UNITED STATES


SECURITIES AND EXCHANGE COMMISSION


Washington, D.C. 20549





FORM 10-Q





x QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (the “Exchange Act”)


For the quarterly period ended February 28, 2010





o TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT





For the transition period from _______ to _______


Commission file number: 333-146675





LUCKY BOY SILVER CORP.


(Exact name of small business issuer in its charter)





Wyoming
26-0665441(State or other jurisdiction of
(I.R.S. Employerincorporation or organization)
Identification No.)





5466 Canvasback Rd., Blaine, Washington
98230(Address of principal executive offices)
(Zip Code)





Issuer’s telephone number: (702) 839-4029





SIERRA VENTURES, INC.


(Former name, former address and former fiscal year, if changed since last report)





Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of  the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.


Yes x    No o





Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes o    No o





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





Large accelerated filer
o

Accelerated filer
oNon-accelerated filer
o
(Do not check if a smaller reporting company)
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 o









APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY


PROCEEDINGS DURING THE PRECEDING FIVE YEARS:





Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. Yes o    No o





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: 140,325,000shares of Common Stock as of April 19, 2010









TABLE OF CONTENTS




PART I – FINANCIAL INFORMATION
1ITEM 1. FINANCIAL STATEMENTS
1ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION.
13ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
19ITEM 4T. CONTROLS AND PROCEDURES
19PART II – OTHER INFORMATION
20ITEM 1. LEGAL PROCEEDINGS
20ITEM 1A. RISK FACTORS
20ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
23ITEM 3. DEFAULTS UPON SENIOR SECURITIES
23ITEM 4. [REMOVED AND RESERVED]
23ITEM 5. OTHER INFORMATION
23ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
24SIGNATURES
25










PART I – FINANCIAL INFORMATION




ITEM 1. FINANCIAL STATEMENTS





LUCKY BOY SILVER CORPORATION(FKA SIERRA VENTURES, INC.)(An Exploration Stage Company)Balance SheetsASSETSFebruary 28,

May 31,2010

2009(unaudited)CURRENT ASSETSCash

$
81,152


$
5,351Prepaid expenses


400



-Total Current Assets


81,552



5,351OTHER ASSETSDeposits


1,200



-Mining claims


115,000



-Total Other Assets


116,200



-TOTAL ASSETS

$
197,752


$
5,351LIABILITIES AND STOCKHOLDERS' EQUITYCURRENT LIABILITIESAccounts payable and accrued expenses

$
-


$
3,325Total Current Liabilities


-



3,325STOCKHOLDERS' EQUITYCommon stock, 500,000,000 shares authorizedat par value of $0.001; 140,325,000 and 133,500,000shares issued and outstanding, respectively


140,325



133,500Additional paid-in capital


334,825



(18,350
)Other comprehensive loss


59



59Deficit accumulated during the exploration stage


(277,457
)


(113,183
)Total Stockholders' Equity


197,752



2,026TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY

$
197,752


$
5,351The accompanying notes are an integral part of these financial statements.


1




LUCKY BOY SILVER CORPORATION(FKA SIERRA VENTURES, INC.)(An Exploration Stage Company)Statements of Operations(unaudited)For the Three Months Ended


For the Nine Months Ended


2006 ThroughFebruary 28,


February 28,


February 28,2010


2009


2010


2009


2010REVENUES

$
-


$
-


$
-


$
-


$
-OPERATING EXPENSESProfessional fees


147,162



11,352



149,765



14,988



176,299Communications


-



2,190



-



6,783



16,599Office


1,135



5,034



1,633



9,614



20,782Travel, entertainment & public relations


2,705



3,182



6,914



6,174



15,134Exploration of resource property


-



-



-



-



30,000Transfer agent


3,542



460



4,542



4,460



9,602Registration & filing fees


102



-



1,420



-



8,891Contributed administrative support


-



-



-



-



150Total Operating Expenses


154,646



22,218



164,274



42,019



277,457LOSS FROM OPERATIONS


(154,646
)


(22,218
)


(164,274
)


(42,019
)


(277,457
)PROVISION FOR INCOME TAXES


-



-



-



-



-NET LOSS

$
(154,646
)

$
(22,218
)

$
(164,274
)

$
(42,019
)

$
(277,457
)BASIC AND DILUTED LOSS PER SHARE

$
(0.00
)

$
(0.00
)

$
(0.00
)

$
(0.00
)WEIGHTED AVERAGE NUMBEROF SHARES OUTSTANDING


136,406,868



133,500,000



134,468,956



125,697,802The accompanying notes are an integral part of these financial statements


2


LUCKY BOY SILVER CORPORATION(FKA SIERRA VENTURES, INC.)(An Exploration Stage Company)Statements of Stockholders' Equity(unaudited)DeficitAccumulatedAdditional


Other


During theCommon Stock


Paid-in


Comprehensive


ExplorationShares


Amount


Capital


Loss


Stage


TotalCommon shares issued for cash


103,500,000


$
103,500


$
(88,500
)

$
-


$
-


$
15,000Currency exchange loss














(2
)






(2
)Contributed Administrative Support& other services rendered by officers


-



-



100



-



-



100-



-Net loss for the year endedMay 31, 2007


-



-



-



-



(5,816
)


(5,816
)Balance, May 31, 2007


103,500,000



103,500



(88,400
)


(2
)


(5,816
)


9,282Contributed Administrative Support& other services rendered by officers


-



-



50



-



-



50Currency exchange gain


-



-



-



61



-



61Net loss for the year endedMay 31, 2008


-



-



-



-



(56,311
)


(56,311
)Balance, May 31, 2008


103,500,000



103,500



(88,350
)


59



(62,127
)


(46,918
)Common shares issued for cash


30,000,000



30,000



70,000



-



-



100,000Net loss for the year endedMay 31, 2009


-



-



-



-



(51,056
)


(51,056
)Balance, May 31, 2009


133,500,000



133,500



(18,350
)


59



(113,183
)


2,026Capital contribution


-



-



10,000



-



-



10,000Common stock issued for cash


6,375,000



6,375



163,625



-



-



170,000Common stock for services


300,000



300



119,700



-



-



120,000Common stock issued for mining claims


150,000



150



59,850



-



-



60,000Net loss for the nine months endedFebruary 28, 2010


-



-



-



-



(164,274
)


(164,274
)Balance, February 28, 2010


140,325,000


$
140,325


$
334,825


$
59


$
(277,457
)

$
197,752The accompanying notes are an integral part of these financial statements.


3




LUCKY BOY SILVER CORPORATION(FKA SIERRA VENTURES, INC.)(An Exploration Stage Company)Statements of Cash Flows(unaudited)From Inceptionon October 19,For the Nine Months Ended


2006 ThroughFebruary 28,


February 28,2010


2009


2010CASH FLOWS FROM OPERATING ACTIVITIESNet loss

$
(164,274
)

$
(42,019
)

$
(277,457
)Adjustments to reconcile net loss tonet cash used in operating activities:Contributed services by an officer


-



-



150Common stock issued for services


120,000



-



120,000Changes to operating assets and liabilities:(Increase) decrease in prepaid expenses


(400
)


-



(400
)(Increase) decrease in deposits


(1,200
)


-



(1,200
)Increase (decrease) in accounts payable


(3,325
)


(12,734
)


-Net Cash Used in Operating Activities


(49,199
)


(54,753
)


(158,907
)CASH FLOWS FROM INVESTING ACTIVITIESPurchase of mining claims


(55,000
)


-



(55,000
)Net Cash Used in Operating Activities


(55,000
)


-



(55,000
)CASH FLOWS FROM FINANCING ACTIVITIESCapital contribution


10,000



-



10,000Common stock issued for cash


170,000



-



285,000Net Cash Provided by Financing Activities


180,000



-



295,000NET INCREASE (DECREASE) IN CASH


75,801



(54,753
)


81,093EFFECT OF FOREIGN CURRENCY TRANSLATION


-



-



59CASH AT BEGINNING OF PERIOD


5,351



67,116



-CASH AT END OF PERIOD

$
81,152


$
12,363


$
81,152SUPPLEMENTAL DISCLOSURES OFCASH FLOW INFORMATIONCASH PAID FOR:Interest

$
-


$
-


$
-Income Taxes

$
-


$
-


$
-NON CASH FINANCING ACTIVITIES:Common stock issued for mining claims

$
60,000


$
-


$
60,000Paid in capital from contributed services

$
-


$
-


$
150The accompanying notes are an integral part of these financial statements.





4





LUCKY BOY SILVER CORPORATION
 (FKA Sierra Ventures, Inc.)
 (An Exploration Stage Company)
 Condensed Notes to Financial Statements
 February 28, 2010 and May 31, 2009


NOTE 1 - CONDENSED FINANCIAL STATEMENTS





The accompanying financial statements have been prepared by the Company without audit.  In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations, and cash flows at December 31, 2009, and for all periods presented herein, have been made.





Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted.  It is suggested that these condensed financial statements be read in conjunction  with the financial statements and notes thereto included in the Company's June 30, 2009 audited financial statements.  The results of operations for the period ended December 31, 2009 is not necessarily indicative of the operating results for the full year.





NOTE 2 – CORPORATE NAME CHANGE





On February 5, 2010 the Company filed an Amendment to Articles with the Wyoming Secretary of State and changed its name from “Sierra Ventures Inc.” to “Lucky Boy Silver Corp.”





NOTE 3 - GOING CONCERN





The Company's financial statements are prepared using generally accepted accounting principles in the United States of America applicable to a going concern which contemplates the realization of assets and liquidation of liabilities in the normal course of business. The Company has not yet established an ongoing source of revenues sufficient to cover its operating costs and allow it to continue as a going concern. The ability of the Company to continue as a going concern is dependent on the Company obtaining adequate capital to fund operating losses until it becomes profitable. If the Company is unable to obtain adequate capital, it could be forced to cease operations.





In order to continue as a going concern, the Company will need, among other things, additional capital resources. Management's plan is to obtain such resources for the Company by obtaining capital from management and significant shareholders sufficient to meet its minimal operating expenses and seeking equity and/or debt financing. However management cannot provide any assurances that the Company will be successful in accomplishing any of its plans.





The ability of the Company to continue as a going concern is dependent upon its ability to successfully accomplish the plans described in the preceding paragraph and eventually secure other sources of financing and attain profitable operations. The accompanying financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.





NOTE 4 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES





Cash and cash equivalents


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





5




LUCKY BOY SILVER CORPORATION
 (FKA Sierra Ventures, Inc.)
 (An Exploration Stage Company)
 Condensed Notes to Financial Statements
 February 28, 2010 and May 31, 2009


NOTE 4 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)





Mining exploration costs


In accordance with ASC Topic Accounting and Reporting by Development Stage Companies, the Company charges mineral property acquisition costs and exploration costs to operations as incurred.





When it has been determined that a mineral property can be economically developed as a result of establishing proven and probable reserves, the costs incurred to develop such property are capitalized. The capitalized costs will be amortized using the units-of-production method over the estimated life of the probable reserve.





The beneficial owner holds the right to the claims which give him or his designated agent the right to mine and recover all of the metals contained within the surface boundaries of the lease vertically downward. In the event he was to grant another deed which is subsequently registered prior to the Company’s deed, the third party would obtain good title and the Company would have nothing.





Reclamation costs


Exploration of mineral resources in China is governed by the Mineral Resources Law of 1986, as amended on January 1, 1997, and the Implementation Rules for the Mineral Resources Law, effective March 26, 1994. On February 12, 1998, the State Council issued three sets of regulations, which, together with the mineral resources law and implementation rules are referred to as the “Mineral Resources Law”. The regulations are (i) Regulation for Registering to Explore Mineral Resources Using the Block System; (ii) Regulation for Registering to Mine Mineral Resources; and (iii) Regulation for Transferring Exploration and Exploration Rights.





The basis laws and policies for environmental protection in China are the Environmental Protection Law, the Environmental Impact Assessment Law and the Mineral Resources Law. The State Administration of Environmental Protection and its provincial counterparts are responsible for the supervision, implementation and enforcement of environmental protection laws and regulations. Provincial governments also have the power to issue implementing rules and policies in relation to environmental protection in their respective jurisdictions. Applicants for exploration rights must submit environmental impact assessments and those projects that fail to meet environmental protection standards will not be granted licenses.





After exploration, the licensee must perform water and soil maintenance and take steps towards environmental protection. After the exploration rights have expired or the concessionaire stops mining during the permit period and the mineral resources have not been fully developed, the concessionaire must perform water and soil maintenance, land recovery and environmental protection in compliance with the original development scheme, or must pay the costs of land recovery and environmental protection. After closing, the mining enterprises shall perform water and soil maintenance, land recovery and environmental protection in compliance with mine closure approval reports, or must pay the costs of land recovery and environmental protection.





Reclamation costs (continued)


Penalties for breaching the Environmental Protection Law include a warning, payment of a penalty calculated on the damage incurred, or payment of a fine. When an entity fails to adopt preventative measures or control facilities that meet the requirements of the enacted environmental protection standards, it is subject to suspension of production or operations and for payment of a fine. Material violations of environmental laws and regulations causing property damage or casualties may result in criminal liabilities.





Use of estimates


In preparing financial statements, management makes estimates and assumptions that affect the reported amounts of assets and liabilities in the balance sheet and revenues and expenses in the statement of operations. Actual results could differ from those estimates.




6




LUCKY BOY SILVER CORPORATION
 (FKA Sierra Ventures, Inc.)
 (An Exploration Stage Company)
 Condensed Notes to Financial Statements
 February 28, 2010 and May 31, 2009




NOTE 4 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)





Fair value of financial instruments and derivative financial instruments


The carrying amounts of cash and current liabilities approximate fair value due to the short maturity of these items. These fair value estimates are subjective in nature and involve uncertainties and matters of significant judgment, and, therefore, cannot be determined with precision. Changes in assumptions could significantly affect these estimates. The Company does not hold or issue financial instruments for trading purposes, nor does it utilize derivative instruments in the management of foreign exchange, commodity price, or interest rate market risks.





Income taxes


The Company has adopted the ASC Topic regarding, “Accounting for Income Taxes” as of inception. The Company recognizes deferred tax assets and liabilities based on differences between the financial reporting and tax bases of assets and liabilities using the enacted tax rates and laws that are expected to be in effect when the differences are expected to be recovered. The Company provides a valuation allowance for deferred tax assets for which it does not consider realization of such assets to be more likely than not.





Basic and diluted net loss per share


The Company computes net income (loss) per share in accordance with ASC Topic “Earnings per Share”. The basic net loss per common share is computed by dividing the net loss by the weighted average number of common shares outstanding. Diluted net loss per share gives effect to all dilutive potential common shares outstanding during the period using the “as if converted” basis. For the period October 19, 2006 through February 28, 2010, there were no potentially dilutive securities.





Concentration of credit risk


Financial instruments, which potentially subject the Company to concentrations of credit risk, consist of cash and cash equivalents. The Company places its cash with high quality financial institutions and at times may exceed the FDIC insurance limit.





Special purpose entities


The Company does not have any off-balance sheet financing activities.





Impairment or disposal of long lived assets


In August 2001, ASC Topic, “Accounting for the Impairment or Disposal of Long-Lived Assets” was issued. It clarifies the accounting for the impairment of long-lived assets and for long-lived assets to be disposed of, including the disposal of business segments and major lines of business. Long-lived assets are reviewed when facts and circumstances indicate that the carrying value of the asset may not be recoverable. When necessary, impaired assets are written down to their estimated fair value based on the best information available.





Stock based compensation


The Company accounts for its stock-based compensation in accordance with ASC Topic “Share-Based Payment. The Company recognizes in the statement of operations the grant-date fair value of stock options and other equity-based compensation issued to employees and non-employees. The Company did not grant any new employee options and no options were cancelled or exercised during the period October 19, 2006 through February 28, 2010. As of February 28, 2010, there were no options outstanding.





7


LUCKY BOY SILVER CORPORATION
 (FKA Sierra Ventures, Inc.)
 (An Exploration Stage Company)
 Condensed Notes to Financial Statements
 February 28, 2010 and May 31, 2009




NOTE 4 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)





Business segments


ASC Topic “Disclosures about Segments of an Enterprise and Related Information” establishes standards for the way that public companies report information about operating segments in annual financial statements and requires reporting of selected information about operating segments in interim financial statements issued to the public. It also establishes standards for disclosures regarding products and services, geographic areas and major customers. The Company has evaluated its requirements of, and has determined that it is not applicable.





The Company has adopted ASC Topic “Reporting the Costs of Start-up Activities”, which requires that costs associated with start-up activities be expensed as incurred. Accordingly, start-up costs associated with the Company’s formation have been included in the Company’s general and administrative expenses for the period from October 19, 2006 (date of inception) through February 28, 2010.





Foreign currency translation


The Company’s functional and reporting currency is the United States dollar. The financial statements of the Company are translated to United States dollars in accordance with ASC Topic “Foreign Currency Translation”. Monetary assets and liabilities denominated in foreign currencies are translated using the exchange rate prevailing at the balance sheet date. Gains and losses arising on translation or settlement of foreign currency denominated transactions or balances are included in the determination of income.





Recent Accounting Pronouncements


In January 2010, the FASB issued Accounting Standards Update 2010-02, Consolidation (Topic 810):  Accounting and Reporting for Decreases in Ownership of a Subsidiary. This amendment to Topic 810 clarifies, but does not change, the scope of current US GAAP. It clarifies the decrease in ownership provisions of Subtopic 810-10 and removes the potential conflict between guidance in that Subtopic and asset derecognition and gain or loss recognition guidance that may exist in other US GAAP. An entity will be required to follow the amended guidance beginning in the period that it first adopts FAS 160 (now included in Subtopic 810-10). For those entities that have already adopted FAS 160, the amendments are effective at the beginning of the first interim or annual reporting period ending on or after December 15, 2009. The amendments should be applied retrospectively to the first period that an entity adopted FAS 160. The Company does not expect the provisions of ASU 2010-02 to have a material effect on the financial position, results of operations or cash flows of the Company.





In January 2010, the FASB issued Accounting Standards Update 2010-01, Equity (Topic 505):  Accounting for Distributions to Shareholders with Components of Stock and Cash (A Consensus of the FASB Emerging Issues Task Force). This amendment to Topic 505 clarifies the stock portion of a distribution to shareholders that allows them to elect to receive cash or stock with a limit on the amount of cash that will be distributed is not a stock dividend for purposes of applying Topics 505 and 260.  Effective for interim and annual periods ending on or after December 15, 2009, and would be applied on a retrospective basis. The Company does not expect the provisions of ASU 2010-01 to have a material effect on the financial position, results of operations or cash flows of the Company.





In December 2009, the FASB issued Accounting Standards Update 2009-17, Consolidations (Topic 810): Improvements to Financial Reporting by Enterprises Involved with Variable Interest Entities.  This Accounting Standards Update amends the FASB Accounting Standards Codification for Statement 167. The Company does not expect the provisions of ASU 2009-17 to have a material effect on the financial position, results of operations or cash flows of the Company.





8


LUCKY BOY SILVER CORPORATION
 (FKA Sierra Ventures, Inc.)
 (An Exploration Stage Company)
 Condensed Notes to Financial Statements
 February 28, 2010 and May 31, 2009




NOTE 4 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)





Recent Accounting Pronouncements (continued)


In December 2009, the FASB issued Accounting Standards Update 2009-16, Transfers and Servicing (Topic 860): Accounting for Transfers of Financial Assets. This Accounting Standards Update amends the FASB Accounting Standards Codification for Statement 166. The Company does not expect the provisions of ASU 2009-16 to have a material effect on the financial position, results of operations or cash flows of the Company.





In October 2009, the FASB issued Accounting Standards Update 2009-15, Accounting for Own-Share Lending Arrangements in Contemplation of Convertible Debt Issuance or Other Financing. This Accounting Standards Update amends the FASB Accounting Standard Codification for EITF 09-1. The Company does not expect the provisions of ASU 2009-15 to have a material effect on the financial position, results of operations or cash flows of the Company.





In October 2009, the FASB issued Accounting Standards Update 2009-13, Revenue Recognition (Topic 605): Multiple-Deliverable Revenue Arrangements. This update addressed the accounting for multiple-deliverable arrangements to enable vendors to account for products or services (deliverables) separately rather than a combined unit and will be separated in more circumstances that under existing US GAAP.  This amendment has eliminated that residual method of allocation. Effective prospectively for revenue arrangements entered into or materially modified in fiscal years beginning on or after June 15, 2010.  Early adoption is permitted. The Company does not expect the provisions of ASU 2009-13 to have a material effect on the financial position, results of operations or cash flows of the Company.





In September 2009, the FASB issued Accounting Standards Update 2009-12, Fair Value Measurements and Disclosures (Topic 820): Investments in Certain Entities That Calculate Net Asset Value per Share (or Its Equivalent). This update provides amendments to Topic 820 for the fair value measurement of investments in certain entities that calculate net asset value per share (or its equivalent). It is effective for interim and annual periods ending after December 15, 2009. Early application is permitted in financial statements for earlier interim and annual periods that have not been issued. The Company does not expect the provisions of ASU 2009-12 to have a material effect on the financial position, results of operations or cash flows of the Company.





In July 2009, the FASB ratified the consensus reached by EITF (Emerging Issues Task Force) issued EITF No. 09-1, (ASC Topic 470) "Accounting for Own-Share Lending Arrangements in Contemplation of Convertible Debt Issuance" ("EITF 09-1"). The provisions of EITF 09-1, clarifies the accounting treatment and disclosure of share-lending arrangements that are classified as equity in the financial statements of the share lender. An example of a share-lending arrangement is an agreement between the Company (share lender) and an investment bank (share borrower) which allows the investment bank to use the loaned shares to enter into equity derivative contracts with investors. EITF 09-1 is effective for fiscal years that beginning on or after December 15, 2009 and requires retrospective application for all arrangements outstanding as of the beginning of fiscal years beginning on or after December 15, 2009.





Share-lending arrangements that have been terminated as a result of counterparty default prior to December 15, 2009, but for which the entity has not reached a final settlement as of December 15, 2009 are within the scope. Effective for share-lending arrangements entered into on or after the beginning of the first reporting period that begins on or after June 15, 2009. The Company does not expect the provisions of EITF 09-1 to have a material effect on the financial position, results of operations or cash flows of the Company.





9


LUCKY BOY SILVER CORPORATION
 (FKA Sierra Ventures, Inc.)
 (An Exploration Stage Company)
 Condensed Notes to Financial Statements
 February 28, 2010 and May 31, 2009




NOTE 5 – COMMON STOCK TRANSACTIONS





Effective January 24, 2010 the Company’s Board of Directors approved a 15:1 forward stock split of the Company’s common stock.  The Company’s statements of stockholder’s equity have been retroactively restated to reflect the split.





During the ninth month period ended February 28, 2010, the Company issued for cash 425,000 pre-split (6,375,000 post-split) shares of its par value $0.001 common stock for $170,000.  In addition, the Company issued 150,000 post-split shares of common stock for the mining claims including those known as Silver Summit, Candelaria and Lucky Boy Silver Mine located in Mineral County, Nevada. These shares were valued at $0.40 per share based on the recent cash sale price.





On January 24, 2010 the Company issued 300,000 shares of the Company’s common stock to a consultant and two board members for services provided to the Company. The shares were valued at $0.40 per share based on the recent cash sales price.  The Company recorded $300,000 of expense in professional fees.





On October 31, 2006 the Company received $6,000 from its founder for 6,000,000 pre-split (90,000,000 post-split) shares of the Company’s common stock subscribed for at $0.001 on October 31, 2006.





On November 30, 2006 the Company received $9,000 for 900,000 pre-split (13,500,000 post-split) shares of the Company’s common stock subscribed for in a private placement dated November 01, 2006.





During April and May, 2008, the Company received $100,000 for 2,000,000 pre-split (30,000,000 post-split) shares of the Company’s common stock subscribed in its SB-2 registration statement dated October 11, 2008. See also Note 5.





During April and May, 2008, the Company received $41,500 and had a subscription receivable in the amount of $8,500 for 1,000,000 pre-split (15,000,000 post-split) common shares under the Company’s SB-2. In addition, between December, 2007 and May, 2008, the selling shareholders as indicated in the SB-2 offering sold 900,000 pre-split (13,500,000 post-split) shares to a total of three new shareholders. All of the 2,900,000 pre-split (43,500,000 post-split) shares issued or resold were sold prior to the declaration of an effective date for the Company’s SB-2 registration statement filed on October 05, 2007, under our mistaken assumption that the registration statement had become effective through the passage of time. All of the subscribers have been informed of this situation.





As a result, the Company made a rescission offering to the subscribers and the selling shareholders to refund their monies with interest if so requested under an S-1 Rescission Offering registration statement. These shares of common stock were subject to rescission by the shareholder because of the Company's failure to comply with securities laws. Rescission rights for individual stockholders vary, based upon the laws of the states in which the stockholders reside. Common stock that is subject to rescission is recorded separately from stockholders' deficiency in the Company's balance sheet. As the statute of limitations expire in the respective states, such amounts are reclassified to stockholders' deficiency.





Accounting Series Release (“ASR”) No. 268 and Emerging Issues Task Force (“EITF”) Topic D-98 require that stock subject to rescission or redemption requirements outside the control of the Company to be classified outside of permanent equity. The exercise of the rescission right is at the holders’ discretion, but exercise of that right may depend in part on the fair value of the Company’s common stock, which is outside of the Company’s and the holders’ control. Consequently, common stock subject to rescission is classified as temporary equity.





10


LUCKY BOY SILVER CORPORATION
 (FKA Sierra Ventures, Inc.)
 (An Exploration Stage Company)
 Condensed Notes to Financial Statements
 February 28, 2010 and May 31, 2009




NOTE 6 – COMMITMENTS


The Company entered into an option agreement (“Option to Purchase and Royalty Agreement) with Jiujiang Gao Feng Mining Industry Limited Company granting the Company the exclusive right and option to acquire 25% of the right, title and interest in the Zhangjiafan Gold Mining property situated in Dexing City, Jiangxi Province, China.  Under the terms of the Option to Purchase and Royalty Agreement the Company must incur exploration expenditures on the property in the minimum amount of $20,000 on or before May 31, 2009 (paid; analysis of the work and an engineering report are pending) and an additional $40,000 for aggregate minimum exploration expenses of $60,000 on or before May 31, 2010. The Company will issue 1,000,000 shares of common stock to Jiujiang Gao Feng Mining Industry Limited Company (“Jiujiang”) upon completion of a phase I exploration program as authored by a competent geologist. The Company will pay to Jiujiang an annual royalty equal to three percent (3%) of net smelter returns.





Upon exercise of the option the Company agrees to pay Jiujiang commencing May 31, 2011 $25,000 per annum as prepayment of the Net Smelter Royalty for as long as the Company or its permitted assigns hold any interest in the Property. Failure to make the required annual payment will terminate the agreement. If the results of Phase 1 are unfavorable, the Company will terminate the option agreement and will not be obligated to make any subsequent payments.





Sierra has the right to acquire an additional 26% of the right, title and interest in the property by the payment of $25,000 and by incurring an additional $100,000 in exploration expenditures on the property on or before May 31, 2012.





During February 2010 the Company entered into two additional lease agreements for mineral leases.  Under these agreements the Company has committed $17,500 in non-refundable deposits, $10,000 in future payments to be made every nine months and $7,500 in future payments to be made annually as long as the lease is in force. Additionally, the Company as committed to spend a minimum of $100,000 over the first three years of the lease on exploration and property development.  The Company also has agreed to pay a total of 6% (3% for each lease) net smelter return production royalty which can be bought out for $2,000,000/ per cent NSR ($1,000,000 per lease) with approval and consent of the lessor.  If payments are in default for 30 days or the work commitment is not completed as agreed, the lessor must vacate the property immediately and settle all accounts related to the property.





The agreement and Option will expire on May 31, 2010, if the Company has not incurred exploration expenditures totaling a minimum of $60,000 on the Property. In addition, the option will terminate on May 31, 2011, and each succeeding May 31, if the Company has not paid Jiujiang $25,000 on or before that date





As part of the mining lease proposal for the Lucky Boy Silver Mine, the Company agreed to pay a $10,000 non-refundable lease payment and an additional $10,000 lease payment every nine months commencing on November 17, 2010, and every nine months thereafter as long as the lease is in force.  The Company deposited $50,000 in an escrow account to be drawn against invoices for work done on the property including access upgrading, exploration activities and geological expenses.





11


LUCKY BOY SILVER CORPORATION
 (FKA Sierra Ventures, Inc.)
 (An Exploration Stage Company)
 Condensed Notes to Financial Statements
 February 28, 2010 and May 31, 2009




NOTE 7 – CERTAIN SIGNIFICANT RISKS AND UNCERTAINTIES





The Company is subject to the consideration and risks of operating in the Peoples Republic of China (PRC). The economy of PRC differs significantly from the economies of the "western" industrialized nations in such respects as structure, level of development, gross national product, growth rate, capital reinvestment, resource allocation, self-sufficiency, rate of inflation and balance of payments position, among others. Only recently has the PRC government encouraged substantial private economic activities. The Chinese economy has experienced significant growth in the past several years, but such growth has been uneven among various sectors of the economy and geographic regions. Actions by the PRC government to control inflation have significantly restrained economic expansion in the recent past. Similar actions by the PRC government in the future could have a significant adverse effect on economic conditions in PRC.





Many laws and regulations dealing with economic matters in general and foreign investment in particular have been enacted in the PRC. However, the PRC still does not have a comprehensive system of laws, and enforcement of existing laws may be uncertain and sporadic.





The Company's primary sources of revenues and cash flows will be derived from its business operations in the PRC. The PRC economy has, for many years, been a centrally-planned economy, operating on the basis of annual, five-year and ten-year state plans adopted by central PRC governmental authorities, which set out national production and development targets. The PRC government has been pursuing economic reforms since it first adopted its "open-door" policy in 1978. There is no assurance that the PRC government will continue to pursue economic reforms or that there will not be any significant change in its economic or other policies, particularly in the event of any change in the political leadership of, or the political, economic or social conditions in, the PRC. There is also no assurance that the Company will not be adversely affected by any such change in governmental policies or any unfavorable change in the political, economic or social conditions, the laws or regulations, or the rate or method of taxation in the PRC.





As many of the economic reforms which have been or are being implemented by the PRC government are unprecedented or experimental, they may be subject to adjustment or refinement, which may have adverse effects on the Company. Further, through state plans and other economic and fiscal measures such as the leverage of exchange rate, it remains possible for the PRC government to exert significant influence on the PRC economy.





NOTE 8 – RELATED PARTY TRANSACTIONS





Officers contributed administrative services to the Company for most periods to May 31, 2008. The time and effort was recorded in the accompanying financial statements based on the prevailing rates for such efforts, which equaled $50 per hour based on the level of services performed. The services are reported as contributed administrative support with a corresponding entry to additional paid-in capital.





The Company issued a total of 6,000,000 pre-split (90,000,000 post-split) shares of its restricted common stock to its directors for $6,000 as founder shares. (Note 4).





An officer of the Company advanced $10,000 to the Company in September, 2009 for operating capital. The officer agreed to forgive the repayment of the advance during the period ended February 28, 2010. The funds have been reported as contributed capital.





NOTE 10 – SUBSEQUENT EVENTS





In accordance with SFAS 165 (ASC 855-10) Company management reviewed all material events through the date of this report and there are no material subsequent events to report.





12




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




CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS




This quarterly report contains forward-looking statements. These forward-looking statements relate to future events or our future financial performance. Some discussions in this report may contain forward-looking statements that involve risk and uncertainty. A number of important factors could cause our actual results to differ materially from those expressed in any forward-looking statements made by us in this report. 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.




In some cases, you can also identify forward-looking statements by terminology such as “may”, “will”, “should”, “plans”, “predicts”, “potential” or “continue” or the negative of these terms or other comparable terminology. These statements are only predictions and involve known and unknown risks, uncertainties and other factors, including the risks in Item 1A. Risk Factors on page 21 that may cause our or our industry's actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements.




Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity or achievements. Except as required by applicable law, including the securities laws of the United States, we do not intend to update any of the forward-looking statements to conform these statements to actual results.




GENERAL INFORMATION




Our financial statements are stated in United States Dollars (USD or US$) and are prepared in accordance with United States Generally Accepted Accounting Principles. All references to “common shares” refer to the common shares in our capital stock.




As used in this quarterly report, the terms “we”, “us”, “our”, “Sierra Ventures Inc.”, “Sierra” “Lucky Boy Silver Corp.” and “Lucky Boy” mean Lucky Boy Silver Corp., unless otherwise indicated.




Our company is an exploration stage company. There is no assurance that commercially viable mineral deposits exist on the mineral property that we have under option. Further exploration will be required before a final evaluation as to the economic and legal feasibility of the claim is determined.




FOREIGN CURRENCY AND EXCHANGE RATES




Dollar costs of our property acquisition and planned exploration costs are in Chinese Yuan also known as Renminbi (RMB). For purposes of consistency and to express United States Dollars throughout this report, Chinese currency has been converted into United States currency at the rate of US 1.00 being approximately equal to RMB 7.50 or RMB 1.00 being approximately equal to US 0.13 which is the approximate average exchange rate during recent months and which is consistent with the incorporated financial statements.




The following analysis of the results of operations and financial condition of the corporation for the period ending February 28, 2010, should be read in conjunction with the corporation’s financial statements, including the notes thereto contained elsewhere in this form 10-q and in our annual report filed on form 10-k.




Overview




We were incorporated in the State of Wyoming on October 19, 2006, as Sierra Ventures, Inc. and established a fiscal year end of May 31.  On February 5, 2010, we filed an Amendment to Articles with the Wyoming Secretary of State and changed our name to Lucky Boy Silver Corp.




13




There have been no material reclassifications, mergers, consolidations or purchases or sales of any significant amount of assets not in the ordinary course of business since the date of incorporation. We are a start-up, exploration stage company engaged in the search for gold and related minerals. There is no assurance that a commercially viable mineral deposit, a reserve, exists on our claim or can be shown to exist until sufficient and appropriate exploration is done and a comprehensive evaluation of such work concludes economic and legal feasibility.




Zhangjiafan Mining Property




On March 22, 2007, as amended May 15, 2009, we optioned a 25% interest in a gold exploration and mining property referred to as the Zhangjiafan Mining Property located in Jiangxi Province, China by entering into an Option To Purchase And Royalty Agreement with Jiujiang Gao Feng Mining Industry Limited Company of Jiangxi City, Jiangxi Province, the beneficial owner of the property. The option allows us to acquire an interest in the property by making certain expenditures and carrying out exploration work. Under the terms of the agreement, Jiujiang granted to us the right to acquire 25% of the right, title and interest of Jiujiang in the property, subject to its receiving annual payments and a royalty, in accordance with the terms of the agreement.




Work commenced on the phase I exploration program on our optioned Zhangjiafan mineral property on April 27 and concluded on June 04, 2009. Our portion of the phase I geological exploration program on the property cost $30,000 (paid) (25% of the totally budgeted cost of $120,000) which was a reflection of local costs for the specified type of work. Phase I will require up to three months for analysis, evaluation of the work completed and the preparation of a report. Costs for phase I were made up of wages, fees, geological and geochemical supplies, assaying, equipment, diamond drilling and costs of operation. We will assess the results of this program upon receipt of an appropriate engineering or geological report.




Gao Fenglin, Senior Engineer, Jiangxi Geological Engineering Group Company, Jiujiang Branch, authored the “Report of Exploration at the Zhangjiafan Gold Property” dated March 23, 2007, in which his firm recommended a two-phase exploration program to properly evaluate the potential of the property. Gao Fenglin graduated from Gan-Zhou Geosciences Institute with the educational equivalency of a U.S. designated geological engineer and has practiced as an exploration geologist for over 20 years.




The reader of this Report is directed to our Form 10-K Report for May 31, 2009, dated September 8, 2009, and our S-1 registration statement dated February 27, 2009 for further discussion of the property, mineral exploration in China, geology and other background information on the optioned property.




AG Properties




On February 8, 2010, Ken Liebscher, our President, Chief Executive Officer, signed a letter agreement with Monte Cristo Projects LLC and Alan Chambers, whereby Mr. Liebscher has agreed to acquire 38 unpatented BLM claims including those known as Silver Summit and Candelaria and two historic silver mine leases known as Lucky Boy Silver Mine and the Black Butte Silver Mine (the “AG Properties”), all located in Mineral County, State of Nevada.




In consideration for the claims, Mr. Liebscher has agreed to pay US$55,000 to Monte Cristo Projects LLC and issue 75,000 shares of common stock of our company to Monte Cristo Projects LLC and 75,000 shares of common stock of our company to Alan Chambers. On February 23, 2010, Mr. Liebscher assigned all of his right, title and interest in and to the letter agreement and the AG Properties to our company in consideration for $1.00.  Our company will carry out the obligations and take the benefit of the letter agreement.




Our Proposed Exploration Program – Plan of Operation




Our business plan is to proceed with the initial exploration of the AG Properties, although no work plan has yet been formulated.  We are considering whether to continue exploration of the Zhangjiafan property to determine if there are commercially exploitable deposits of gold and silver. We retained the services of the Jiujiang Geological Engineering Group Company and Gao Fenglin to complete the first phase of the work program and to complete and assess the results of the program.  The work was completed and the results are inconclusive.  We have not yet decided whether to retain that property.




14




We do not claim to have any ores or reserves whatsoever at this time on our optioned properties.




Phase I Exploration Program




We have now completed the field work associated with the first phase of the exploration plan of the Zhangjiafan property; results are inconclusive and we have not decided whether to retain this property.




Initially, we ran a grid over the entire property and reviewed maps of the results of past reported geological and geochemical programs correlating all past information to our grid; then we completed a geological survey to evaluate certain specific targets previously identified. Phase 1 established a base line grid with 25-meter stations and cross lines run every 50 meters for 100 meters each side of the baseline and related previous ground and airborne electromagnetic surveys over the grid. Samples taken from various locations were tested for traces of gold, silver, lead, copper, zinc, iron and other metals; however, our primary focus was the search for gold. Results were inconclusive.  We are considering dropping this property.




Risks




At present we do not know if the claims contain commercially exploitable reserves of gold or any other valuable mineral. Additionally, the proposed expenditures to be made by us in the exploration of the claims may not result in the discovery of commercial quantities of ore. Problems such as unusual or unexpected formations and other unanticipated conditions can be encountered in mineral exploration and often result in unsuccessful exploration efforts. In such a case, we would be unable to complete our business plan.




In order to complete future phases of our proposed exploration program we will need to raise additional funding. Even if the first phase of our exploration program is deemed to be successful there is no guarantee that we will be able to raise any additional capital in order to finance future phases.




The Vendor of the Zhangjiafan property holds the mining rights to the claims which thereby gives him or his designated agent, the rights to mine and recover all of the minerals contained within the surface boundaries of the lease continued vertically downward. In the event it were to grant another deed which is subsequently registered prior to our deed, the third party would obtain good title and we would have nothing.




Jiujiang has granted us an option to allow us to explore, mine and recover any minerals on the claims. As with the preceding, if it were to grant an option to another party, that party would be able to enter the claims, carry out certain work commitments and earn right and title to the claims; we would have little recourse as we would be harmed, would not own any claims and would have to cease operations. However, in either event, Jiujiang would be liable to us for monetary damages for breach of the agreement. The extent of that liability would be for our out of pocket costs for expenditures on the claims, if any, in addition to any lost opportunity costs if the claims proved to be of value in the future. The agreement does not specifically reference these risks or the recourse. Although we would have recourse against the vendor in the situations described, there is a question as to whether that recourse would have specific value.




Finally, even if our exploration program is successful we may not be able to obtain commercial production. If our exploration is successful and commercial quantities of ore are discovered we will require a significant amount of additional funds to place the claims into commercial production.




We have not yet commenced exploration of the AG Properties; it will take financing which we have not yet raised in order to put an exploration program into effect.




Results of Operations




Our comparative periods for the period ended February 28, 2010 and 2009 are presented in the following discussion.




15




Since inception, we have used our common stock to raise money for our optioned acquisition and for corporate expenses. Net cash provided by financing activities (less offering costs) from inception on October 19, 2006, to February 28, 2010, was $285,000 as proceeds received from sales of our common stock.




Revenues




We did not generate any revenues from operations for the quarter ended February 28, 2010, nor for the similar quarter in 2009. To date, we have not generated any revenues from our exploration business.




Expenses




The table below shows our operating results for the three month and six month periods ended February 28, 2010 and 2009.




Three Months

Ended

February 28,

2010
Three Months

Ended

February 28,

2009
Nine Months

Ended

February 28,

2010
Nine Months

Ended

February 28,

2009Professional fees
147,162
11,352
149,765
14,988Communications
-
2,190
-
6,783Office
1,135
5,034
1,633
9,614Travel, entertainment & public relations
2,705
3,182
6,914
6,174Exploration of resource property
-
-
-
-Transfer agent
3,542
460
4,542
4,460Registration & filing fees
102
-
1,420
-Contributed administrative support
-
-
-
-Total expenses
154,646
22,218
164,274
42,019




Costs have and will vary from quarter to quarter based on the level of corporate activity, exploration operations and capital raising. Costs in the most recently completed quarter decreased relative to the similar period last year as we were relatively inactive while we awaited the results of the first phase of exploration on our optioned mineral property. These costs can be subdivided into the following categories:




PROFESSIONAL FEES: From inception on October 19, 2006, we have incurred $176,299 in professional fees mainly on legal and accounting matters. This cost category varies depending on legal and accounting requirements.




COMMUNICATIONS EXPENSES:  For the period October 19, 2006 (inception), through February 28, 2010, a total of $16,599 has been spent on communication costs related to our business. Communications costs dropped in the quarter under review as a result of reduced activity and communications with persons, representatives and corporations in China.




OFFICE EXPENSES:  For the period October 19, 2006 (inception), through February 28, 2010, a total of $20,782 has been spent on office related expenses which are mostly comprised of facsimile, courier, photocopy, postage and other general office expenses and services.




TRAVEL, ENTERTAINMENT AND MEAL EXPENSES:  For the period October 19, 2006 (inception), through February 28, 2010, a total of $15,134 has been spent on this category.




EXPLORATION OF RESOURCE PROPERTIES:  A total of $30,000 has been incurred from inception on October 19, 2006 to February 28, 2010for this expense item. This category will vary depending on our exploration activities and acquisitions.




TRANSFER AGENT FEES AND RELATED EXPENSES:  A total of $9,602 has been incurred from inception on October 19, 2006, to February 28, 2010, for transfer agent fees and related expenses.




16




REGISTRATION AND FILING FEES: A total of $8,891 has been incurred from inception on October 19, 2006, to February 28, 2010, for registration and filing fees.




CONTRIBUTED EXPENSES:  All contributed expenses are reported as contributed costs with a corresponding credit to additional paid-in capital.




We continue to carefully control our expenses and overall costs as we move our business development plan forward. We do not have any employees and engages personnel through outside consulting contracts or agreements or other such arrangements, including for legal, accounting and technical consultants.




Plan of Operation and Anticipated Cash Requirements




We believe we cannot satisfy our cash requirements for the current fiscal year end of May 31, 2010 with available cash on hand and will have to seek additional financing immediately.




For the balance of the current fiscal year to May 31, 2010, we will concentrate our efforts on the securing of additional financing to be able to carry out an exploration program on the AG Properties. Following industry trends and demands, we are also considering the acquisition of other properties and projects of merit. In either situation, we will try to raise the funds required from a new public offering, a private placement, loans or the establishment of a joint venture whereby a third party would pay the costs associated with Phase II and we would retain a carried interest. At the present time, we have not made any plans to raise additional funds and there is no assurance that we would be able to raise money in the future.




Presently, our revenues are not sufficient to meet operating and capital expenses. We have incurred operating losses since inception, and this is likely to continue through fiscal 2010-2011. Management projects that we will require up to $150,000 to fund ongoing operating expenses and working capital requirements for the next 12 months, broken down as follows:





Operating expenses

$
60,000Exploration program


70,000Working Capital


20,000Total

$
150,000




Going Concern




Due to the uncertainty of our ability to meet our current operating and capital expenses, in their report on the annual financial statements for the year ended May 31, 2009, our independent auditors included an explanatory paragraph regarding concerns about our ability to continue as a going concern. Our financial statements contain additional notes describing the circumstances that lead to this disclosure by our independent auditors. Our issuance of additional equity securities could result in a significant dilution in the equity interests of our current stockholders. Obtaining commercial loans, assuming those loans would be available, will increase our liabilities and future cash commitments.




There are no assurances that we will be able to obtain further funds required for continued operations. We are pursuing various financing alternatives to meet immediate and long-term financial requirements. There can be no assurance that additional financing will be available to us when needed or, if available, that it could be obtained on commercially reasonable terms. If we are not able to obtain the additional financing on a timely basis, we will not be able to meet our obligations as they come due.




Liquidity and Capital Resources




As of end of the last quarter on February 28, 2010, we have yet to generate any revenues.




Since inception, we have used our common stock and loans or advances from our officers and directors to raise money for our optioned acquisition and for corporate expenses.




17




Working Capital




As of February 28, 2010, we had $81,522 in unallocated working capital.





February 28



May 312010



2009Current Assets

$
81,552


$
5,351Current Liabilities


-



3,325Working Capital

$
$81,522


$
2,026




We have incurred recurring losses from inception. Our ability to meet our financial obligations and commitments is primarily dependent upon continued financial support of our shareholders, directors and the continued issuance of equity to new and existing shareholders.




Cash Flows





Nine Months


Nine MonthsEnded


EndedFebruary 28,


February 28,2010


2009Net cash provided in operating activities

$
(49,199
)

$
(54,753
)Net cash provided by investing activities


(55,000
)


-Net cash provided by financing activities


180,000



-Net increase (decrease) in cash

$
75,801


$
(54,753
)




Net cash provided in operating activities




Net cash provided by operating activities from inception on October 19, 2006, to February 28, was $(158,907).  This negative cash flow from operations is due to the fact that the Company has not generated revenue to date.




Net cash provided by investing activities




Net cash provided by investing activities from inception on October 19, 2006, to February 28, 2010, was $(55,000) as a result of the purchase of additional mining claims during the quarter ended February 28, 2010.




Net cash provided by financing activities




Net cash provided by financing activities from inception on October 19, 2006, to February 28, 2010, was $295,000 as a result of gross proceeds received from sales of our common stock and capital contribution from Company officers.




Inflation / Currency Fluctuations




Inflation has not been a factor during the recent quarter ended February 28, 2010. Although inflation is moderately higher than it was during 2009 the actual rate of inflation is not material and is not considered a factor in our contemplated capital expenditure program.




18




Subsequent Events




In accordance with ASC 855-10 Company management reviewed all material events through the date of this report and there are no material subsequent events to report.




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, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that is material to stockholders.




ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK




Not Applicable




ITEM 4(T). CONTROLS AND PROCEDURES




Disclosure controls and procedures.




We maintain “disclosure controls and procedures”, as that term is defined in Rule 13a-15(e), promulgated by the Securities and Exchange Commission pursuant to the Securities Exchange Act of 1934, as amended. Disclosure controls and procedures include controls and procedures designed to ensure that information required to be disclosed in our company's reports filed under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms, and that such information is accumulated and communicated to our management, including our principal executive officer and principal financial officer to allow timely decisions regarding required disclosure.




We carried out an evaluation, under the supervision and with the participation of our management, including our principal executive officer and our principal financial officer, of the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) of the Exchange Act). Based upon that evaluation, our principal executive officer and our principal financial officer concluded that, as of the end of the period covered in this report, our disclosure controls and procedures were not effective due to the lack of adequate segregation of duties, a sound internal control structure and lack of audit committee.  The Company has plans to address these material weaknesses as the Company’s capital position and profitably improve.  The disclosure controls and procedures are controls and procedures to ensure that information required to be disclosed in reports filed under the Exchange Act is recorded, processed, summarized and reported within the required time periods and 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.




Our management, including our principal executive officer and our principal financial officer, does not expect that our disclosure controls and procedures or our internal controls will prevent all errors or fraud. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Further, the design of a control system must reflect the fact that there are resource constraints and the benefits of controls must be considered relative to their costs. Due to the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, have been detected. Accordingly, management believes that the financial statements included in this report fairly present in all material respects our financial condition, results of operations and cash flows for the periods presented.




Changes in internal control over financial reporting




During the quarter ended February 28, 2010, there were no changes in the Company's internal control over financial reporting that have materially affected, or are reasonably likely to materially affect, its internal control over financial reporting.




19




PART II – OTHER INFORMATION






ITEM 1. LEGAL PROCEEDINGS




We know of no material, existing or pending legal proceedings against our company, nor are we involved as a plaintiff in any material proceeding or pending litigation. There are no proceedings in which any of our directors, officers or affiliates, or any registered or beneficial shareholder, is an adverse party or has a material interest adverse to our interest.




ITEM 1A. RISK FACTORS




Risks Associated with our Company, Financial Condition and Business Model




1. We are an exploration stage corporation, lack a business history and have losses that we expect to continue into the future. If the losses continue we will have to suspend operations or cease functioning.




We were incorporated on October 19, 2006, and have only started our proposed business but have not realized any revenues. We have no business history upon which an evaluation of our future success or failure can be made. Our net loss since inception is $277,457. Our ability to achieve and maintain profitability and positive cash flow is dependent upon:




●
our ability to find a profitable exploration property;●
our ability to generate revenues; and●
our ability to reduce exploration costs.




2. We have no known mineral reserves and we may not find any gold or if we find gold it may not be in economic quantities. If we fail to find any gold or if we are unable to find gold in economic quantities, we will have to suspend operations.




We have no known mineral reserves. Even if we find gold it may not be of sufficient quantity so as to warrant recovery. Additionally, even if we find minerals or precious metals in sufficient quantity to warrant recovery it ultimately may not be recoverable. Finally, even if any minerals or precious metals is recoverable, we do not know that this can be done at a profit. Failure to locate minerals or precious metals in economically recoverable quantities will cause us to suspend operations.




3. We require substantial funds merely to determine if mineral reserves exist on our optioned property.




Any potential development and production of our exploration properties depends upon the results of exploration programs and/or feasibility studies and the recommendations of duly qualified engineers and geologists. Such programs require substantial additional funds. Any decision to further expand our plans on these exploration properties will involve the consideration and evaluation of several significant factors including, but not limited to:




●
Costs of bringing the property into production including exploration work, preparation of production feasibility studies and construction of production facilities;●
Availability and costs of financing;●
Ongoing costs of production;●
Market prices for the products to be produced;●
Environmental compliance regulations and restraints; and●
Political climate and/or governmental regulation and control.




20




4. Good title to the Zhangjiafan property is registered in the name of another person. In order to exercise its rights under the option agreement we must incur certain exploration costs and make royalty payments. Failure by us to incur the exploration expenditures or to make the royalty payments will result in forfeiture of our right to acquire a 25% interest in the property.




Title to the property we intend to explore is not held in our name but rather that of Jiujiang, a corporation resident in the People’s Republic of China. In the event Jiujiang were to grant another person a deed of ownership which was subsequently registered prior to our deed, the third party would obtain good title and we would have nothing. Similarly, if it were to grant an option to another party, that party would be able to enter the property, carry out certain work commitments and earn right and title to the property and we would have little recourse as we would be harmed, will not own any property and would have to cease operations. The option agreement does not specifically reference these risks or the recourse provided. Although we would have recourse against Jiujiang in the situations described, there is a question as to whether that recourse would have specific value.




Under the terms of the option agreement, we have the right to acquire a 25% interest in the right and title to the Zhangjiafan property upon incurring exploration expenses on the property of a minimum of $20,000 by May 31, 2009, such payment having been made, incurring additional exploration expenses in the amount of $40,000 by May 31, 2010, and making annual advance on royalty payments in the amount of $25,000 commencing May 31, 2011. Failure by us to make any of the payments or to incur the required exploration expenses will result in the loss of the option to acquire an interest in the property.




5. Management will devote only a limited amount of time to our business. Failure of our management to devote a sufficient amount of time to our business plans may adversely affect the success of our business.




Because Mr. Ken Liebscher, our President and CEO and Dr. Fortunato Villamagna, our Secretary and Treasurer, will be devoting approximately 20 hours per week to our business plans, our business may suffer. As a result, exploration of the property may be periodically interrupted or suspended. Interruptions to, or suspension of, exploration may cause us to cease operations.




6. Management lacks formal training in mineral exploration.




Our officers and directors have no professional accreditation or formal training in the business of exploration. With no direct training or experience in these areas our management may not be fully aware of many of the specific requirements related to working within this industry. Decisions so made without this knowledge may not take into account standard engineering management approaches that experienced exploration corporations commonly make. Consequently, our business, earnings and ultimate financial success could suffer irreparable harm as a result of management’s lack of experience in the industry. Thus, we will retain such technical experts as are required to provide professional and technical guidance.




Risks Associated With Doing Business in China




Various matters that are specific to doing business in China may create additional risks or increase the degree of such risks associated with our business activities. These risks include the following:




1. Our business operations will be based in the People’s Republic of China (the “PRC” or “China”), all of our revenues, if any, will derive from China which presents issues associated with economic, political and social changes that may occur in a rapidly developing country.




Our business operations will be located in, and our revenues, if any, derived from activities in the PRC. Initially, prior to the exercise of the option, our operations in China will be conducted through and with the assistance of Jiujiang, a Chinese company and our partner. Accordingly, our business, financial condition and results of operations could be significantly and adversely affected by economic, political and social changes in China. The economy of China has traditionally been a planned economy, subject to five-year and annual plans adopted by the state, which set down national economic development goals. Since 1978, the central government has been moving the economy from one that is planned to a more open, market-oriented system. Economic development is following a model of market economy under socialism. Under this direction, they are expected to continue to strengthen China’s economic and trading relationships with foreign countries; business development in the PRC is expected to follow market forces and the rules of market economics. However, the Chinese government continues to play a significant role in regulating industry by imposing industrial policies. In addition, there is no guarantee that a major turnover of senior political decision makers will not occur, or that the existing economic policy of the PRC will not be changed. A change in policies could adversely affect our interests in China by changes in laws, regulations or the interpretation thereof, confiscatory taxation, restrictions on currency conversion, imports and sources of supplies, or the expropriation of private enterprises.




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Failure to understand and adapt to Chinese standards and laws may cause us to break laws which may result in our having to cease operations and go out of business.




2. The Chinese legal system is different from the U.S. justice system. Most of the material agreements to which we or our affiliates are party or will be party in the future with respect to mining assets in the PRC are expected to be governed by Chinese law and some may be with Chinese governmental entities. The Chinese legal system embodies uncertainties that could limit the legal protection available to us and our shareholders. The outcome of any litigation may be more uncertain than usual because: (i) the experience of the Chinese judiciary is relatively limited, and (ii) the interpretation of China’s laws may be subject to policy changes reflecting domestic political changes.




Legal System




The Chinese legal system is a civil law system based on written statutes. Unlike common law systems (the system in the U.S.), it is a system in which decisions in earlier legal cases do not generally have precedential value. The overall effect of legislation enacted over the past 20 years has been to enhance the protections afforded to foreign invested enterprises in China. However, these laws, regulations and legal requirements are relatively recent and are evolving rapidly; their interpretation and enforcement involve uncertainties. These uncertainties could limit the legal protections available to foreign investors such as the right of foreign invested enterprises to hold licenses and permits such as business licenses. Because all of our assets are located outside the U.S., it could be difficult for investors to effect service of process in the U.S., or to enforce a judgment obtained in the U.S. against us or any of these persons or entities.




Limited Interpretation




The laws that do exist are relatively recent and their limited interpretation and enforcement involve uncertainties, which could limit the available legal protections. Even where adequate Chinese law exists it may be impossible to obtain swift and equitable enforcement of such law or to obtain enforcement of judgments by a court of another jurisdiction. The inability to enforce or obtain a remedy under such agreements would have a material adverse impact on our operations.




The Chinese government has enacted some laws and regulations dealing with matters such as corporate organization and governance, foreign investment, commerce, taxation and trade. However, their experience in implementing, interpreting and enforcing these laws and regulations is limited, and our ability to enforce commercial property or to resolve commercial disputes is unpredictable. The resolution of these matters may be subject to the exercise of considerable discretion by agencies of the Chinese government and forces unrelated to the legal merits of a particular matter or dispute may influence their determination. Any rights we may have to specific performance or to seek an injunction, in either of these cases, may be severely limited and without a means of recourse by virtue of the Chinese legal system, we may be unable to prevent these situations from occurring. The occurrence of any such events could have a material adverse effect on our business, financial condition and results of operations.




3. We must comply with the Foreign Corrupt Practices Act and if our personnel or agents are determined to have engaged in certain practices, we could suffer severe penalties and possibly lose our investments in China.




We are required to comply with the United States Foreign Corrupt Practices Act, which prohibits United States corporations from engaging in bribery or other prohibited payments to foreign officials for the purpose of obtaining or retaining business. Foreign corporations, including some of our competitors, are not subject to these prohibitions. Corruption, extortion, bribery, pay-offs, theft and other fraudulent practices occur from time-to-time in China. If our competitors engage in these practices they may receive preferential treatment from personnel of some corporations, giving our competitors an advantage in securing business or from government officials who might give them priority in obtaining new licenses, which would put us at a disadvantage. Although we have informed our personnel and current agents that such practices are illegal, we cannot assure that our employees or other agents will not engage in such conduct for which we might be held responsible. If our employees or other agents are found to have engaged in such practices, we could suffer severe penalties including the loss of our Chinese investments which would effectively cause us to cease business operations.




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ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS




Effective December 29, 2009, we entered into subscription agreements with two offshore investors whereby we issued an aggregate of 50,000 shares of common stock, at a purchase price of $0.40 per share, in a non-brokered private placement. The offer and sale of the shares occurred outside of the United States.




Effective January 10, 2010 we entered into a subscription agreement with an offshore investors whereby we issued an aggregate of 375,000 shares of common stock, at a purchase price of $0.40 per share, in a non-brokered private placement. The offer and sale of the shares occurred outside of the United States.




We issued the securities to non-U.S. persons (as that term is defined in Regulation S of the Securities Act of 1933, as amended) in an offshore transaction relying on Regulation S and/or Section 4(2) of the Securities Act of 1933, as amended.




No advertising or general solicitation was employed in offering the securities.




The securities issued in the non-brokered private placement have not been registered under the Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements of the Securities Act of 1933, as amended.




ITEM 3. DEFAULTS UPON SENIOR SECURITIES




Not Applicable




ITEM 4. [REMOVED AND RESERVED]




ITEM 5. OTHER INFORMATION




Name Change




On February 5, 2010 we filed an Amendment to Articles with the Wyoming Secretary of State and changed our name from “Sierra Ventures Inc.” to “Lucky Boy Silver Corp.”  The name change was effective on the OTC Bulletin Board at the open of business on March 31, 2010. Our new symbol is LUCB and our new CUSIP is 549517 100.




Letter Agreement




On February 8, 2010, Ken Liebscher, our President, Chief Executive Officer, signed a letter agreement with Monte Cristo Projects LLC and Alan Chambers, whereby Mr. Liebscher has agreed to acquire 38 unpatented BLM claims including those known as Silver Summit and Candelaria and two historic silver mine leases known as Lucky Boy Silver Mine and the Black Butte Silver Mine (the “AG Properties”), all located in Mineral County, State of Nevada.




In consideration for the claims, Mr. Liebscher has agreed to pay US$55,000 to Monte Cristo Projects LLC and issue 75,000 shares of common stock of our company to Monte Cristo Projects LLC and 75,000 shares of common stock of our company to Alan Chambers.




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On February 23, 2010, Mr. Liebscher assigned all of his right, title and interest in and to the letter agreement and the AG Properties to our company in consideration for $1.00.  Our company will carry out the obligations and take the benefit of the letter agreement.




ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K




Exhibit No.
Description3.1
Articles of Incorporation attached as an exhibit to our Form SB-2 filed on October 12, 20073.2
Bylaws attached as an exhibit to our Form SB-2 filed on October 12, 20073.3
Amendment to Articles filed with the WY Secretary of State on February 5, 2010 attached as an exhibit to our Form 8-K filed on ♦3.4
Certificate of Name Change filed with the WY Secretary of State on February 5, 2010 attached as an exhibit to our Form 8-K filed on ♦10.1
Option to Purchase and Royalty Agreement dated March 22, 2007 with Jiujiang Gao Feng Mining Industry Limited Company attached as an exhibit to our Form SB-2 filed on October 12, 200710.2
Form of Private Placement subscription agreement attached as an exhibit to our Form SB-2 filed on October 12, 200710.3
Escrow Agreement dated November 25, 2008 between Ian Jackson, Sierra Ventures Inc. and Harcourt Chan attached as an exhibit to our Form S-1/A filed on January 14, 200910.4
First Amendment to Option to Purchase and Royalty Agreement) between Sierra Ventures, Inc. and Jiujiang Gao Feng Mining Industry Limited Company dated May 15 2009 attached as an exhibit to our Form 10-K filed on September 8, 200910.5
Form of Private Placement subscription agreement attached as an exhibit to our Form 8-K filed on December 31, 200910.6
Letter Agreement dated February 8, 2010 between Ken Liebscher, Monte Cristo Projects LLC and Alan Chambers attached as an exhibit to our current report on Form 8-K filed on March 1, 201010.7
Assignment Agreement dated February 23, 2010 with Ken Liebscher attached as an exhibit to our current report on Form 8-K filed on March 1, 201014.1
Code of Ethics attached as an exhibit to our Form SB-2 filed on October 12, 200731.1*
Certification Pursuant to Section 302 of the Sarbanes-Oxley Act Of 200231.2*
Certification Pursuant to Section 302 of the Sarbanes-Oxley Act Of 200232.1*
Certification Pursuant to Section 906 of the Sarbanes-Oxley Act Of 200232.2*
Certification Pursuant to Section 906 of the Sarbanes-Oxley Act Of 2002




*attached herewith




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SIGNATURES




Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.





LUCKY BOY SILVER CORP.


(Registrant)





Date: April 19, 2010





By:
/S/ KENNETH B. LIEBSCHER

By:
/S/ DR. FORTUNATO VILLAMAGNAKENNETH B. LIEBSCHER,


DR. FORTUNATO VILLAMAGNA,President, Chief Executive Officer


Secretary, Treasurer, Chief Financial OfficerPrincipal Executive Officer


Principal Financial, Officer andPrincipal Accounting Officer











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