U.S. SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-KSB

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

For the fiscal year ended September 30, 2004

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

For the transition period from _______________ to _______________

000-49951

(Commission File Number)

AMERICAN UNITED GOLD CORPORATION

(Name of small business issuer in its charter)

NEVADA 91-2084507

(State or other jurisdiction) (IRS Employer of incorporation or organization Identification No.)

555 Burrard Street, Suite 900
Vancouver , B.C., CANADA
V7X 1M8(Address of principal executive offices) (Zip Code)

Issuers telephone number: **(604)-692-2808**

Securities registered under Section 12(b) of the Exchange Act: None

Securities registered under section 12(g) of the Exchange Act: Common Stock, $.001 per share

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 [ ]

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-B is not contained herein, and will not be contained, to the best of the registrants knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-KSB or any amendment to this Form 10-KSB. [ ]

The registrants consolidated revenues for its most recent fiscal year were nil.

Based on the closing sales price of the Common Stock on January 1, 2005, the aggregate market value of the voting stock of registrant held by non-affiliates was $920,965.

As of January 1, 2005 the registrants outstanding common stock consisted of 10,659,759 shares.



Transitional Small Business Disclosure Format. Yes [ ] No [X]



DOCUMENTS INCORPORATED BY REFERENCE: None





























TABLE OF CONTENTS

Page

PART I

Item 1: Description of Business 2

Item 2: Description of Property 23

Item 3: Legal Proceedings 24

Item 4: Submission of Matters to a Vote of Security Holders 24



PART II

Item 5: Market for Common Equity and Related Stockholder Matters 25

Item 6: Management's Discussion and Analysis 31

Item 7: Financial Statements 41

Item 8: Changes in and Disagreements with Accountants and Financial Disclosure 41

PART III

Item 9: Directors and Executive Officers, Promoters and Control Persons;

Compliance with Section 16(a) of the Exchange Act 41

Item 10: Executive Compensation 45

Item 11: Security Ownership of Certain Beneficial Owners 42

Item 12: Certain Relationships and Related Transactions 48

Item 13: Exhibits and Reports on Form 8-K 49

Item 14: Controls and Procedures 52

SIGNATURES

CERTIFICATIONS PURSUANT TO SECTION 302

FINANCIAL STATEMENTS

EXHIBITS

FORM 10-KSB

AMERICAN UNITED GOLD CORPORATION

PART I.

ITEM 1. DESCRIPTION OF BUSINESS.

COMPANY HISTORY

We were incorporated in the State of Nevada on November 30, 1998. We were originally organized to engage in the business of processing elemental sulfur for applications as plant nutrient fertilizers and fungicides.

We operated from approximately January 1999 through approximately November 2002, when we ceased all operations. Operations were conducted through a subsidiary, Micron Milling and Packaging Company Ltd. and on May 10, 2004 we sold our 100% interest in the subsidiary, Micron Milling & Packaging Company Ltd. for a nominal cash consideration of $1.00.

On or about March 12, 2004, the directors determined that it was in the best interest of our stockholders to become active in the mineral resource sector. We are considered an exploration stage company. Our office is currently located 555 Burrard Street, Suite 900, Vancouver, B.C., CANADA V7X 1M8. The telephone number is (604) 692-2808. We maintain a website at www.americanunitedgold.com. Information contained on our website does not form part of this annual report on Form 10-KSB.

On March 12, 2004 Mr. Adam Smith, Mr. Paul Uppal, Mr. David Uppal and Mr. Michael Laidlaw were our sole officers and directors. At this time, they were responsible for maintaining the Company in compliance with all SEC and other rules and regulations and for finding a suitable business opportunity to acquire or merge with the Company.

On March 12, 2004, Dr. Peter Guest was appointed to the board of directors and as an officer. Also on March 12, 2004 Mr. Paul Uppal resigned as a director and officer of the Company. The resignation was offered for personal reasons and not for any disagreement with management of the Company or its policies. Mr. Uppal and the Company parted ways on good terms.

On April 21, 2004, we filed an Amended and Restated Articles of Incorporation with the Secretary of State of the State of Nevada changing the name of our Company to "MPAC Resources Corporation".

On May 31,2004 MPAC Resources Corporation accepted a letter of resignation from Dr. Peter Guest, resigning from the board of directors and as Chief Executive Officer of the company. The resignation was offered for personal reasons. The resigning director and the company part ways on good terms and with no outstanding issues.

At a Special Meeting of the shareholders of the company held on July 16, 2004 Mr. David Uppal, Mr. Scott Biddle, and Mr. Rajpal Uppal were elected to serve as members of the Board of Directors of the company.

On August 19, 2004, the Registrant filed a Certificate of Amendment to its Articles of Incorporation with the State of Nevada changing the name of the Registrant to "United American Gold Corporation". On September 28, 2004, the Registrant filed a Certificate of Amendment to its Articles of Incorporation with the State of Nevada reflecting a reverse stock split on a two for one basis. As a result of the reverse split, every two shares of common stock will be consolidated into one share of common stock. On October 4, 2004, we began trading under a new trading symbol to reflect the company name change and reverse split of the common stock. The new trading symbol is AMUG.

The Board of Directors of the Registrant adopted an Amended and Restated Bylaws effective August 30, 2004. The new Bylaws are now more comprehensive and are intended to better reflect the appropriate flexibility and controls required by the Registrant as a public company. The new Bylaws provide for several changes including the following: Actions of the Board of Directors taken without a meeting can now only be passed by unanimous consent of all directors instead of by a majority. Meetings of stockholders are now to be held within 180 days after the fiscal year end, and require a quorum of one-third of the voting shares instead of one-half. Action taken by stockholders without a meeting require the same majority approval as if taken at a meeting, instead of the impractical unanimous shareholder approval required under the former Bylaws. The provision relating to the indemnification of officers and directors was expanded to reflect the provisions of Nevada corporate laws, as well as bring the provisions in line with industry standards for reporting companies.

On November 29, 2004 the Company appointed Mr. William H. Anderson CEO and Chairman, Mr. Kenneth R. Thorsen as Vice President of Exploration, Mr. Steve S. Kubota has been appointed as Vice President of Corporate Communications, and Mr. Chand S. Jagpal was appointed as Chief Financial Officer and Corporate Secretary. Also on this date all of the foregoing individuals became directors of the company. The foregoing appointments were made in anticipation of the acquisition of 100% of the outstanding shares of Anderson Gold (China) Inc., the company having entered into a Letter of Intent for the purpose of completing such acquisition.

On December 17, 2004, the Registrant entered into a formal agreement to acquire 100% of Anderson Gold (China) Inc ("Anderson Gold"), a British Columbia incorporated company. Anderson Gold, via a Joint Venture Agreement with Guizhou Gold Corporation ("GGC"), a Chinese corporation, has the rights to earn an 85% interest in the Daguan gold exploration property located in Guizhou, China. Anderson Gold can earn up to an 85% interest in this gold target with an expenditure of up to $1,780,000 towards exploration and development work on the property and payments totaling up to $230,000 to Guizhou Gold Corporation ("GGC") over a four year period. American United will issue 10,000,000 of its common shares to be held in escrow and released to the shareholders of Anderson Gold in exchange for 100% of the common shares of Anderson Gold. The release will be made in stages determined by the completion of certain milestones in exploration and development spending and the completion of required payments to GGC.

The Daguan Property covers an area of 19 km2 of a Carlin-style gold target. Local miners operating approximately 500 meters from the northern border of the Daguan Property on a property immediately adjacent to the Daguan property have been extracting approximately 2000 tonnes of ore a day from the main mineralized fault which is believed to continue through the Dagaun Exploration Property and which will be the target of our exploration work. A small artisanal mining operation on the Daguan Exploration Property has been extracting unknown quantities of ore.

PLAN OF OPERATION

We are a natural resource exploration company with an objective of acquiring, exploring, and if warranted and feasible, developing natural resource properties. Our primary focus in the natural resource sector is gold. We do not consider ourselves a "blank check" company required to comply with Rule 419 of the Securities and Exchange Commission, because we were not organized for the purpose of effecting, and our business plan is not to effect, a merger with or acquisition of an unidentified company or companies, or other entity or person. Other than the arrangement with Anderson Gold described above we currently have no plans to merge with or acquire another company in the next 12 months.

Though we have the expertise on our board of directors to take a resource property that hosts a viable ore deposit into mining production, the costs and time frame for doing so are considerable, and the subsequent return on investment for our shareholders would be very long term indeed. The company has not made a determination as to whether we would develop to production any commercially viable ore body that we may discover or sell any such ore body to a to a major mining company. Most major mining companies obtain their ore reserves through the purchase of ore bodies found by junior exploration companies. Although these major mining companies do some exploration work themselves, many of them rely on the junior resource exploration companies to provide them with future deposits for them to mine. By selling a deposit found by us to these major mining companies, it would provide an immediate return to our shareholders without the long time frame and cost of putting a mine into operation ourselves, and it would also provide future capital for the Company to continue operations.

The search for valuable natural resources as a business is extremely risky. We can provide investors with no assurance that the property we have optioned in China contains commercially exploitable reserves. Exploration for natural reserves is a speculative venture involving substantial risk. Few properties that are explored are ultimately developed into producing commercially feasible reserves. Problems such as unusual or unexpected formations and other conditions are involved in mineral exploration and often result in unsuccessful exploration efforts. In such a case, we would be unable to complete our business plan and any money spent on exploration would be lost.

Natural resource exploration and development requires significant capital and our assets and resources are limited. There has been no indication as yet the property that is the subject of our option with Anderson Gold contains a commercially viable mineral deposit. Further exploration will be required before a final evaluation as to the economic and legal feasibility is determined.

Title to our Daguan property has not been transferred to us. Title to our property is recorded in the name of Anderson Gold Limited (China). If we fail to complete the payments required to earn the interest in Anderson Gold as outlined in the Option Agreement we will have nothing. If Anderson Gold transfers title to another party, it will obtain good title and we will have nothing. If that happens we will be harmed in that we will not own any property and we will have to cease exploration activity.



Figure 1 Property Location





Map of Daugan Property located in China

Option Agreement for Anderson Gold (China) Inc.

Pursuant to an Option Agreement with Anderson Gold (China) Inc. ("Anderson Gold") we have the option to earn a 100% interest in Anderson Gold. Anderson Gold is a British Columbia incorporated company that holds an option to earn up to an 85% interest in the Daguan property located in Guizhou Province, China. The properties are held under in a joint venture company in which the two partners are Anderson Gold Corporation and the Guizhou Gold Corporation (GGC). Anderson Gold Corporation holds an option on "The Wangmo Properties" which consist of four groups of licenses totaling 149 square kilometers. The four exploration licenses are currently owned by GCC. Anderson Gold Corporation and GGC have set up a joint venture company in which Anderson Gold Corporation can earn up to an 85% interest in the properties by investing a total of US$1.78 million into the joint venture company to be used for exploration and development of the properties and by paying a total of US$230,000 in staged option payments to GGC. GGC will have an initial 25% per cent interest by presenting clear title to the properties and giving all past data on the properties to the joint venture company. Anderson Gold Corporation can earn its final 10% (bringing the total interest to 85%) by placing a property into production. By agreement with GGC, the license and rights owned by GGC to The Daguan Property, one of the four properties that makes up the Wangmo Properties, shall be held by Anderson Gold (China) Inc. as part of the option.

American United may exercise its Option ("the Option") to acquire a 100% interest in Anderson Gold (China) Inc. ("Anderson Gold") by contributing to the capitalization of the Joint Venture Company up to $1,780,000 in connection with the Daguan Project, and paying to Anderson Gold up to $230,000, and issuing to the Shareholders 10,000,000 shares on the common stock (as presently constituted) of AMUG as fully paid and non-assessable in accordance with the schedule set forth in subsections 1.2(a) through 1.2(d) of the SHARE PURCHASE AGREEMENT entered into on December 17, 2004. Funds provided to capitalize the Joint Venture Company will be expended in accordance with the requirements of the Exploration Program. If a decision to proceed to a Feasibility Study to determine the viability of mining, funds provided to capitalize the Joint Venture Company will be expended towards such work. Following the execution of the SHARE PURCHASE AGREEMENT and before March 31, 2005, American United may exercise the Option as to 25% of the Anderson Gold Shares by causing to be carried out an exploration work program as recommended by a qualified engineer or geologist with a budget of no less than $100,000. Provided that American United has previously exercised the Option as set out above, a further 25% of the Anderson Gold Shares may be acquired on or before June 30, 2005 by making a payment to Anderson Gold of $80,000, releasing of 2,000,000 American United Shares from escrow, causing to be carried out mining exploration and/or development work in respect of the Daguan Project as recommended by a qualified engineer or geologist with a budget of no less than $200,000. Provided that American United has previously exercised the Options as set out above it may exercise the Option as to a further 25% of the Anderson Gold Shares by March 31, 2009 by releasing a further 4,000,000 shares in American United Shares from escrow on or before March 31, 2006 and causing to be carried out certain exploration, and/or development work in respect of the Daguan Project, as defined in the Agreement between Anderson Gold Corporation and GGC, or such other continuing work program as shall be recommended by a qualified engineer or geologist with a total budget of no less than $600,000 before March 31, 2009. Provided that American United has previously exercised the Option as set out above, American United may exercise the Option as to the final 25% of the Anderson Gold Shares following the completion of the Stage 3 Program and before the fourth anniversary of the establishment of the Joint Venture Company by making a payment of $100,000 to Anderson Gold and releasing a further 4,000,000 AMUG Shares from escrow and causing to be carried out the Stage 4 mining acquisition, exploration and/or development work in respect of the Daguan Project certain exploration, and/or development work in respect of the Daguan Project, as defined in the Agreement between Anderson Gold Corporation and GGC with a budget of no less than $880,000.



An overview of our activities and obligations with respect to these properties are set forth below.

Daguan Property: The Daguan Property is within a 1 hour drive of the city of Wangmo which is located in Guizhou province, Peoples Republic of China (Figures 1, 2). Wangmo is approximately 200 km south of the Guizhou state capital city of Guiyang. Daguan is located 21 km (approx 40 minutes) east of Wangmo on a secondary road and then approximately 5 km north on a tertiary road to the center of the property.

We hold an option to earn a 100% interest in Anderson Gold which in turn has an option to earn an 85% interest in the Daguan Property located in Guizhou province, China. We have an option to acquire a 100% interest in Anderson Gold (China) Inc.

There is no drilled resource on the Daguan Property.

Exploration of the Daguan Property of a rudimentary nature has probably been ongoing for centuries. Small mercury, antimony, bismuth and gold showings abound throughout the area and the oxide zones have been mined in a small way. The earliest modern exploration was undertaken by the Guizhou Geological Survey in 1985 and 1986 and consisted of mapping at 1:50 000 scale and stream sediment sampling at 5 samples per square kilometer. Actual results of the stream sediment surveys are "private" and have not as yet been made available to AGC. We were allowed to have summary results for our actual claim blocks but there were no details provided other than that the very fine fraction of the stream sediments was used as the sample medium.

Anderson Golds exploration work on the Daguan Property to date has consisted of the completion of a site visit by Ken Thorsen in February of 2004 and the subsequent writing of a report on the property. As of the writing of this report Anderson Gold Corporation has not yet performed any exploration on the Wangmo gold projects other than the preliminary visit by the author and the sampling described in this report. Mr. Thorsen visited the property from February 10 to February 13, 2004 during which time he examined the property and took a total of 16 rock samples from mineralized showings which were subsequently assayed. Chip samples taken by the Mr. Thorsen of accessible fault hosted mineralization assayed from 0.26 g/t Au to 4.44 g/t Au. Meetings were held with geologists of the GGC and summary government geology and geochemistry maps were examined at those meetings. We were informed that there has never been any concentrated exploration conducted on any of the properties except for prospecting by locals and mining by illegal miners. There are no records available from the work of the prospectors or the illegal miners.

The Daguan property has been advanced, through the opening up of pits and trenches by illegal miners, to a stage whereby it may be possible in a very short period of time to develop a gold resource by doing some detailed mapping followed by trenching and drilling. Apart from the main area of illegal workings, the presence of other mineralization (the Maohaopo showing) shows the affinity of the Triassic sediments to host gold mineralization. If in fact the mineralized zones are buried by as little as a few meters of cap rock the illegal miners have no means of discovering the mineralization whereas a good geological mapping program will be able to extrapolate under the caps.

Permits necessary to undertake exploration work on the Daguan Property take the form of a Business License that is granted by the local authority in Guizhou province, China. Guizhou Gold Corp, Anderson Golds Joint Venture partner, is responsible for obtaining this as well as all permits and licenses that may be required by the Joint Venture Company to undertake its business. We anticipate receipt of licenses necessary to undertake exploration work during the first or second quarter of 2005.

In a report completed by Ken Thorsen an exploration program is recommended. It is recommended that the first step to be taken at Daguan is to purchase a satellite scene for the property and develop a structural pattern and the beginnings of a lithological map from the image. The topography is relatively steep and weathering bears such an important part in development of oxide zones along permissive ore host lithologies and possible mineralized structures that valuable information will be obtained from this study. The study should be followed up by ground truthing of the satellite interpretation and a detailed geological mapping and prospecting program. This could be assisted by a trenching program using either hand labor or a backhoe with the latter being preferable depending on accessibility.

Reverse circulation drilling of appropriate targets including at least a program to attempt to trace mineralization under the silicified sandstone on the west side of the open cuts dug by illegal miners should follow the mapping and prospecting program. It is anticipated that for the first phase of drilling, a series of fences with at least 2 x 100m holes per fence should be drilled at 200 meter intervals along the two kilometer strike length of the mineralized fault to test the possibility of oxide material under this siliceous cap and that a third hole should be drilled on each fence to test the tenor of primary ore within the main fault zone. Each of these holes would be approximately 150m long for a total of 350m m of drilling per fence and a total of approximately 10 fences for a total of 3500m of drilling.

The recommended exploration work is outlined in the following budget.

Table 2 Phase 1 and 2 Budgets on Daguan Property

|ACTIVITY                                                                       | COST ($CAD)
|------------------------------------------------------------------------------ | -----------
|Phase I                                                                        |            
|Purchase and reduction of satellite image                                      | 5,000      
|Geological Interpretation of image (10 days @ $400/day                         | 4,000      
|Geological mapping and prospecting (45 days @ $400/day; 90 man days @ $30/day) | 20,700     
|Trenching                                                                      | 30,000     
|Assaying (200 samples @ $25/ sample)                                           | 5,000      
|Driver (45 days @ $30/day)                                                     | 1,350      
|Vehicle rental (50 days @ $50/day)                                             | 2,500      
|Gas, and maintenance for vehicle                                               | 1,000      
|Room and board (180 man days @ $50/day)                                        | 9,000      
|Expat transportation including time and hotel                                  | 4,000      
|Drafting and printing                                                          | 3,000      
|Report writing                                                                 | 3,000      
|Field supplies                                                                 | 2,500      
|Miscellaneous                                                                  | 2,500      
|Subtotal                                                                       | 93550      
|Overhead to manage program (10%)                                               | 9355       
|Total Phase 1                                                                  | 102,905    
|                                                                               |            
|Phase 2                                                                        |            
|                                                                               |            
|Reverse circulation drilling (3500 m @ $150/m all in)                          | 525,000    
|Total Phase 2                                                                  | 525,000    
|                                                                               |            
|Grand Total phase 1 and 2                                                      | 627,905    



Regional Geology

The area of the Daguan Property, the Dian-Qian-Gui area, lies along the south and southwest margin of the Yangtze Precambrian craton in southwestern China. The other area of prolific Carlin-style gold mineralization, the Qinling area, lies on the north side of the same craton (Figure 4). Regionally, tectonic zones in this area belong to the northwest trending Wangmei deformation zone. Deposition along this zone consisted of deep-water platform sediments in Permian time followed by a change to a tidewater depositional environment in Triassic times. Other than minor mafic to ultramafic sills and dykes, intrusive rocks are scarce in the area. Gold deposition in Dian-Qian-Gui area is associated with structural deformations in detachment faults, folds and the interference of the two. Most mineralization of any consequence is hosted by structural interference of Triassic sediments. There are also occurrences of skarn mineralization but none are known of significant size.



Figure 4.

Property Geology

Daguan Property

The Daguan property is underlain primarily by Triassic sediments including sandstones, limestones, dirty limestones and calcareous clastic sediments. One tight anticline in the northwest portion of the property exposes Permian limestones along a portion of the west northwest axis. Another anticlinal feature on the east side of a north northeast striking structure also exposes Permian limestones in its core. The structural regime is most important on this property since all gold showings and deposits appear to be associated directly with the structures. There is a major north northeast structure which may dip steeply east. The exposures of the structure show it to be approximately 25 to 40 meters wide and to consist of a silicified, hematized matrix surrounding fragments of silicified limey sediments. In the weathered zone, where most of the exposure is, the matrix is essentially oxidized to red-brown clays. Subsidiary structures to this major feature strike east to southeast with one major splay striking northeast. A second fault strikes sub parallel to the major fault is located approximately 2 kilometers east of the major fault. It is unfortunate that more information is not available in the mining area to define the fault but most of the pits have been back filled with leach pads or waste as mining continues along strike.

On the pit walls is was noted that the oxidation in the receptive Triassic units extends to a depth of at least 40 m below surface whereas the Permian limestones rocks are not visually oxidized. Hydrothermal fluids destroying rock tenor prior to the rocks being exposed to surface oxidizing effects undoubtedly assist in the "oxidation" of the Triassic units.

With the expertise provided by our Board of Directors together with consulting geology professionals that we will have to engage we can have the expertise required to explore the Daguan Property and to decide if we should pursue additional properties. The decisions involved will be based on information that will be provided by the vendor of the project and by information collected by our experts through independent due diligence, and include at least the following:

-A description of the project and the location of the property;-The lands that will be subject to the exploration project;-The royalties, net profit interest or other charges applicable to the subject lands;-The estimated cost of any geophysical work contemplated; and-The estimated acquisition costs, exploration costs and development costs of the property.

Competition

The mineral exploration industry, in general, is intensively competitive and even if commercial quantities of ore are discovered, a ready market may not exist for sale of same. Numerous factors beyond our control may affect the marketability of any substances discovered. These factors include market fluctuations, the proximity and capacity of natural resource markets and processing equipment, government regulations, including regulations relating to prices, taxes, royalties, land tenure, land use, importing and exporting of minerals and environmental protection. The exact effect of these factors cannot be accurately predicted, but the combination of these factors may result our not receiving an adequate return on invested capital.

Government Regulation

We will be required to comply with all regulations, rules and directives of governmental authorities and agencies applicable to the exploration of minerals in China. The federal government and various state and local governments have adopted laws and regulations regarding the protection of natural resources, human health and the environment. We will be required to conduct all exploration activities in accordance with all applicable laws and regulations. These may include requiring working permits for any exploration work that results in physical disturbances to the land and locating claims, posting claims and reporting work performed on the mineral claims. The laws and regulations may tell us how and where we can explore for natural resources, as well as environmental matters relating to exploration and development. Because these laws and regulations change frequently, the costs of compliance with existing and future environmental regulations cannot be predicted with certainty.

There are no costs to us at the present time in connection with compliance with environmental laws. However, since we do anticipate engaging in natural resource projects, these costs could occur at any time. Costs could extend into the millions of dollars for which we could be liable. In the event of liability, we would be entitled to contribution from other owners so that our percentage share of a particular project would be the percentage share of our liability on that project. However, other owners may not be willing or able to share in the cost of the liability. Even if liability is limited to our percentage share, any significant liability would wipe out our assets and resources.

Permits necessary to undertake exploration work on the Daguan Property take the form of a Business License that is granted by the local authority in Guizhou province, China. Guizhou Gold Corp, Anderson Golds Joint Venture partner, is responsible for obtaining this as well as all permits and licenses that may be required by the Joint Venture Company to undertake its business. We anticipate receipt of licenses necessary to undertake exploration work during the first or second quarter of 2005.

Certain Risk Factors

From time to time, the "Company will make written and oral forward-looking statements about matters that involve risk and uncertainties that could cause actual results to differ materially from projected results. Important factors that could cause actual results to differ materially include, among others:

- Fluctuations in the market prices of gold
- General domestic and international economic and political conditions
- Unexpected geological conditions or rock instability conditions resulting in cave-ins, flooding, rock-bursts or rock slides
- Difficulties associated with managing complex operations in remote areas
- Unanticipated milling and other processing problems
- The speculative nature of mineral exploration
- Environmental risks
- Changes in laws and government regulations, including those relating to taxes and the environment
- The availability and timing of receipt of necessary governmental permits and approval relating to operations, expansion of operations, and financing of operations
- Fluctuations in interest rates and other adverse financial market conditions
- Other unanticipated difficulties in obtaining necessary financing
- The failure of equipment or processes to operate in accordance with specifications or expectations
- Labor relations
- Accidents
- Unusual weather or operating conditions
- Force majeure events
- Other risk factors described from time to time in the Companys filings with the Securities and Exchange Commission.

Many of these factors are beyond the Companys ability to control and predict. Investors are cautioned not to place undue reliance on forward-looking statements. The Company disclaims any intent or obligation to update its forward-looking statements, whether as a result of receiving new information, the occurrence of future events, or otherwise.

Lack of Proven Properties and Insufficient Exploration and Development Funds

At this point, all of the Companys exploration prospects and property interests are in the exploration stage. Additional funds are necessary in order for the Company to continue its exploration programs. Certain of the Companys planned expenditures on its properties are discretionary and may be increased or decreased based upon funds available to the Company.

Research and Development Expenditures

We have not incurred any research or development expenditures since our incorporation.

Subsidiaries

We do not currently operate through any subsidiary or affiliate though the company continues to hold a 100% interest in 805332 Alberta Ltd which is inactive. Operations and exploration intended to be conducted in China will be conducted through Anderson Gold (China) Inc.

Patents and Trademarks

We do not own any patent or trademark.

Employees

We have commenced only limited operations. Therefore, we have no full time employees. Our officers and directors provide planning and organizational services for us on a part-time basis.

Item 2.      DESCRIPTION OF PROPERTY.

Offices and Production Facilities

Our executive offices located at 900-555 Burrard, Street, Vancouver, BC have been provided by Chand Jagpal, a Director of the Company free of charge. We believe that our current facilities are adequate and suitable for our current use, which consists primarily of sales and marketing of our products, as well as reviewing opportunities and negotiations with potential partners and merger candidates. We are seeking to acquire new production facilities through a merger with a suitable production partner. Our facilities are adequately insured against perils.

Item 3. LEGAL PROCEEDINGS

To the best of our knowledge, there are no legal actions pending, threatened, or contemplated against us other than as noted in the following paragraphs.

In a a civil action commenced in the Supreme Court of British Columbia on February 10, 2003 by D. Bruce Horton, Peter Krag-Hansen, Darcy Higgs and BMD Financial Inc. claiming a total of $204,534 in Canadian currency as repayment of a working capital loan to MPAC Corp. and 805332 Alberta Ltd., a subsidiary of the company. A former director, Adam Smith is also named in the action. A default judgment was obtained although no action has been commenced in an attempt to recover the funds. We are currently seeking to negotiate a settlement of the claim and expect to conclude this settlement in the near term.

Item 4. SUBMISSION OF MATTERS TO VOTE OF SECURITY HOLDERS

On April 11, 2004, a resolution to amend the Registrant's Articles of Incorporation to change the name of the company to "MPAC Resources Corporation was adopted by a vote of the majority stockholders of the Registrant.

A Notice of Special Meeting was distributed to our stockholders on or about July 1, 2004, pertaining to the election of the Board of Directors At a special General Meeting of the shareholders held July 16, 2004 shareholders representing greater than 50% of the shares outstanding elected David Uppal, Scott Biddle, and Rajpaul Uppal to the constitute the Board of Directors of the company.

On August 19, 2004, a resolution to amend the Registrant's Articles of Incorporation to change the name of the company to "American United Gold Corporation" as well as to effect a reverse stock split on a two for one basis was adopted by a vote of the majority stockholders of the Registrant.



PART II.

Item 5. MARKET FOR THE REGISTRANTS COMMON EQUITY AND RELATED STOCKHOLDER MATTER

Our common stock is traded on the Over the Counter Bulletin Board sponsored by the National Association of Securities Dealers, Inc. under the symbol "AMUG.OB". The Over the Counter Bulletin Board does not have any quantitative or qualitative standards such as those required for companies listed on the Nasdaq Small Cap Market or National Market System.

The following table sets forth the range of high and low bid prices of the Company's Common Stock for the quarters indicated through the fourth quarter of 2004.



* No Trades took place during these quarters. High and low bids are represented for these quarters. The above quotations reflect the inter-dealer prices without retail mark-up, mark-down or commissions and may not represent actual transactions.

As at September 30, 2004 there were 21,319,518 shares of our common stock issued and outstanding and approximately 63 stockholders of record and, following a reverse split of the companys shares on a one new for two old share reverse split, at February 1, 2005 there were 10,659,761 shares of our common stock issued and outstanding and approximately 57 stockholders of record

We have also reserved 125,000 shares of our common stock for issuance as a finders fee in connection with the acquisition of Micron, which is payable to third party finder.

Accordingly, on a fully diluted basis, our share capital would consist of 10,784,759 shares of common stock.

There are no contractual restrictions on the resale of any our outstanding common stock. As at December 31, 2004, there are shares of our common stock that are restricted from resale under Rule 144 promulgated under the U.S. Securities Act of 1933, as follows:

|Number of Restricted Shares | Description                                                                                                             
|--------------------------- | ------------------------------------------------------------------------------------------------------------------------
|6,486,500                   | Shares issued pursuant to Rule 144(d)(3)(ii) and may be sold in accordance with the affiliate provisions of Rule 144.   
|250,000                     | Shares reserved for issuance that pursuant to Rule 144(d)(3)(ii) may be sold in accordance with Rule 144(k) when issued.
|4,520,000                   | Shares held by affiliates that may be sold in accordance the affiliate rules set out in Rule 144.                       

Total restricted (issued and reserved): 6,761,000 shares

Total restricted held by Affiliates (issued and reserved): 4,520,000 shares

Total non-restricted: 4,023,759

In general, Rule 144 under the Securities Act provides that securities may be sold if there is current public information available regarding the issuer and the securities have been held at least one year. Rule 144 also includes restrictions on the amount of securities sold, the manner of sale and requires notice to be filed with the SEC. Under Rule 144 a minimum of one year must elapse between the later of the date of the acquisition of the securities from the issuer or from an affiliate of the issuer, and any resale under the Rule. If a one-year period has elapsed since the date the securities were acquired, the amount of restricted securities that may be sold for the account of any person within any three-month period, including a person who is an affiliate of the issuer, may not exceed the greater of 1% of the then outstanding shares of our common stock or the average weekly trading volume in the over-the-counter market during the four calendar weeks preceding the date on which notice of sale is filed with the SEC. If a two-year period has elapsed since the date the securities were acquired from the issuer or from an affiliate of the issuer, a seller who is not an affiliate of the issuer at any time during the three months preceding a sale is entitled to sell the shares without regard to volume limitations, manner of sale provisions or notice requirements. Affiliates of the issuer are subject to an ongoing volume restriction pursuant to Rule 144 on resales of shares held by them.

Transfer Agent and Registrar

The transfer agent and registrar for our common stock is Empire Stock Transfer, 7251 West Lake Mead Boulevard, Suite 300, Las Vegas Nevada, 89125, phone, 702-562-4091. The transfer agent is responsible for all record-keeping and administrative functions in connection with the common shares and stock warrants.

Dividends Policy

We have not paid dividends on our common stock since our inception. Dividends on common stock are within the discretion of the Board of Directors and are payable from profits or capital legally available for that purpose. It is our current policy to retain any future earnings to finance the operations and growth of our business. Accordingly, we do not anticipate paying any dividends on common stock in the foreseeable future.

Recent Sales of Unregistered Securities

On March 11, 2004 we issued 3,200,000 shares of the common stock to a former Director and Officer of the company, Paul Uppal, who is an accredited investor (as defined in Rule 501(a) of Regulation D) and has such knowledge and experience in financial and business matters that he is capable of evaluating the merits and risks of this investment. The stock was issued in connection with the previous acquisition of Micron Milling and Packaging Ltd. During fiscal 2001, we issued 3,200,000 shares of the common stock of a subsidiary to Paul Uppal and 3,200,000 shares of the common stock of a subsidiary to David R. Uppal. The shares issued to the Uppals carried the right of conversion into shares of the company on a one to one basis. The issuance was made pursuant to an exemption under Section 4(2) of the Securities Act of 1933, as amended and did not involve a public offering.

On March 11, 2004 we issued 3,200,000 shares of the common stock to a Director and Officer of the company, David R. Uppal, who is an accredited investor (as defined in Rule 501(a) of Regulation D) and has such knowledge and experience in financial and business matters that he is capable of evaluating the merits and risks of this investment. The stock was issued in connection with the previous acquisition of Micron Milling and Packaging Ltd. During fiscal 2001, we issued 3,200,000 shares of the common stock of a subsidiary to Paul Uppal and 3,200,000 shares of the common stock of a subsidiary to David R. Uppal. The shares issued to the Uppals carried the right of conversion into common shares of the company on a one to one basis. The issuance was made pursuant to an exemption under Section 4(2) of the Securities Act of 1933, as amended and did not involve a public offering.

On March 11, 2004 we issued 1,170,000 to David R. Uppal, an Officer and Director of the Company, in settlement of $117,000 of outstanding debt. Mr. Uppal provided loans to the company totaling $117,000 which were used in the operation of the companys subsidiary, Micron Milling & Packaging Company Ltd. as well as in the general and administrative costs of the company. Mr. Uppal is an accredited investor (as defined in Rule 501(a) of Regulation D) and has such knowledge and experience in financial and business matters that he is capable of evaluating the merits and risks of this investment. The issuance was made pursuant to an exemption under Section 4(2) of the Securities Act of 1933, as amended and did not involve a public offering.

On March 11, 2004 we issued 1,170,000 to Paul Uppal, a former Officer and Director of the Company, in settlement of $117,000 of outstanding debt. Mr. Uppal provided loans to the company totaling $117,000 which were used in the operation of the companys subsidiary, Micron Milling & Packaging Company Ltd. as well as in the general and administrative costs of the company. Mr. Uppal is an accredited investor (as defined in Rule 501(a) of Regulation D) and has such knowledge and experience in financial and business matters that he is capable of evaluating the merits and risks of this investment. The issuance was made pursuant to an exemption under Section 4(2) of the Securities Act of 1933, as amended and did not involve a public offering.

On September 9, 2004, we issued 650,000 shares of common stock in settlement of $65,000 of debt owing to John Sprague. In January of 1999 Mr. Sprague provided a loan to the company totaling $65,000 which was used in the operation of the companys subsidiary, Micron Milling & Packaging Company Ltd. as well as in the general and administrative costs of the company. Mr. Sprague is an accredited investor (as defined in Rule 501(a) of Regulation D) and has such knowledge and experience in financial and business matters that he is capable of evaluating the merits and risks of this investment. The issuance was made pursuant to an exemption under Section 4(2) of the Securities Act of 1933, as amended and did not involve a public offering.

On September 9, 2004, we issued 1,483,000 shares of common stock in settlement of $148,300 of debt owing to BDG Solvents Inc. . In January of 1999 BDG Solvents provided a loan to the company totaling $148,300 which was used in the operation of the companys subsidiary, Micron Milling & Packaging Company Ltd. as well as in the general and administrative costs of the company. BDG Solvents Inc. is an accredited investor (as defined in Rule 501(a) of Regulation D) and has such knowledge and experience in financial and business matters that he is capable of evaluating the merits and risks of this investment. The issuance was made pursuant to an exemption under Section 4(2) of the Securities Act of 1933, as amended and did not involve a public offering.

On June 25, 2004 we issued an aggregate of 77,500 common shares pursuant to a private offering of securities shares pursuant to a private offering of securities to, two non-United States accredited investors, Hal McClinton and Jonathan Steele. These private offerings generated gross proceeds of $3,875. The proceeds will be used for working capital. The issuance was made pursuant to an exemption under Section 4(2) of the Securities Act of 1933, as amended and did not involve a public offering. The issuance was made to accredited investors without any general solicitation or advertisement and a restriction on resale pursuant to an exemption under Section 4(2) of the Securities Act of 1933, as amended and did not involve a public offering.

On September 9, 2004 we issued an aggregate of 2,000,000 common shares pursuant to a private offering of securities shares pursuant to a private offering of securities to, three non-United States accredited investors, Anita Kang, Sonyia Bains, and Toni Chase-Smith. These private offerings generated gross proceeds of $100,000. The proceeds will be used for working capital. The issuance was made pursuant to an exemption under Section 4(2) of the Securities Act of 1933, as amended and did not involve a public offering. The issuance was made to accredited investors, one of whom was an existing shareholder, without any general solicitation or advertisement and a restriction on resale pursuant to an exemption under Section 4(2) of the Securities Act of 1933, as amended and did not involve a public offering.

Item 6. MANAGEMENTS DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND FINANCIAL CONDITION

You should read this discussion together with our financial statements and related notes included elsewhere in this report.

SPECIAL NOTE REGARDING FORWARD LOOKING STATEMENTS

The matters discussed in this section and in certain other sections of this Form 10-KSB contain forward-looking statements. All statements other than statements of historical information provided herein maybe deemed to be forward-looking statements. Without limiting the foregoing, the words "may", "will", "could", "should", "intends", "thinks", "believes", "anticipates", "estimates", "plans", "expects", or the negative of such terms and similar expressions are intended to identify assumptions and uncertainties which could cause actual results to differ materially from those expressed in them. Any forward-looking statements are qualified in their entirety by reference to the factors discussed throughout this report. The following cautionary statements identify important factors that could cause our actual results to differ materially from those projected in the forward-looking statements made in this report. Among the key factors that have a direct bearing on our results of operations are:

-Feasibility of the property which we have an interest or the right to acquire an interest;

-General economic and business conditions; the existence or absence of adverse publicity; changes in, or failure to comply with, government regulations; changes in political, social and economic conditions;

-Success of operating initiatives; changes in business strategy or development plans; management of growth;

-Availability, terms and deployment of capital;

-Costs and other effects of legal and administrative proceedings;

-Dependence on senior management; business abilities and judgment of personnel; availability of qualified personnel; labor and employee benefit costs;

-Development risks and risks inherent in the natural resource industry and

-Other factors referenced in this report.

Because the risks factors referred to above could cause actual results or outcome to differ materially from those expressed in any forward-looking statements made by us, you should not place undue reliance on any such forward-looking statements. Other factors may be described from time to time in our filings with the Securities and Exchange Commission, news releases and other communications. Further, any forward-looking statement speaks only as of the date on which it is made and we undertake no obligation to update any forward-looking statement or statements to reflect events or circumstances after the date on which such statement is made or to reflect the occurrence of unanticipated events. New factors emerge from time to time, and it is not possible for us to predict which will arise. In addition, we cannot assess the impact of each factor on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements.

Subsequent written and oral forward-looking statements attributable to us or persons acting on our behalf are expressly qualified in their entirety by the cautionary statements set forth above and contained elsewhere in this Annual Report on Form 10-KSB.

OVERVIEW

As a natural resource exploration company our focus is to locate prospective properties that may host mineral reserves that could eventually be put into mining production. With this in mind, we have entered into an agreement to acquire Anderson Gold (China) Inc. a company with an option to acquire up to 85% of The Daguan Property, an exploration stage mineral property located in China. With adequate funding to meet all our obligations on our current project and a qualified and motivated management team, we are positioned to carry out the operations of a natural resource exploration company.

We do not intend to use any employees, with the exception of part-time clerical assistance on an as-needed basis. Outside advisors, attorneys or consultants will only be used if they can be obtained for a minimal cost or for a deferred payment basis. Management is confident that it will be able to operate in this manner and continue during the next twelve months.

Plan of Operation

During the twelve-month period ending September 30, 2005, we plan to conduct initial mineral exploration work on our optioned property with the aim of establishing reserves on the property and to actively look for new prospective properties in the United States. The funds in our treasury are insufficient to meet all planned activities as outlined below as a result of this, we hope to enter into a financing arrangements during the next twelve months (ending September 30, 2005).

We continue to run our operations with the use of contract operators, and as such do not anticipate a change to our company staffing levels. We remain focused on keeping the staff compliment, which currently consists of our seven directors at a minimum to conserve capital. Our staffing in no way hinders our operations, as outsourcing of necessary operations continues to be the most cost effective and efficient manner of conducting the business of the company.

We do not anticipate any equipment purchases in the next twelve months (ending September 30, 2005).

Following is an overview of the project work to date, as well as anticipated work for the next twelve months. Specific dates when work will begin, and how long it will take to complete each step is problematic because of the variables of weather, availability of work crews for a particular type of work, and the results of work that is planned, the outcome of which will determine what the next step on that project will be.

The Daguan Property

Anderson Golds exploration work on the Daguan Property to date has consisted of the completion of a site visit by Ken Thorsen in February of 2004 and the subsequent writing of a report on the property. As of the writing of this report Anderson Gold Corporation has not yet performed any exploration on the Wangmo gold projects other than the preliminary visit by the author and the sampling described in this report. Mr. Thorsen visited the property from February 10 to February 13, 2004 during which time he examined the property and took a total of 16 rock samples from mineralized showings which were subsequently assayed. Chip samples taken by the Mr. Thorsen of accessible fault hosted mineralization assayed from 0.26 g/t Au to 4.44 g/t Au. Meetings were held with geologists of the GGC and summary government geology and geochemistry maps were examined at those meetings.

In a report completed by Ken Thorsen an exploration program is recommended. It is recommended that the first step to be taken at Daguan is to purchase a satellite scene for the property and develop a structural pattern and the beginnings of a lithological map from the image. The topography is relatively steep and weathering bears such an important part in development of oxide zones along permissive ore host lithologies and possible mineralized structures that valuable information will be obtained from this study. The study should be followed up by ground truthing of the satellite interpretation and a detailed geological mapping and prospecting program. This could be assisted by a trenching program using either hand labor or a backhoe with the latter being preferable depending on accessibility.

Reverse circulation drilling of appropriate targets including at least a program to attempt to trace mineralization under the silicified sandstone on the west side of the open cuts dug by illegal miners should follow the mapping and prospecting program. It is anticipated that for the first phase of drilling, a series of fences with at least 2 x 100m holes per fence should be drilled at 200 meter intervals along the two kilometer strike length of the mineralized fault to test the possibility of oxide material under this siliceous cap and that a third hole should be drilled on each fence to test the tenor of primary ore within the main fault zone. Each of these holes would be approximately 150m long for a total of 350m m of drilling per fence and a total of approximately 10 fences for a total of 3500m of drilling.

The recommended exploration work is outlined in the following budget.

Table 2 Phase 1 and 2 Budgets on Daguan Property

|ACTIVITY                                                                       | COST ($C)
|------------------------------------------------------------------------------ | ---------
|Phase I                                                                        |          
|Purchase and reduction of satellite image                                      | 5,000    
|Geological Interpretation of image (10 days @ $400/day                         | 4,000    
|Geological mapping and prospecting (45 days @ $400/day; 90 man days @ $30/day) | 20,700   
|Trenching                                                                      | 30,000   
|Assaying (200 samples @ $25/ sample)                                           | 5,000    
|Driver (45 days @ $30/day)                                                     | 1,350    
|Vehicle rental (50 days @ $50/day)                                             | 2,500    
|Gas, and maintenance for vehicle                                               | 1,000    
|Room and board (180 man days @ $50/day)                                        | 9,000    
|Expat transportation including time and hotel                                  | 4,000    
|Drafting and printing                                                          | 3,000    
|Report writing                                                                 | 3,000    
|Field supplies                                                                 | 2,500    
|Miscellaneous                                                                  | 2,500    
|Subtotal                                                                       | 93550    
|Overhead to manage program (10%)                                               | 9355     
|Total Phase 1                                                                  | 102,905  
|                                                                               |          
|Phase 2                                                                        |          
|                                                                               |          
|Reverse circulation drilling (3500 m @ $150/m all in)                          | 525,000  
|Total Phase 2                                                                  | 525,000  
|                                                                               |          
|Grand Total phase 1 and 2                                                      | 627,905  



The expenditures outlined in Table 1 will satisfy our required capitalization of the Joint Venture Company for the period ending September 30, 2005. Any amount spent in excess of $300,000 will exceed the requirements for the period ending September 30, 2005. Excess expenditures will be credited towards our commitment for period ending March 31, 2009, as allowed for in the agreement with Anderson Gold.

If this program produces favorable results, and a second phase is warranted, then we would follow up with additional reverse circulation drilling as well as some core drilling which would help to further delineate the geological structure. The total cost of a phase 2 work program is CAD $ 525,000.

RESULTS OF OPERATIONS

During the two fiscal years ended September 30, 2004 and 2003, we incurred a net loss of $123,188 and $104,240 respectively. Until the execution of the Agreement with Anderson Gold, we had no operations; so our net loss for the two fiscal years ended September30, 2004 and 2003 were a result of professional services and administrative expenses.

REVENUES

We have no revenues for the year ended September 30, 2004. We did not generate any revenues for year ended September, 2003.

COST OF REVENUE

There was no cost of revenue for the two fiscal years ended September 30, 2004 and 2003.

GENERAL AND ADMINISTRATIVE EXPENSES

For the two fiscal years ended September 30, 2004 and 2003, general and administrative expenses were $165,807 and $104,240. The increase in G&A expenses from 2003 to 2004 is largely attributable to consulting fees paid to attract the consultants in the field of geology, ground operations, corporate development, and financial management to work for the Company in the search for attractive prospects in the mineral exploration field. During the fiscal years ended September 30, 2004 and 2003 was largely inactive expect for the above noted work in regards to sourcing mineral exploration prospects. We expect consulting fees to continue or increase in future periods.

LIQUIDITY AND CAPITAL RESOURCES

Our balance sheet as of September 30, 2004 reflects cash of $4,572 as compared to $nil at September 30, 2003, and total liabilities on the balance sheet as of May 31, 2004 reflect current liabilities of $359,395 consisting primarily of a demand loan of $184,919 and accounts payable of $153,353 as compared to total liabilities of $819,592 at September 30, 2003.

Cash and cash equivalents from inception to date have been insufficient to provide the operating capital necessary to operate.

To date, we have not invested in derivative securities or any other financial instruments that involve a high level of complexity or risk. We expect that in the future, any excess cash will continue to be invested in high credit quality, interest-bearing securities. We believe cash from operating activities, and our existing cash resources may not be sufficient to meet our working capital requirements for the next 12 months. We will likely require additional funds to support the development and marketing of our product. There can be no assurance that additional financing will be available on acceptable terms, if at all. If adequate funds are not available, we may be unable to develop or enhance our products, take advantage of future opportunities, respond to competitive pressures, and may have to curtail operations. There are no legal or practical restrictions on the ability to transfer funds between parent and subsidiary companies.

We do not have any material commitments for capital expenditures as of September 30, 2004.

For the twelve months ended September 30, 2004, there were no capital expenditures.

CRITICAL ACCOUNTING POLICIES

The Company's discussion and analysis of its financial condition and results of operations, including the discussion on liquidity and capital resources, are based upon the Company's financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States. The preparation of these financial statements requires the Company to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities. On an ongoing basis, management re-evaluates its estimates and judgments, particularly those related to the determination of the estimated recoverable amount of investment tax credits, trade accounts receivable, and deferred tax assets. The Company believes the following critical accounting policies require its more significant judgment and estimates used in the preparation of the consolidated financial statements.

The company follows the cost reduction method of accounting for investment tax credits and recognizes the estimated net recoverable amount when reasonable assurance exists as to their collectability.

The company maintains an allowance for doubtful accounts for estimated losses that may arise if any of its customers are unable to make required payments. Management specifically analyzes the age of customer balances, historical bad debt experience, customer credit-worthiness, and changes in customer payment terms when making estimates of the uncollectability of the company's trade accounts receivable balances. If the company determines that the financial conditions of any of its customers deteriorated, whether due to customer specific or general economic issues, increases in the allowance may be made. To date no customer balance has been unpaid in the timeframe allowed to customers.

Income taxes are accounted for under the asset and liability method. Under this method, to the extent that it is not more likely than not that a deferred tax asset will be recovered, a valuation allowance is provided. In making this determination, the Company considers estimated future taxable income and taxable timing differences expected to reverse in the future. Actual results may differ from those estimates.

RECENT ACCOUNTING PRONOUNCEMENTS

It is the company's policy to adopt all applicable new accounting pronouncements as they are issued, which may be in advance of the effective date of the pronouncement.

In August 2001 the FASB issued SFAS No 144 Accounting for the Impairment or Disposal of Long-Lived Assets, which supercedes SFAS No 121 Accounting for the Impairment of Long-Lived Assets and for Long-Lived Assets to be Disposed of. The rules in SFAS No 144 restate and establish guidelines for evaluating the impairment of the company's capital assets and the write downs to be recorded when there has been impairment. The company adopted the requirements of SFAS No 144 when the pronouncement was issued. There was no substantive change in the company's capital assets, results of operations or cash flows on the adoption of this pronouncement.

GOING CONCERN CONSIDERATION

These consolidated financial statements have been prepared on the going concern basis, which presumes that the Company will continue operations for the foreseeable future and will be able to realize assets and discharge liabilities in the normal course of business. The Company has a working capital deficiency of $345,411 and a stockholders deficiency of $ 345,411 at September 30, 2004 and requires additional capital in order to remain a going concern. The continuation of the Company is dependent on its ability to obtain the necessary capital to achieve profitability and to meet the requirements, from time to time, of lenders, if any, who are willing to provide this financing. The Company believes that its operations will generate additional funds and that it will be able to obtain additional capital primarily through the issue of shares and debt from outside investors and management.

OFF-BALANCE SHEET ARRANGEMENTS

We have no off-balance sheet arrangements.



Item 7. FINANCIAL STATEMENTS

The financial statements are attached to this report following the signature page and officer certification pages.

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

Not applicable.

PART III

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

Directors and Executive Officers

Our Board of Directors and executive officers and their respective ages as of January 10, 2004 are set forth in the table below. Each of the directors of American United will serve until the next annual meeting of shareholders or until his successor is elected and qualified.

Also provided is a brief description of the business experience of each director and executive officer and the key personnel during the past five years and an indication of directorships (if any) held by each director in other companies subject to the reporting requirements under the Federal securities laws.

The following table sets forth, as of the date of this registration statement, the name, age and position of the officers and directors of the American United.

|NAME             | AGE | POSITION (1)               
|---------------- | --- | ---------------------------
|William Anderson | 39  | Chairman, CEO, and Director
|David R. Uppal   | 42  | President and Director     
|Scott Biddle     | 40  | Director                   
|Rajpal Uppal     | 26  | Director                   
|Ken Thorsen      | 59  | Director                   
|Chand Jagpal     | 36  | CFO, Director and Secretary
|Steven Kubota    | 45  | Director                   

1. Pursuant to our bylaws, all directors serve for a term of one year, until they resign or until they are removed by majority vote at a meeting of the stockholders. Officers are elected by American United's directors and serve for a term of one year, or until such time as their successor is appointed, until they resign or until they are removed by the directors.
2. Beneficial ownership is determined in accordance with the rules of the Securities and Exchange Commission and generally includes voting or investment power with respect to securities. These calculations are based on a total issued and outstanding share capital as at December 31, 2004 of 10,659,761 common shares, and for each beneficial owner assumes conversion or exercise of all convertible securities held by the particular beneficial owner.

Item 12. **CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS**

Directors of American United are not currently compensated by us for meeting attendance or otherwise, but are entitled to reimbursement for their travel expenses. We do not pay additional amounts for committee participation or special assignments of the Board of Directors.

William Anderson, CEO, David Uppal, President, and Chand Jagpal, CFO and Secretary of American United, are currently the only full time executives and are not in receipt of any salary at this time but are entitled to reimbursement for their travel expenses, and other expenses related to their duties as officers. During the year ended September 30, 2004 Peter Guest, Adam Smith, and Michael Laidlaw, all former directors received consulting fees in the amount of $35,775.50, $45,928 and $38,888.00 for duties performed. In fiscal 2004 Messieurs Laidlaw provided consulting services in consultants in the field of geology, ground operations, corporate development, and financial management to work for the Company in the search for attractive prospects in the mineral exploration field.

Prior to fiscal 2004, the company borrowed $117,000 from Mr. Paul Uppal and an additional $117,000 from Mr. David Uppal by way of promissory notes. The loans from David Uppal and Paul Uppal provided funds for the acquisition of capital equipment, the refurbishing and operation of the plant as well as for general and administrative purposes. On March 11, 2004 we issued 1,170,000 common shares to Paul Uppal, a former Officer and Director of the Company, in settlement of $117,000 of outstanding debt, and on the same date we issued 1,170,000 common shares to David Uppal, an Officer and Director of the Company, in settlement of $117,000 of outstanding debt.

On March 11, 2004 we issued 3,200,000 shares of the common stock to a former Director and Officer of the company, Paul Uppal and 3,200,000 million shares to David Uppal, a current officer and Director. The stock was issued in connection with the previous acquisition of Micron Milling and Packaging Ltd. During fiscal 2001, we issued 3,200,000 shares of the common stock of a subsidiary to Paul Uppal and 3,200,000 shares of the common stock of a subsidiary to David R. Uppal. The shares issued to the Uppals carried the right of conversion into shares of American United on a one to one basis. During fiscal 2004 the Uppals exercised their right to conversion. The issuance was made pursuant to an exemption under Section 4(2) of the Securities Act of 1933, as amended and did not involve a public offering.



Item 13. EXHIBITS AND REPORTS ON FORM 8-K

(a) Exhibits

|Exhibit No. | Description of Exhibit                                                                                                                                                                                                      | Manner of Filing                                                                                                                                                                                               
|----------- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|3(i)        | Articles of Incorporation of MPAC Corporation                                                                                                                                                                               | Incorporated by reference to Exhibit 2.1 from the registrants registration statement on Form 10-SB filed with the Securities and Exchange Commission on July 31, 2002 and amendments thereto (the "Form 10-SB")
|3(ii)       | By-Laws of MPAC Corporation                                                                                                                                                                                                 | Incorporated by reference to Exhibit 2.2 on the Form 10-SB                                                                                                                                                     
|4.1         | Promissory Notes issued by MPAC to David Uppal                                                                                                                                                                              | Incorporated by reference to Exhibit 6.1 to the Form 10-SB                                                                                                                                                     
|4.2         | Promissory Notes issued by MPAC to Paul Uppal                                                                                                                                                                               | Incorporated by reference to Exhibit 6.2 to the Form 10-SB                                                                                                                                                     
|10.1        | Share Exchange Agreement between 805332 Alberta Ltd., MPAC Corporation, Paul Uppal, David Uppal and Micron Milling and Packaging Company Ltd.                                                                               | Incorporated by reference to Exhibit 10.2 to the Form 10-SB                                                                                                                                                    
|16          | Letter from Hay & Watson, Chartered Accountants on change in certifying accountant                                                                                                                                          | Incorporated by reference to Exhibit 16 on Form 8-K filed with the Securities and Exchange Commission on March 31, 2003.                                                                                       
|21.1        | Subsidiaries of the Registrant.                                                                                                                                                                                             | Incorporated by reference to Exhibit 21 of the Form 10-SB.                                                                                                                                                     
|99.1
10.1   | Certification required pursuant to section 906 of the Sarbanes-Oxley Act.
Share Exchange Agreement between American United Gold Corporation, ANDERSON GOLD (CHINA) INC., ANDERSON GOLD TRUST, ROCKY TRUST , GRIFFITH TRUST. | Filed herewith
Incorporated by reference to Exhibit 16 on Form 8-K filed with the Securities and Exchange Commission on December 21, 2004 and February 16, 2005.                                               
|            |                                                                                                                                                                                                                             |                                                                                                                                                                                                                

1. Reports on Form 8-K.

The registrant filed a current report on Form 8-K on March 15, 2004 under Items 5 and 6 disclosing an appointment to the Board of Directors as well as the resignation of a Directors. Additionally the 8-K disclosed the granting of stock options to certain Officers and Directors.

The Registrant filed a Current Report on Form 8-K dated April 30, 2004 under Items 5 and 7 regarding the change of the company's name to MPAC Resources Corporation and under Item 7 regarding the issuance of a news release dated April 30, 2004 issued by MPAC Resources Corporation announcing the company's move into the mining resource sector.

The Registrant filed a Current Report on Form 8-K dated May 10, 2004 under Item 2 regarding sale of it 100% owned subsidiary, Micron Milling and Packaging Company Ltd. and under item 7 regarding unaudited consolidated statements of operations give effect to the disposal of Micron Milling & Packaging.

The Registrant filed a Current Report on Form 8-K dated June 3, 2004 under Item 6 regarding the resignation of Peter Guest, an officer and director of the company.

The Registrant filed a Current Report on Form 8-K dated October 7, 2004 under Item 5.03 regarding the Amendments to Articles of Incorporation or Bylaws, change of companys name to American United Gold Corporation and the change of symbol under which the companys shares are quoted on the OTCBB.

The Registrant filed a Current Report on Form 8-K dated December 3, 2004 under Item 5.03 regarding ITEM 5.02 DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS: ELECTION OF DIRECTORS; APPOINTMENT OF PRINCIPLE OFFICERS Item 9.01 Exhibits announcing the appointment of certain officers and directors.

The Registrant filed a Current Report on Form 8-K dated December 21, 2004 under Item 1.01 regarding entered into a formal agreement to acquire 100% of Anderson Gold (China) Inc and under ITEM 9.01regarding Formal Agreement between American United Gold Corporation and Anderson Gold (China) Inc..

Item 14. CONTROLS AND PROCEDURES

Evaluation of disclosure controls and procedures. Based on the evaluation of the Company's disclosure controls and procedures as of a date within 90 days of the filing date of this Annual Report on Form 10K-SB, our chief executive officer and chief financial officer have concluded that our disclosure controls and procedures are designed to ensure that the information we are required to disclose in the reports we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC's rules and forms and are operating in an effective manner.

There were no significant changes in our internal controls or in other factors that could significantly affect these controls subsequent to the date of their most recent evaluation.

SIGNATURES

In accordance with Section 13 or 15(d) of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, on February 17, 2005.

American United Gold Corporation

By: /s/ David R. Uppal

David Uppal, President

In accordance with the requirements of the Exchange Act, this report has been signed by the following persons on behalf of the registrant and in the capacities indicated, on February 1, 2005.



|Signature                                 | Title                                          | Date             
|----------------------------------------- | ---------------------------------------------- | -----------------
|                                          |                                                |                  
|By: /s/ William Anderson
William Anderson | Chairman, Director and Chief Executive Officer | February 17, 2005
|By: /s/ David R. Uppal
David R. Uppal     | Director and President                         | February 17, 2005
|By: /s/ Scott Biddle
Scott Biddle         | Director                                       | February 17, 2005
|By:/s/ Rajpal. Uppal
Rajpal Uppal         | Director                                       | February 17, 2005
|By:/s/ Ken Thorsen
Ken Thorsen            | Director                                       | February 17, 2005
|By:/s/ Chand Jagpal
Chand Jagpal          | Director                                       | February 17, 2005
|By:/s/ Steve Kubota
Steve Kubota          | Director                                       | February 17, 2005

































AMERICAN UNITED GOLD CORPORATION

(Formerly MPAC RESOURCES CORPORATION)

(A Development Stage Company)

CONSOLIDATED FINANCIAL STATEMENTS

September 30, 2004 and 2003

(Stated in US Dollars)





















|Terry Amisano Ltd. | Amisano Hanson       
|------------------ | ---------------------
|Kevin Hanson, CA   | Chartered Accountants



REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM



To the Stockholders,

American United Gold Corporation (Formerly MPAC Resources Corporation)

We have audited the accompanying consolidated balance sheets of American United Gold Corporation (Formerly MPAC Resources Corporation) (A Development Stage Company) and subsidiaries as of September 30, 2004 and 2003 and the related consolidated statements of operations, stockholders' deficiency and cash flows for the years ended September 30, 2004 and 2003 and for the period from October 1, 2002 (Date of Inception of development stage) to September 30, 2004. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits.

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

In our opinion, these consolidated financial statements present fairly, in all material respects, the financial position of the Company as of September 30, 2004 and 2003 and the results of its operations and its cash flows for the years ended September 30, 2004 and 2003 and for the period from October 1, 2002 (Date of inception of development stage) to September 30, 2004 in conformity with accounting principles generally accepted in the United States of America.

The accompanying consolidated financial statements have been prepared using accounting principles generally accepted in the Unites States of America assuming that the Company will continue as a going concern. As discussed in Note 1 to the consolidated financial statements, the Company is a development stage company and has incurred substantial losses, which raises substantial doubt about its ability to continue as a going concern. Management's plans in regard to their planned financing and other matters are also described in Note 1. The consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.

|Vancouver, Canada                 | "AMISANO HANSON"        
|--------------------------------- | ------------------------
|January 6, 2005                   | Chartered Accountants   
|750 West Pender Street, Suite 604 | Telephone:  604-689-0188
|Vancouver Canada                  | Facsimile:  604-689-9773
|V6C 2T7                           | E-MAIL:amishan@telus.net















AMERICAN UNITED GOLD CORPORATION

(Formerly MPAC RESOURCES CORPORATION)

(A Development Stage Company)

CONSOLIDATED BALANCE SHEETS

September 30, 2004 and 2003

(Stated in US Dollars)

|ASSETS                                                               | 2004          | 2003        
|-------------------------------------------------------------------- | ------------- | ------------
|Current                                                              |               |             
|Cash and cash equivalents                                            | $	4,572       | $	-         
|Receivables                                                          | 412           | 345         
|Current assets of discontinued operations - Note 9                   | -             | 21,073      
|                                                                     |               |             
|                                                                     | $	4,984       | $21,418     
|                                                                     |               |             
|LIABILITIES                                                         
|Current                                                              |               |             
|Accounts payable and accrued liabilities - Notes 3 and 8             | $153,353      | $144,203    
|Loans payable - Note 8                                               | 12,123        | 185,941     
|Demand loans - Note 4                                                | 184,919       | 144,616     
|Current liabilities of discontinued operations - Note 9              | -             | 344,832     
|                                                                     |               |             
|                                                                     | 350,395       | 819,592     
|                                                                     |               |             
|STOCKHOLDERS' DEFICIENCY                                            
|                                                                    
|Capital Stock - Notes 5 and 12                                       |               |             
|Common stock: 100,000,000 authorized shares,with par value of $0.001 |               |             
|10,659,759 (2003:  4,145,759) shares issued and outstanding          | 566,411       | 8,291       
|Additional paid-in capital                                           | 1,241,484     | 605,854     
|Shares allotted                                                      | -             | 4,370       
|Deficit accumulated during the development stage                     | ( 775,296)    | ( 137,347)  
|Accumulated other comprehensive loss                                 | ( 116,075)    | ( 17,407)   
|Accumulated deficit                                                  | ( 1,261,935 ) | ( 1,261,935)
|                                                                     |               |             
|                                                                     | ( 345,411)    | ( 798,174)  
|                                                                     |               |             
|                                                                     | $	4,984       | $ 21,418    
|                                                                     |               |             

Going Concern - Note 1

Commitments - Note 5

Subsequent Events - Notes 1 and 12



|APPROVED BY THE BOARD: |          |                 
|---------------------- | -------- | ----------------
|                       |          |                 
|                       |          |                 
|"David R.Uppal"        | Director |                 
|David R. Uppal         |          | William Anderson





AMERICAN UNITED GOLD CORPORATION

(Formerly MPAC RESOURCES CORPORATION)

(A Development Stage Company)

CONSOLIDATED STATEMENTS OF OPERATIONS and COMPREHENSIVE LOSS

for the years ended September 30, 2004 and 2003 and

for the period from October 1, 2002

(Date of Inception of Development Stage)

to September 30, 2004

(Stated in US Dollars)

|                                                  | 2004        | 2003        | For the period from October 1, 2002 (Date of Inception of Development Stage) to September 30, 2004
|------------------------------------------------- | ----------- | ----------- | --------------------------------------------------------------------------------------------------
|                                                  |             |             |                                                                                                   
|Expenses                                          |             |             |                                                                                                   
|Accounting and auditing fees                      | $23,331     | $19,085     | $42,416                                                                                           
|Automobile                                        | 525         | -           | 525                                                                                               
|Foreign exchange loss                             | 237         | 156         | 393                                                                                               
|General and administrative                        | 3,068       | 398         | 3,466                                                                                             
|Interest and bank charges                         | 387         | -           | 387                                                                                               
|Interest on long-term debt                        | 13,201      | 20,215      | 33,416                                                                                            
|Legal fees                                        | 23,869      | 18,246      | 42,115                                                                                            
|Management fees - Note 8                          | 90,696      | 41,519      | 132,215                                                                                           
|Telephone and utilities                           | 205         | 118         | 323                                                                                               
|Transfer agent fees                               | 3,605       | 3,159       | 6,764                                                                                             
|Travel                                            | 6,683       | 1,344       | 8,027                                                                                             
|                                                  |             |             |                                                                                                   
|Loss from continuing operations before
other item | ( 165,807)  | (104,240)   | (270,047)                                                                                         
|Other item:                                       |             |             |                                                                                                   
|Gain on write-off of accounts payable - Note 8    | 42,619      | -           | 42,619                                                                                            
|                                                  |             |             |                                                                                                   
|Loss from continuing operations                   | (123,188)   | (104,240)   | (227,428)                                                                                         
|                                                  |             |             |                                                                                                   
|Loss from discontinued operations - Note 9        | (514,761)   | (33,107)    | (547,868)                                                                                         
|                                                  |             |             |                                                                                                   
|Net loss for the year                             | (637,949)   | (137,347)   | (775,296)                                                                                         
|Other comprehensive loss                          |             |             |                                                                                                   
|Foreign currency adjustment                       | ( 98,668)   | (17,407)    | (116,075)                                                                                         
|                                                  |             |             |                                                                                                   
|Comprehensive loss                                | $ (736,617) | $ (154,754) | $(891,371)                                                                                        
|                                                  |             |             |                                                                                                   



.../cont'd



Continued

AMERICAN UNITED GOLD CORPORATION

(Formerly MPAC RESOURCES CORPORATION)

(A Development Stage Company)

CONSOLIDATED STATEMENTS OF OPERATIONS and COMPREHENSIVE LOSS

for the years ended September 30, 2004 and 2003 and

for the period from October 1, 2002

(Date of Inception of Development Stage)

to September 30, 2004

(Stated in US Dollars)



|                                                              | 2004      | 2003     
|------------------------------------------------------------- | --------- | ---------
|Basic and diluted loss per share from continuing operations   | $	( 0.02) | $	( 0.02)
|                                                              |           |          
|Basic and diluted loss per share from discontinued operations | ( 0.07)   | ( 0.00)  
|                                                              |           |          
|Basic and diluted loss per share                              | $	(0.09)  | $	(0.02) 
|                                                              |           |          
|Weighted average number of shares outstanding                 | 7,246,536 | 4,145,759
|                                                              |           |          



AMERICAN UNITED GOLD CORPORATION

(Formerly MPAC RESOURCES CORPORATION)

(A Development Stage Company)

CONSOLIDATED STATEMENTS OF CASH FLOWS

for the years ended September 30, 2004 and 2003 and

for the period from October 1, 2002

(Date of Inception of Development Stage)

to September 30, 2004

(Stated in US Dollars)

|                                                                                         | 2004       | 2003       | For the period from October 1, 2002
(Date of Inception of Development Stage) to September 30, 2004
|---------------------------------------------------------------------------------------- | ---------- | ---------- | --------------------------------------------------------------------------------------------------
|Operating Activities                                                                     |            |            |                                                                                                   
|Net loss for the year from continuing  operations:                                       | $(123,188) | $(104,240) | $(227,428)                                                                                        
|Adjustment to reconcile net loss to net cash
provided by (used in) operating activities: |            |            |                                                                                                   
|Foreign Exchange                                                                         | (67,558)   | (22,615)   | (90,173)                                                                                          
|Gain on write-off of accounts payable                                                    | ( 42,619)  | -          | (42,619)                                                                                          
|Changes in non-cash working capital balances
consist of:                                 |            |            |                                                                                                   
|Receivables                                                                              | ( 67)      | (	345)     | (	412)                                                                                            
|Accounts payable and accrued liabilities                                                 | 51,769     | 132,482    | 184,251                                                                                           
|                                                                                         |            |            |                                                                                                   
|Net cash provided by (used in) operating
activities                                      | (181,663)  | 5,282      | (176,381)                                                                                         
|                                                                                         |            |            |                                                                                                   
|Financing Activities                                                                     |            |            |                                                                                                   
|Increase in loans payable                                                                | 12,123     | -          | 12,123                                                                                            
|Increase (decrease) in demand loans                                                      | 67,662     | ( 49,051)  | 18,611                                                                                            
|Issue of common shares for cash                                                          | 106,450    | -          | 106,450                                                                                           
|                                                                                         |            |            |                                                                                                   
|Net cash provided by (used in) financing
activities                                      | 186,235    | (49,051)   | 137,184                                                                                           
|                                                                                         |            |            |                                                                                                   



...Cont'd.



Continued

AMERICAN UNITED GOLD CORPORATION

(Formerly MPAC RESOURCES CORPORATION)

(A Development Stage Company)

CONSOLIDATED STATEMENTS OF CASH FLOWS

for the years ended September 30, 2004 and 2003 and

for the period from October 1, 2002

(Date of Inception of Development Stage)

to September 30, 2004

(Stated in US Dollars)

|                                                       | 2004     | 2003      | For the period from October 1, 2002
(Date of Inception of Development Stage) to September 30, 2004
|------------------------------------------------------ | -------- | --------- | --------------------------------------------------------------------------------------------------
|Increase (decrease) in cash from continuing
operations | $	4,572  | $(43,769) | $(39,197)                                                                                         
|Decrease in cash from discontinued operations - Note 9 | (19,383) | 19,383    | -                                                                                                 
|                                                       |          |           |                                                                                                   
|Decrease in cash and cash equivalents during the year  | (14,811) | (24,386)  | (39,197)                                                                                          
|Cash and cash equivalents, beginning of the year       | 19,383   | 43,769    | 43,769                                                                                            
|                                                       |          |           |                                                                                                   
|Cash and cash equivalents, end of the year             | $	4,572  | $19,383   | $4,572                                                                                            
|                                                       |          |           |                                                                                                   
|Cash is compromised as follows:                        |          |           |                                                                                                   
|- Continuing operations                                | $	4,572  | $	-       | $	4,572                                                                                           
|- Discontinued operations                              | -        | 19,383    | -                                                                                                 
|                                                       |          |           |                                                                                                   
|Cash, end of the year                                  | $	4,572  | $19,383   | $4,572                                                                                            
|                                                       |          |           |                                                                                                   
|Supplemented disclosure of cash flow
information:      |          |           |                                                                                                   
|Cash paid for:                                         |          |           |                                                                                                   
|Interest                                               | $	-      | $	586     | $	586                                                                                             
|                                                       |          |           |                                                                                                   
|Income taxes                                           | $	-      | $	-       | $	-                                                                                               
|                                                       |          |           |                                                                                                   

Non-cash Transactions - Note 10

AMERICAN UNITED GOLD CORPORATION

(Formerly MPAC RESOURCES CORPORATION)

(A Development Stage Company)

CONSOLIDATED STATEMENT OF

STOCKHOLDERS' DEFICIENCY

for the years ended September 30, 2003 to September 30, 2004

(Stated in US Dollars)

|                                                                 | Note 1       | Additional |            | Deficit Accumulated During the | Accumulated Other |             |             
|---------------------------------------------------------------- | ------------ | ---------- | ---------- | ------------------------------ | ----------------- | ----------- | ------------
|                                                                 | Common Stock | Paid-in    | Shares     | Development                    | Comprehensive     | Accumulated |             
|                                                                 | Shares       | Amount     | Capital    | Allotted                       | Stage             | Loss        | Deficit     
|                                                                 |              |            |            |                                |                   |             |             
|Balance, September 30, 2002                                      | 4,145,759    | $ 8,291    | $605,854   | $4,370                         | $	-               | $	-         | $(1,261,935)
|Net loss for the year ended September 30, 2003                   | -            | -          | -          | -                              | (137,347)         | (	17,407)   | -           
|                                                                 |              |            |            |                                |                   |             |             
|Balance, September 30, 2003                                      | 4,145,759    | 8,291      | 605,854    | 4,370                          | ( 137,347)        | (17,407)    | (1,261,935) 
|                                                                 |              |            |            |                                |                   |             |             
|Pursuant to debt settlement agreements                           | 2,236,500    | 447,300    | -          | -                              | -                 | -           | -           
|Pursuant to an acquisition agreement                             | 3,200,000    | 4,370      | 635,630    | ( 4,370)                       | -                 | -           | -           
|Pursuant to a private placement                                  | 1,077,500    | 106,450    | -          | -                              | -                 | -           | -           
|Net loss for the year ended September 30, 2004                   | -            | -          | -          | -                              | ( 637,949)        | -           | -           
|Other comprehensive income for the year ended September 30, 2004 | -            | -          | -          | -                              | -                 | ( 98,668)   | -           
|                                                                 |              |            |            |                                |                   |             |             
|Balance, September 30, 2004                                      | 10,659,759   | $566,411   | $1,241,484 | $-                             | $(775,296)        | $( 116,075) | $(1,261,935)
|                                                                 |              |            |            |                                |                   |             |             

On October 7, 2004, the Company consolidated its common stock on a 1 for 2 basis and has re-stated the prior years to reflect this.





SEE ACCOMPANYING NOTES

AMERICAN UNITED GOLD CORPORATION

(Formerly MPAC RESOURCES CORPORATION)

(A Development Stage Company)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

September 30, 2004 and 2003

(Stated in US Dollars)

Note 1	Summary of Significant Accounting Policies

Going Concern

These consolidated financial statements have been prepared on the going concern basis, which presumes that the Company will continue operations for the foreseeable future and will be able to realize assets and discharge liabilities in the normal course of business. The Company has a working capital deficiency of $345,411, has accumulated losses of $2,037,231 as at September 30, 2004, has yet to achieve profitable operations and requires additional capital in order to remain a going concern. The continuation of the Company is dependent on its ability to obtain the necessary capital to achieve profitability and to meet the requirements, from time to time, of lenders, if any, who are willing to provide this financing. The Company believes that its operations will generate additional funds and that it will be able to obtain additional capital primarily through the issue of shares and debt from outside investors and management.

These consolidated financial statements do not reflect the adjustments or reclassifications to the assets and liabilities which would be necessary if the Company was unable to continue its operations.

Operations and Basis of Consolidation

The Company was incorporated on June 18,1998 in Nevada, U.S.A. and commenced operations in October 1998. On April 21, 2004, the Company changed its name from MPAC Corporation to MPAC Resources Corporation. On October 7, 2004, the Company consolidated its capital stock on a 1 for 2 basis and changed its name to American United Gold Corporation.

The Company's wholly-owned subsidiary company, 805332 Alberta Ltd. ("805332"), was incorporated on October 29, 1998 in Alberta, Canada and its 99.99% owned subsidiary company, Micron Milling & Packaging Company Ltd. ("Micron"), was incorporated on August 20, 1998 in Alberta, Canada. These consolidated financial statements include the accounts of the Company, 805332 and Micron, to the date of its disposition on May 10, 2004 (Note 9).

The Company, during the year ended September 30, 2002, reduced the carrying value of its manufacturing facility and related assets held in Micron to a nominal value and during the year ended September 30, 2003 wrote them off when it abandoned all claims to the assets. The Company did not intend to pursue Micron's business of production of sulphur fungicide and commenced the search for other business possibilities. Consequently, effective October 1, 2002, the Company became a development stage company.

During the year ended September 30, 2004, the Company disposed of Micron (Note 9) and commenced operations as a precious metals development company whose strategy is to acquire resource properties that have indicated mineral resources and require further exploration or development work.



Note 1	Summary of Significant Accounting Policies - (cont'd)

Cash Equivalents

Cash equivalents are defined as highly liquid securities with maturities of three months or less.

Capital Assets

Capital assets were recorded at cost. Depreciation is recorded at annual rates considered adequate to amortize the cost of the assets over their estimated useful lives.

The Company reports the impairment of long-lived assets and certain identifiable intangibles in accordance with Statement of Financial Accounting Standards No. 144, "Accounting for the Impairment or Disposal of Long-lived Assets". Certain long-lived assets and identifiable intangibles held by the Company are reviewed for impairment whenever assets or changes in circumstances indicate the carrying amount of an asset may not be recoverable. Accordingly, an impairment loss is recognized in the period it is determined.

Management periodically reviews the recoverability of long-lived assets based upon anticipated future cash flows generated from such assets. The assets are subsequently adjusted to reflect a valuation of the lower of cost or the net recoverable amounts calculated on an undiscounted cash flow basis.

Development Stage

The company is a development stage company defined in Financial Accounting Standard Board Statement No.7.

Foreign Currency Translation

The Company translates its foreign currency financial statements (Canadian subsidiaries) from the functional currency, Canadian dollars, into the reporting currency, U.S. dollars, using the current rate of exchange method pursuant to the Statement of Financial Accounting Standards No. 52 "Foreign Currency Translation".

Assets and liabilities denominated in foreign currencies are translated into U.S. dollars, at the rate of exchange prevailing at the balance sheet date. Revenue and expense items are translated at exchange rates prevailing at the time of the transaction. Translation adjustments resulting from this process, if any, are reported separately and are accumulated as other comprehensive income, a component of shareholders' equity.

Note 1	Summary of Significant Accounting Policies -

Foreign Currency Translation

Foreign currency transactions are transactions denominated in a currency other than the entities functional currency. Foreign currency transactions gains or losses are included in net loss for the year.

Use of Estimates

The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying disclosures. Although these estimates are based on management's best knowledge of current events and actions the Company may undertake in the future, actual results may ultimately differ from the estimates. Management believes such estimates to be reasonable.

Basic and Diluted Loss Per Share

The Company reports basic loss per share in accordance with Statement of Financial Accounting Standards No. 128, "Earnings Per Share". Basic loss per share is computed using the weighted average number of shares outstanding during the year. Diluted earning's per share includes the potentially dilutive effect of outstanding common stock options and warrants which are convertible to common shares. (Diluted loss per share has not been provided for 2004 and 2003 as it would be anti-dilutive).

Income Taxes

The Company follows Statement of Financial Accounting Standards No. 109, "Accounting for Income Taxes"("FAS 109") which requires the use of the asset and liability method of accounting of income taxes. Under the asset and liability method of FAS 109, deferred tax assets and liabilities are recognized for the future tax consequences attributable to temporary differences between the financial statements carrying amounts of existing assets and liabilities and loss carryforwards and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the year in which those temporary differences are expected to be recovered or settled.

Accounting Pronouncements

The Company adopts new pronouncements relating to generally accepted accounting principles applicable to the Company as they are issued, which may be in advance of their effective date. Note 1	Summary of Significant Accounting Policies - (cont'd)

Environmental Costs

Environmental expenditures that relate to current operations are expensed or capitalized as appropriate. Expenditures that relate to an existing condition caused by past operations, and which do not contribute to current or future revenue generation, are expensed. Liabilities are recorded when environmental assessments and/or remedial efforts are probable, and the cost can be reasonably estimated. Generally, the timing of these accruals coincides with the earlier of:



1. completion of a feasibility study; or
2. the Company's commitment to a plan of action based on the then known facts.



Financial Instruments

The carrying value of the Company's financial instruments, consisting of cash and cash equivalents, receivables, accounts payable and accrued liabilities, loans payable and demand loans approximate their fair value due to the short-term maturity of such instruments. Unless otherwise noted, it is management's opinion that the Company is not exposed to significant interest or credit risks arising from these financial instruments.

Currency Risks

The Company incurs expenditures in Canadian and U.S. dollars. Consequently, some assets and liabilities are exposed to Canadian dollar foreign currency fluctuations. As at September 30, 2004, cash totalling $5,853 (2003: $Nil) , accounts payable totalling $167,254 (2003: $166,393), loans payable totalling $15,295 (2003: $280,500) and demand loans totalling $233,294 (2003: $215,794) denominated in Canadian dollars are included in these consolidated financial statements.

Stock-based Compensation

The Company has elected to apply the intrinsic value method of Accounting Principles Board Opinion No. 25, "Accounting for Stock Issued to Employees" ("APB 25") and related interpretations in accounting for its stock options on options granted to employees and directors. Under APB 25, compensation expense is only recorded to the extent that the exercise price is less than the market value of the underlying stock on the measurement date which is usually the date of grant. Stock-based compensation for employees is recognized on an accelerated basis over the vesting period of the individual options. Stock options granted to non-employees are accounted for under SFAS No. 123 "Accounting for Stock-Based Compensation" and are recognized at the fair value of the options as determined by using the Black-Scholes option pricing model as the related services are provided and the options earned. Pro forma fair value information with respect to options granted to employees and directors is disclosed in accordance with SFAS 123.

Effective for the year ended September 30, 2006, the Company will include in operations the fair value of stock-based compensation using the transitional provisions of SFAS No. 148. Under those provisions, the change in policy will be applied on a prospective basis with no retroactive restatement of the prior years. Compensation associated with unvested options will be recorded in the year the options vest.



Note 2	Capital Assets

The Company had reduced the carrying value of the capital assets by $162,517 at September 30, 2002, to a nominal amount, as the assets were seized by a creditor. During the year ended September 30, 2003, the Company abandoned all claims to the capital assets and wrote-off the remaining $4.

Note 3	Accounts Payable and Accrued Liabilities



|                          | 2004      | 2003     
|------------------------- | --------- | ---------
|                          |           |          
|Trade accounts payable    | $	4,977   | $	4,621  
|Professional fees payable | 148,376   | 139,582  
|                          |           |          
|                          | $	153,353 | $	144,203
|                          |           |          



Note 4	Demand Loans

The demand loans bear interest at 10% per annum, are unsecured and are payable on demand.



Note 5	Capital Stock- Note 12

Commitments:

During the year ended September 30, 2004, the Company issued 6,400,000 pre-consolidated common shares previously allotted during the year ended September 30, 2000 pursuant to the acquisition of Micron. In addition, 250,000 pre-consolidated common shares previously allotted with respect to a finders fee remain un-issued. These shares will be issued for no additional consideration once the holders exercise their conversion rights.

Stock-based Compensation Plan



The Company has granted employees and directors common stock purchase options. These options are granted with an exercise price equal to the market price of the Company's stock on the date of the grant.

A summary of the status of the stock option plan as of September 30, 2004 and 2003 and changes during the years then ended is presented below:



|                                 | September 30, 2004 |          | September 30, 2003
|-------------------------------- | ------------------ | -------- | ------------------
|                                 |                    | Weighted |                   
|                                 |                    | Average  |                   
|                                 |                    | Exercise |                   
|                                 | Shares             | Price    |                   
|                                 |                    |          |                   
|Outstanding at beginning of
year | -                  | -        |                   
|Granted                          | 3,050,000          | $0.10    |                   
|Cancelled                        | (3,050,000)        | $ 0.10   |                   
|                                 |                    |          |                   
|Options outstanding end of year  | -                  | -        |                   
|                                 |                    |          |                   

The compensation charge associated with directors' options in the amount of $488,000 is not recognized in the financial statements, but included in the pro-forma amounts below. These compensation charges have been determined under the fair value method, using the Black-Scholes option pricing model with the following assumptions:

Weighted average fair value of options granted	$0.16

Expected dividend yield	 0.0%

Expected volatility	 120.4%

Risk-free interest rate	 3.75%

Expected term in years	 5.0

Had the fair value method been used for those options issued to directors, the Company's net loss and loss per share would have been adjusted to the pro-forma amounts indicated below:



|                                               | Year ended   
|---------------------------------------------- | -------------
|                                               | September 30,
|                                               | 2004         
|                                               |              
|Net loss				 As reported                       | $(	637,949)  
|Pro-forma                                      | $(	1,125,949)
|Basic and diluted loss per share			As reported | $(	0.05)     
|Pro-forma                                      | $(	0.08)     



Note 6	Deferred Tax Assets

The following table summarizes the significant components of the Company's deferred tax assets:



|                                           | 2004      | 2003     
|------------------------------------------ | --------- | ---------
|                                           |           |          
|Deferred Tax Assets                        |           |          
|Net operating loss carryforward            | $495,000  | $789,000 
|                                           |           |          
|Gross deferred tax assets                  | $128,511  | $226,840 
|Valuation allowance for deferred tax asset | (128,511) | (226,840)
|                                           |           |          
|                                           | $	-       | $	-      
|                                           |           |          

The amount taken into income as deferred tax assets must reflect that portion of the income tax loss carryforwards which is more likely-than-not to be realized from future operations. Management of the Company has chosen to provide an allowance of 100% against all available income tax loss carryforwards, regardless of their time of expiry.



Note 7	Income Taxes

The Company has incurred losses for US income tax purposes of approximately $495,000 which can be carried forward to reduce taxable income in future years to 2025. The potential income tax benefits of these losses, if any, have not been recognized in these consolidated financial statements.



Note 8	Related Party Transactions - Note 12

During the years ended September 30, 2004 and 2003 and the period from October 1, 2002 (Date of Inception of Development Stage) to September 30, 2004 the Company incurred the following expenses charged by companies with former common directors and with former directors of the Company:



|                | 2004     | 2003    | For the period from October 1, 2002
(Date of Inception of Development Stage) to September, 30, 2004
|--------------- | -------- | ------- | ---------------------------------------------------------------------------------------------------
|                |          |         |                                                                                                    
|Management fees | $	90,696 | $41,519 | $132,215                                                                                           
|                |          |         |                                                                                                    
|                |          |         |                                                                                                    



During the year ended September 30, 2004, the Company recorded a gain on the write-off of accounts payable of $42,619 (2003: $Nil). This amount was due to a company with a common former director.

These charges were measured by the exchange amount, which is the amount agreed upon by the transacting parties.

Included in accounts payable is $NIL (2003: $16,050) owing to a company controlled by a former director of the Company.

Included in loans payable at September 30, 2004 is $10,538 (2003:  $185,941) owing to a significant shareholder and director of the Company. These loans are unsecured, non-interest bearing and have no specific terms for repayment.



Note 9	Discontinued Operations

On May 10, 2004, the Company disposed of its inactive wholly-owned subsidiary, Micron Milling and Packaging Company Ltd. ("Micron") to a former director of the Company for $1. The Company has shown costs related to Micron as discontinued operations, including the issuance of 6,400,000 common shares at $0.10 per share, such shares having previously been allotted. The gain on disposal of Micron is determined as follows:



|Proceeds                                        | $	1       | 
|----------------------------------------------- | --------- | 
|                                                |           | 
|Net asset deficiency of subsidiary disposed of: |           | 
|Current assets                                  | 11,721    | 
|Current liabilities                             | (134,031) | 
|                                                |           | 
|                                                | (122,310) | 
|                                                |           | 
|Gain on disposal of subsidiary                  | $122,311  | 
|                                                |           | 

The consolidated balance sheets include the following amounts related to the discontinued operations of Micron.



|                                               | September 30, | September 30,
|---------------------------------------------- | ------------- | -------------
|                                               | 2004          | 2003         
|Cash and cash equivalents                      | $	-           | $	19,383     
|Accounts receivable                            | -             | 1,690        
|                                               |               |              
|Current assets of discontinued operations      | $	-           | $	21,073     
|                                               |               |              
|Accounts payable                               | $	-           | $	141,657    
|Demand loans                                   | -             | 203,175      
|                                               |               |              
|Current liabilities of discontinued operations | $	-           | $	344,832    
|                                               |               |              



Note 9	Discontinued Operations - (cont'd)

Cash flows from discontinued operations are as follows:



|                                                                           |  |               | October 1,   
|-------------------------------------------------------------------------- |  | ------------- | -------------
|                                                                           |  |               | 2002 (Date of
|                                                                           |  |               | Inception of 
|                                                                           |  |               | Development  
|                                                                           |  |               | Stage) To    
|                                                                           |  | September 30, | September 30,
|                                                                           |  | 2004          | 2003         
|Operating Activities                                                       |  |               |              
|Net loss for the year                                                      |  | $(514,761)    | $(33,107)    
|Items not involving cash:                                                  |  |               |              
|Gain on disposal of subsidiary                                             |  | (122,311)     | -            
|Foreign exchange                                                           |  | (	284)        | (15,927)     
|Share issuance on disposal                                                 |  | 635,630       | -            
|Changes in non-cash working capital balances consist of:                   |  |               |              
|Accounts receivable                                                        |  | 1,690         | 4,517        
|Investment tax credits receivable                                          |  | -             | 86,920       
|Prepaid expenses                                                           |  | -             | (	100)       
|Accounts payable and accrued liabilities                                   |  | (	7,626)      | 9,914        
|Demand loans                                                               |  | -             | (10,604)     
|Due to shareholders                                                        |  | -             | (22,230)     
|                                                                           |  |               |              
|                                                                           |  | (	7,662)      | 19,383       
|                                                                           |  |               |              
|Increase (decrease) in cash from
discontinued operations prior to disposal |  | (	7,662)      | 19,383       
|Cash balance of subsidiary on disposal                                     |  | (11,721)      | -            
|                                                                           |  |               |              
|Increase (decrease) in cash from
discontinued operations during the year   |  | $(19,383)     | $19,383      
|                                                                           |  |               |              





Note 9	Discontinued Operations - (cont'd)

Loss from discontinued operations is determined as follows:



|                               |               | October 1,                         
|------------------------------ | ------------- | -----------------------------------
|                               |               | 2002 (Date of                      
|                               |               | Inception of                       
|                               | September 30, | Development Stage) to September 30,
|                               | 2004          | 2003                               
|                               |               |                                    
|Expenses                       |               |                                    
|Bank charges and interest      | $478          | $	248                              
|Consulting fees                | -             | 14,358                             
|General and administrative     | 61            | 7,184                              
|Interest on long-term debt     | -             | 411                                
|Legal fees                     | -             | 1,579                              
|Management fees                | 903           | 3,403                              
|Other income                   | -             | (	4,192)                           
|Rent                           | -             | 7,316                              
|Travel                         | -             | 2,434                              
|Wages                          | -             | 366                                
|                               |               |                                    
|Loss before other items        | (	1,442)      | (	33,107)                          
|Other items                    |               |                                    
|Gain on disposal of subsidiary | 122,311       | -                                  
|Share issuance on disposal     | (635,630)     | -                                  
|                               |               |                                    
|                               | $(514,761)    | $(	33,107)                         
|                               |               |                                    



Note 10	Non-cash Transactions

Investing and financing activities that do not have a direct impact on current cash flows are excluded from the statement of cash flows.

During the year ended September 30, 2004, the following transactions were excluded from the statement of cash flows:

The Company issued 4,473,000 pre-consolidated common shares at $0.10 per share to settle loans payable from continuing operations totalling $213,300 and $234,000 of loans included in discontinued operations.

The Company issued 6,400,000 pre-consolidated common shares at $0.10 per share ($640,000) pursuant to the former shareholders of 805332 Alberta Ltd. converting their shares to that of the Company.Theamount added to share capital is net of the nominal amount previously recorded.



Note 11	Comparative Figures

Certain of the comparative figures have been reclassified to conform with the presentation adopted for the current period.

Note 12	Subsequent Events - Note 1

By an agreement dated December 17, 2004, the Company has the option to acquire 100% of the outstanding shares of Anderson Gold (China) Inc. ("Anderson Gold"), a company related by way of common directors. Anderson Gold has entered into a Joint Venture Agreement with a Chinese corporation to earn an 85% interest in the Daguan Exploration Property located in Guizhou, China. In order to exercise this option, the Company must incur exploration expenditures on the property of up to $1,780,000, make cash payments to Anderson Gold of up to $230,000 and issue to the owners of Anderson Gold 10,000,000 of the Company's common shares. These shares are to be held in escrow and released in stages determined by the completion of certain milestones in exploration and development spending and making required cash payments over a four year period.