2008
     
     2008$
     
     $(Unaudited)ASSETSCurrent AssetsCash
     16,371
     
     35,959Total Assets
     16,371
     
     35,959LIABILITIES AND STOCKHOLDERS (DEFICIT) EQUITYCurrent LiabilitiesAccounts payable
     19,085
     
     6,810Accrued liabilities
     
     
     3,834Total Liabilities
     19,085
     
     10,644Contingencies and Commitments (Notes 1 and 3)Stockholders (Deficit) EquityPreferred StockAuthorized: 100,000,000 shares, par value $0.00001Issued and outstanding: nil
     
     
     Common StockAuthorized: 100,000,000 shares, par value $0.00001Issued and outstanding: 6,600,000 shares
     66
     
     66Additional Paid-in Capital
     79,984
     
     79,984Donated Capital (Note 4)
     15,600
     
     12,000Deficit Accumulated During the Exploration Stage
     (98,364
     )
     (66,735
     )Total Stockholders (Deficit) Equity
     (2,714
     )
     25,315Total Liabilities and Stockholders (Deficit) Equity
     16,371
     
     35,959




The accompanying notes are an integral part of these financial statements 
F-1

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Everest Resources Corp.(An Exploration Stage Company)Statements of Operations(Expressed in US dollars)(Unaudited)Accumulated FromNovember 8, 2006
     
     Three Months
     
     Three Months
     
     Six Months
     
     Six Months(Date of Inception)
     
     Ended
     
     Ended
     
     Ended
     
     Endedto December 31,
     
     December 31,
     
     December 31,
     
     December 31,
     
     December 31,2008
     
     2008
     
     2007
     
     2008
     
     2007$
     
     $
     
     $
     
     $
     
     $Revenue
     
     
     
     
     
     
     
     
     ExpensesGeneral and administrative
     10,371
     
     1,262
     
     2,152
     
     2,377
     
     2,734Impairment of mineral property costs (Note 3)
     1,000
     
     
     
     
     
     
     
     Management fees (Note 4)
     13,000
     
     1,500
     
     1,500
     
     3,000
     
     3,000Mineral property costs (Note 3)
     4,582
     
     226
     
     856
     
     226
     
     856Professional fees
     66,811
     
     10,363
     
     15,886
     
     25,426
     
     34,446Rent (Note 4)
     2,600
     
     300
     
     300
     
     600
     
     600Total Expenses
     98,364
     
     13,651
     
     20,694
     
     31,629
     
     41,636Net Loss
     (98,364
     )
     (13,651
     )
     (20,694
     )
     (31,629
     )
     (41,636
     )Net Loss Per Share  Basic and Diluted
     
     
     
     
     
     
     
     
     (0.01
     )Weighted Average Common Shares Outstanding
     
     
     6,600,000
     
     6,600,000
     
     6,600,000
     
     6,087,000








The accompanying notes are an integral part of these financial statements 
F-2

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Everest Resources Corp.(An Exploration Stage Company)Statements of Cash Flows(Expressed in US dollars)(Unaudited)Six Months
     
     Six MonthsEnded
     
     EndedDecember 31,
     
     December 31,2008
     
     2007$
     
     $Operating ActivitiesNet loss for the period
     (31,629
     )
     (41,636
     )Adjustment to reconcile net loss to net cash used inoperating activities:Donated expenses
     3,600
     
     3,600Changes in operating assets and liabilities:Prepaid expenses
     
     
     5,000Accounts payable and accrued liabilities
     8,441
     
     4,594Net Cash Used in Operating Activities
     (19,588
     )
     (28,442
     )Decrease in Cash
     (19,588
     )
     (28,442
     )Cash  Beginning of Period
     35,959
     
     70,065Cash  End of Period
     16,371
     
     41,623Supplemental Disclosures:Interest paid
     
     
     Income taxes paid
     
     
     








The accompanying notes are an integral part of these financial statements 
F-3

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Everest Resources Corp.(An Exploration Stage Company)Notes to the Financial StatementsDecember 31, 2008(Expressed in US dollars)(Unaudited)

|1. | Nature of Operations                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|-- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
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|   | Everest Resources Corp. (the Company) was incorporated in the State of Nevada on November 8, 2006. The Company is an Exploration Stage Company, as defined by Statement of Financial Accounting Standard (SFAS) No.7 Accounting and Reporting for Development Stage Enterprises. The Companys principal business is the acquisition and exploration of mineral resources. The Company has not presently determined whether its properties contain mineral reserves that are economically recoverable.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
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|   | 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 norm al course of business. The Company has never generated 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, and the attainment of profitable operations. As at December 31, 2008, the Company has a working capital deficit of $2,714 and accumulated losses of $98,364 since inception. These factors raise substantial doubt regarding the Companys ability to continue as a going concern. These financial statements do not include any adjustments to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.
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|2. | Significant Accounting Policies                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
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F-4

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Everest Resources Corp.(An Exploration Stage Company)Notes to the Financial StatementsDecember 31, 2008(Expressed in US dollars)(Unaudited)

|2. | Significant Accounting Policies (continued)
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F-5

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Everest Resources Corp.(An Exploration Stage Company)Notes to the Financial StatementsDecember 31, 2008(Expressed in US dollars)(Unaudited)

|2. | Significant Accounting Policies (continued)
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F-6

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Everest Resources Corp.(An Exploration Stage Company)Notes to the Financial StatementsDecember 31, 2008(Expressed in US dollars)(Unaudited)

|2. | Significant Accounting Policies (continued)
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F-7

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Everest Resources Corp.(An Exploration Stage Company)Notes to the Financial StatementsDecember 31, 2008(Expressed in US dollars)(Unaudited)

|3. | Mineral Property                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|-- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
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|   | On June 27, 2007, the Company acquired a 100% interest in certain mineral claims located in Okanagan Region, British Columbia, Canada, known as the SM Mineral Claims, in consideration of $1,000. The Company intends to conduct a program of mineral exploration on the SM Mineral Claims. The exploration program will include detailed prospecting, mapping, and soil sampling to explore the SM Mineral Claims at a total estimated cost of $60,000. As at December 31, 2008, the Company incurred a total of $4,582 for mineral property costs and recorded an impairment loss of $1,000 on the acquisition of the mineral property as there has been no certainty that the acquired mineral claim can be economically developed or contains proven or probable reserves.
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|4. | Related Party Transactions                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
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|   | During the six month period ended December 31, 2008, the Company recognized a total of $3,000 (2007 - $3,000) for management services at $500 per month and $600 (2007 - $600) for rent at $100 per month provided by the President of the Company.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
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F-8

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ITEM 2.      MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION.

This Form 10-Q for the period ended December 31, 2008 includes a number of forward-looking statements that reflect our current views with respect to future events and financial performance. Forward-looking statements are often identified by words like: believe, expect, estimate, anticipate, intend, project and similar expressions, or words which, by their nature, refer to future events. You should not place undue certainty on these forward-looking statements, which apply only as of the date of this report. These forward-looking states are subject to certain risks and uncertainties that could cause actual results to differ materially from historical results or our predictions.

Plan of Operation

We are a start-up, exploration stage corporation and have not yet generated or realized any revenues from our business activities.

Our auditors have issued a going concern opinion. This means that there is substantial doubt that we can continue as an on-going business for the next twelve months unless we obtain additional capital to pay our bills. This is because we have not generated any revenues and no revenues are anticipated until we begin removing and selling minerals, however, there is no guarantee that we will find any minerals. Accordingly, we must raise cash from sources other than the sale of minerals found on the property. Our only other source for cash at this time was an investment by others in our completed private placement. We believe the cash we raised will allow us to stay in business for at least one year. Our success or failure will be determined at least in part by what we find under the ground.

To meet our need for cash we raised money from our private placement. If we find mineralized material and it is economically feasible to remove the mineralized material, we will attempt to raise additional money through a subsequent private placement, public offering or through loans. If we do not have enough money to complete our exploration of the property, we will have to find alternative sources, like a second public offering, a private placement of securities, or loans from our officers or others.

Our officers and sole director are unwilling to make any commitment to loan us any money at this time. At the present time, we have not made any arrangements to raise additional cash. If we need additional cash and can't raise it, we will either have to suspend activities until we do raise the cash, or cease activities entirely. Other than as described in this paragraph, we have no other financing plans.

We do not own any interest in any property, but merely have the right to conduct exploration activities on one property. Even if we complete our current exploration program and it is 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, a reserve.

We will be conducting research in the form of exploration of the property. Our exploration program is explained in as much detail as possible in the business section of our prospectus. We are not going to buy or sell any plant or significant equipment during the next twelve months. We will not buy any equipment until we have located a reserve and we have determined it is economical to extract the minerals from the land.

We do not intend to interest other companies in the property if we find mineralized materials. We intend to try to develop the reserves ourselves.



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If we are unable to complete any phase of exploration because we dont have enough money, we will cease activities until we raise more money. If we cant or dont raise more money, we will cease activities. If we cease activities, we dont know what we will do and we dont have any plans to do anything.

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

Results of Operations

From Inception on November 8, 2006 to December 31, 2008

We acquired the right to explore one property containing one claim. We do not own any interest in any property, but merely have the right to conduct exploration activities on one property. Mr. Sidhu has registered the property in his name.

We are a start-up exploration stage corporation and have not yet generated any revenues from our business operations. We have not done any exploration work since our inception on November 8, 2006.

Location and Access

The property is comprised of nine contiguous cells totaling 471 acres. The property is located at latitude is 49° 0 30" N and longitude 119° 33 30" W. The claim is motor vehicle accessible from the Town of Osoyoos, British Columbia by traveling 2 miles west along Highway #3 and then traveling south past Kilpoola Lake for approximately 4.5 miles by gravel ranch roads to the mineral claim.

The property is accessible by traveling west of the Town of Osoyoos, British Columbia, on Provincial Highway #3 for two miles to the Blue and Kilpoola Lakes cut-off. At this point a gravel ranch road traveling south is taken for 4.5 miles to the property.

The Town of Osoyoos, British Columbia which lies seven miles by road east of the mineral claim offers much of the necessary infrastructure required to base and carry-out an exploration program such as accommodations, communications, some equipment and supplies. Osoyoos, British Columbia is highway accessible from Vancouver, British Columbia in a few hours by traveling 300 miles over the Hope-Princeton Provincial Highway #3. The overnight Greyhound bus service is a popular way to send-in samples and to receive specialty equipment and supplies.

Physiography

The property lies within the Dry Interior Belt of British Columbia and experiences about 15" of precipitation annually of which about 20% may occur as a snow equivalent. The summers can experience hot weather while the winters are generally mild and last from December through March.

Much of the Okanogan Plateau area hosts patchy conifer cover of western yellow pine (ponderosa pine) and Douglas fir mingled with open range and deciduous groves of aspen and cottonwood. The general area supports a modestly active logging industry. Mining holds an historical and contemporary place in the development and economic well being of the area. Many exploration projects are underway in the general area.

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The property area ranges in elevation from 2,600 feet to 3,200 feet above sea level. The physiographic setting of the property can be described as moderately rounded, open range, plateau terrain that has been surficially altered both by the erosional and the depositional (drift cover) effects of glaciation. Thickness of drift cover in the valleys may vary considerably. The property area lies on the western side of the Okanogan valley containing a series of north to south draining, large freshwater lakes. In the immediate area of the mineral claim there are occurrences of a number of small freshwater lakes and mineral-rich potholes.

Regional Geology

The general property area is underlain by northwest trending metamorphic rocks assigned to the Kobau Group thought to be of Carboniferous period age. These units occur mainly as quartzite, schist and greenstone and appear mainly derived from sedimentary rocks. These older units are cut in many places by Jurassic-Cretaceous aged Nelson Plutonic Rocks that exhibit a wide range in composition.

Local Geology

The property is situated in the Intermontane Belt of south-western British Columbia at the southern-end of the Thompson plateau. The oldest rocks observed in the local area are those of the Paleozoic era, Carboniferous period age Kobau Group. These units are observed to be in contact with or intruded by younger Nelson Plutonic Rocks.

Property Geology

The geology of the property may be described as being underlain by metamorphic units of the Kobau Group that are observed to be intruded by Nelson Plutonic Rocks mainly as syenites. Some or all of these units may be found to host economic mineralization.

Mineralization

Within the general area there appears pyrite-pyrrhotite-chalcopyrite mineralization as mesothermal replacements or vein-type of occurrences that lie peripheral to the porphyry-type occurrence in the enclosing and underlying intrusives and the overlying volcanic tuffs (volcanic skarn). These occurrences appear in the massive volcanic units and in medium grain-sized intrusive rock within steeply dipping to vertical fissure/fault zones with some dissemination in the adjacent wallrock. Alteration accompanying the pyritization appears as epidote-chlorite-calcite-(sericite)-magnetite, or a propylitic alteration assemblage.

History of Previous Work

To our knowledge, there has never been exploration activity on the property.







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Our Proposed Exploration Program

We are prospecting for gold. Our target is mineralized material. Our success depends upon finding mineralized material. Mineralized material is a mineralized body which has been delineated by appropriate spaced drilling or underground sampling to support sufficient tonnage and average grade of metals to justify removal. If we do not find mineralized material or we cannot remove mineralized material, either because we do not have the money to do it or because it is not economically feasible to do it, we will cease activities and you will lose your investment. We plan to be able to delineate a mineralized body, if one exists. If our initial exploration program, within nine months of beginning exploration.

We do not own any interest in any property, but merely have the right to conduct exploration activities on one property.

In addition, we may not have enough money to complete our exploration of the property. If it turns out that we have not raised enough money to complete our exploration program, we will try to raise additional funds from a second public offering, a private placement or loans. At the present time, we have not made any plans to raise additional money and there is no assurance that we would be able to raise additional money in the future. If we need additional money and cannot raise it, we will have to suspend or cease activities.

We must conduct exploration to determine what amount of minerals, if any, exist on the property and if any minerals which are found can be economically extracted and profitably processed.

The property is undeveloped raw land. Detailed exploration and surveying has not been initiated and will not be initiated until we raise money in this offering. That is because we do not have money to start exploration. Once the offering is concluded, we intend to start exploration activities. To our knowledge, no previous exploration activities have taken place on the property. The only event that has occurred is the registration of the property by Mr. McLeod and a physical examination of the property. Mr. McLeod examined the surface and took samples. The samples did not reveal anything other than the samples were sedimentary rock containing quartz. We have not developed any quality assurance/quality control protocols for our exploration program. We are small and are just trying to find out what is beneath the surface of the property. Mr. McLeod used a hammer, pick and sack to take samples. While Mr. McLeod is a geologist, he is not an engineer, and accordingly his area of expertise is limited to geological matters. Mr. McLeod did not use any previous filed reports on the property. Before mineral retrieval can begin, we must explore for and find mineralized material. After that has occurred we have to determine if it is economically feasible to remove the mineralized material. Economically feasible means that the costs associated with the removal of the mineralized material will not exceed the price at which we can sell the mineralized material. We cannot predict what that will be until we find mineralized material.

We do not know if we will find mineralized material.

From October 1, 2007 to December 31, 2008

We did not conduct any operations in the quarter ending December 31, 2008. We intend to initiate operations in the spring of 2009, weather permitting.





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In the quarter ending December 31, 2008 we had no revenues and $13,651 in expenses. The expenses were comprised of the following:$1,262 for general and administrative fees, $1,500 for management fees, $226.00 for mineral property costs, $10,363 for professional fees, and $300 for rent.

Milestones

The following are our milestones for the next twelve months:

1.Retain our consultant to manage the exploration of the property.Detailed prospecting and mineralization mapping, followed by soil sampling and analyses. This phase may take up to two months to complete. The cost estimate for this activity, including retaining our consultant, is estimated to be $7,500.00.

2. Next we intend we intend to conduct magnetometer and electromagnetic, grid controlled surveys over the areas of interest as determined by the soil sampling and analysis. This program is expected to take three months to complete. Included in this estimated cost are transportation, accommodation, board, grid installation, both of the geophysical surveys, maps and report. The cost is anticipated to be $7,500.00.

3. Finally, we intend to induce polarization survey over grid controlled anomalous areas of interest outlined by the above fieldwork. Core drilling to follow.We plan to drill 15 holes to a depth of 100 feet. The total cost will be $30,000. Core drilling will be subcontracted to non-affiliated third parties. No power source is needed for core drilling. The drilling rig operates on diesel fuel. All electric power needed, for light and heating while on the property will be generated from gasoline powered generators. We intend to have an independent third party analyze the samples from the core drilling. Determine if mineralized material is below the ground. If mineralized material is found, define the body. We estimate that it will cost $4,500 to analyze the core samples and will take 30 days.This program is estimated to take one month to complete and includes assays, detailed maps and reports. We have allocated $45,000.00 for this phase.

All funds for the foregoing activities have been obtained from our private placement.

Limited Operating History; Need for Additional Capital

There is no historical financial information about us upon which to base an evaluation of our performance. We are an exploration stage corporation and have not generated any revenues from activities. We cannot guarantee we will be successful in our business activities. Our business is subject to risks inherent in the establishment of a new business enterprise, including limited capital resources, possible delays in the exploration of our properties, and possible cost overruns due to price increases in services.

To become profitable and competitive, we will conduct exploration of our properties before we start production of any minerals we may find.

We have no assurance that future financing will be available to us on acceptable terms. If financing is not available on satisfactory terms, we may be unable to continue, develop or expand our activities. Equity financing could result in additional dilution to existing shareholders.



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Liquidity and Capital Resources

As of the date of this report, we have yet to generate any revenues from our business activities.

We issued 5,000,000 restricted shares of common stock through a private placement pursuant to Regulation S of the Securities Act of 1933 to Mr. Sidhu, one of our former officers and our former sole member of our board of directors in November 2006, in consideration of $50. The shares were sold to non-US persons and all transactions closed outside the United States of America. This was accounted for as a purchase of shares of common stock.

In June 2007, we completed a private placement of 1,600,000 restricted shares of common stock at a price of $0.05 per share, pursuant to the exemption from registration contained in Regulation S of the Securities Act of 1933 and raised $80,000. Part of this private placement included 100,000 restricted shares of common stock to Mr. Dhami, our former vice president in consideration of $5,000. All of the shares were sold to non-US persons and all transactions closed outside the United States of America. This was accounted for as a purchase of shares of common stock.

As of December 31, 2008, our total assets were $16,371 and our total liabilities were $19,085.

ITEM 3.      QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.

ITEM 4.      CONTROLS AND PROCEDURES.

Evaluation of Disclosure Controls and Procedures

We maintain disclosure controls and procedures, as such term is defined in Rule 13a-15(e) under the Securities Exchange Act of 1934 (the Exchange Act), that are designed to ensure that information required to be disclosed in our Exchange Act reports is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission rules and forms, and that such information is accumulated and communicated to our management, including our Principal Executive Officer and Principal Financial Officer, as appropriate, to allow timely decisions regarding required disclosure. We conducted an evaluation under the supervision and with the participation of our Principal Executive Officer and Principal Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures as of the end of the period covered by this report pursuant to Rule 13a-15 of the Exchange Act. Based on this Evaluation, our Principal Executive Officer and Principal Financial Officer concluded that our Disclosure Controls were effective as of the end of the period covered by this report.

Changes in Internal Controls

We have also evaluated our internal controls for financial reporting, and there have been no changes in our internal controls or in other factors that could affect those controls subsequent to the date of their last evaluation.

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PART II. OTHER INFORMATION

ITEM 6.      EXHIBITS.

The following documents are included herein:

Exhibit No.
     Document Description31.1
     Certification of Principal Executive Officer and Principal Financial Officer pursuant toSection 302 of the Sarbanes-Oxley Act of 2002.32.1
     Certification of Chief Executive Officer and Chief Financial Officer pursuant to Section906 of the Sarbanes-Oxley Act of 2002.






















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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following person on behalf of the Registrant and in the capacities on this 11thday of February, 2009.

EVEREST RESOURCES CORP.(Registrant)BY:
     MOHAN SINGHMohan Singh, President, Principal ExecutiveOfficer, Secretary, Treasurer, PrincipalFinancial Officer, Principal AccountingOfficer, and sole member of the Board ofDirectors.




















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EXHIBIT INDEX

Exhibit No.
     Document Description31.1
     Certification of Principal Executive Officer and Principal Financial Officer pursuant toSection 302 of the Sarbanes-Oxley Act of 2002.32.1
     Certification of Chief Executive Officer and Chief Financial Officer pursuant to Section906 of the Sarbanes-Oxley Act of 2002.
























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