UNITED
STATES


SECURITIES
AND EXCHANGE COMMISSION


WASHINGTON,
D.C. 20549





FORM
10-K






[X]
            ANNUAL
      REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
      1934For
      the fiscal year ended  June 30, 2008[  ]
            TRANSITION
      REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
      ACTFor the transition
      period from _________ to ________Commission
      file number:000-27645




Ivany Mining,
      Inc.(Exact
      name of registrant as specified in its
charter)




Nevada
            88-0258277(State
      or other jurisdiction of incorporation or organization)
            (I.R.S.
      Employer Identification No.)8720-A Rue Du Frost
              St. Leonard, Quebec,
      Canada
            H1P
      2Z5(Address
      of principal executive offices)
            (Zip
      Code)Registrant’s
      telephone number:  514-325-4567




Securities
      registered under Section 12(b) of the Exchange Act:Title
      of each class
            Name
      of each exchange on which registerednone
            not
      applicableSecurities
      registered under Section 12(g) of the Exchange Act:Title
      of each class
            Name
      of each exchange on which registeredCommon Stock, par
      value $0.001
            not
      applicable





Indicate
by check mark if the registrant is a well-known seasoned issuer, as defined in
Rule 405 of the Securities Act.  Yes
[  ]       No
[X]





Indicate
by check mark if the registrant is not required to file reports pursuant to
Section 13 or Section 15(d) of the Act. Yes
[  ]       No
[X]





Check
whether the Issuer (1) filed all reports required to be filed by Section 13 or
15(d) of the Securities Exchange Act during the past 12 months (or for such
shorter period that the registrant was required to file such reports), and (2)
has been subject to such filing requirements for the past 90
days.  Yes
[X]       No
[   ]





Indicate
by check mark if disclosure of delinquent filers pursuant to Item 405 of
Regulation S-K (§ 229.405 of this chapter) is not contained herein, and will not
be contained, to the best of registrant’s knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form 10-K
or any amendment to this Form 10-K. Yes
[  ]     No [X]





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





Large
accelerated filer [  ] Accelerated filer [  ]
Non-accelerated filer [  ] Smaller reporting company [X]





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





State the
aggregate market value of the voting and non-voting common equity held by
non-affiliates computed by reference to the price at which the common equity was
last sold, or the average bid and asked price of such common equity, as of the
last business day of the registrant’s most recently completed second fiscal
quarter. $5,751,877





Indicate
the number of shares outstanding of each of the registrant’s classes of common
stock, as of the latest practicable date.  25,751,877 as of October 10,
2008.




Table of Contents


graphic 1


TABLE OF
CONTENTS





PagePART
      IItem 1.
            Business
            3Item 1A.
            Risk Factors
            12Item 1B.
            Unresolved Staff Comments
            12Item 2.
            Properties
            13Item 3.
            Legal Proceedings
            17Item 4.
            Submission of Matters to a Vote of Security
      Holders
            17PART
      IIItem 5.
            Market for Registrant’s Common Equity and Related Stockholder
      Matters and Issuer Purchases of Equity Securities
            18Item 6.
            Selected Financial Data
            20Item 7.
            Management’s Discussion and Analysis of Financial Condition and
      Results of Operations
            20Item 7A.
            Quantitative and Qualitative Disclosures About Market
      Risk
            22Item 8.
            Financial Statements and Supplementary Data
            23Item 9.
            Changes In and Disagreements With Accountants on Accounting and
      Financial Disclosure
            23Item 9A(T).
            Controls and Procedures
            23Item 9B.
            Other Information
            24PART
      IIIItem 10.
            Directors, Executive Officers and Corporate
      Governance
            24Item 11.
            Executive Compensation
            26Item 12.
            Security Ownership of Certain Beneficial Owners and Management
      and Related Stockholder Matters
            29Item 13.
            Certain Relationships and Related Transactions, and Director
      Independence
            30Item 14.
            Principal Accountant Fees and Services
            31PART
      IVItem 15.
            Exhibits, Financial Statement Schedules
            32







2
 Table of Contents





PART I


Item 1.   Business





Company
Overview





Ivany
Mining Inc. was formed as a Delaware corporation on July 13,
1999.  Our principal executive offices are located at 8720-A Rue Du
Frost, St. Leonard, Quebec, Canada H1P 2Z5.  Our telephone number is
514-325-4567.





We are in
the business of mineral exploration and development. We have acquired or entered
into agreements to acquire several mineral claims in the provinces and Quebec
and Alberta, Canada. Our plan is to attempt to identify and pursue opportunities
for the acquisition and development of mining properties in Canada and around
the world.





We are
focused on the strategic acquisition and development of uranium, diamond, base
metals, and precious metal properties on a worldwide basis. Our long-term
objective is to become a sustainable mid-tier base & precious metal producer
in Canada & Cambodia, to the benefit of all stakeholders, in a socially and
environmentally responsible manner. Our overall strategy is to rapidly advance
our recently acquired/optioned base & precious metal exploration
properties.





Exploration
of our mineral claims is required before a final determination as to their
viability can be made. The existence of commercially exploitable mineral
deposits in our mineral claims is unknown at the present time and we will not be
able to ascertain such information until we receive and evaluate the results of
our exploration programs.





Zama Lake Pb-Zn
Property





Acquisition
of Property





On
September 11, 2007, we entered into a Letter of Intent Purchase Agreement (the
“Purchase Agreement”) with Star Uranium Corp. (“Star Uranium”). Under the terms
of the Purchase Agreement, Star Uranium has agreed to transfer to us ten mining
claims located in the Zama Lake area of northern Alberta, Canada. Under the
Purchase Agreement, we paid Star Uranium a cash purchase price of $100,000CDN.
Also, we issued Star Uranium 150,000 shares of our common stock as additional
consideration for the purchased mining claims. The mining claims transferred
under the Purchase Agreement cover a total of approximately 92,160
hectares.





Under the
Purchase Agreement, we have also agreed to invest certain minimum amounts in the
development of the mineral properties. Subject to any negotiated adjustments
which may be made by the parties based on future geological evaluation, we are
required to spend a minimum of $400,000CDN toward exploration of the properties
before May 16, 2008 and an additional $1,000,000CDN toward exploration and
development before May 16, 2010.





Star
Uranium has retained a 2% smelter royalty on the properties and has retained all
diamond rights. We have the option to buy-down the retained net smelter royalty
to 1% by making an additional payment of $1,000,000CDN to Star Uranium at any
time. The Purchase Agreement,




3
 Table of Contents




which is
in the form of a short Letter of Intent, may be replaced by a more formal
agreement if deemed necessary by the parties.





On
September 12, 2007, we acquired additional claims in Alberta under an Alberta
Mining Claims Purchase Agreement (the “Purchase Agreement”) with Derek Ivany and
Royal Atlantis Group, Inc. (“Royal Atlantis”). Under the terms of the Purchase
Agreement, Mr. Ivany and Royal Atlantis have transferred to us a total of six
mining claims located in the province of Alberta, Canada.





In
exchange for the mining claims transferred to us under the Purchase Agreement,
we paid a total of $20,000 ($10,000 each) to Mr. Ivany and Royal
Atlantis.





In 2007,
Ivany Mining Inc. hired Paul A. Hawkins & Associates Ltd. an independent
geological services firm to further analyze and complete a National Instrument
43-101 compliance form on the property. The report covers the property optioned
from Star Uranium and outlines a detailed exploration program that the company
is anxious to begin this year.





Description
and Location of the Zama Lake Property





The Zama
Lake Pb-Zn property consists of ten metallic mineral permits covering 92,160
hectares (227,732.3 acres) located 700 km north northwest of Edmonton Alberta.
The property is a grass roots Pb-Zn Play staked as the result of the discovery
of anomalous sphalerite and galena grains found in till samples collected during
diamond exploration. The property area is forested and hosts parts of the Zama
Lake Oil and Gas field. Zama Lake and Zama City are oil industry support bases
and are located within the property.





The Zama
Lake Pb-Zn consists of ten metallic mineral permits covering 92,160 hectares
(227,732.3 acres) located 700 km north northwest of Edmonton Alberta. The
property is a grass roots Pb-Zn Play staked as the result of the discovery of
anomalous sphalerite and galena grains found in till samples collected during
diamond exploration. The property area is forested and hosts parts of the Zama
Lake Oil and Gas field. Zama Lake and Zama City are oil industry support bases
and are located within the property. The First Nation Dene Tha’
(Assumption-Habay-Chateh) settlement exists to the south of the
property.





Exploration
Potential





The
presence of anomalous concentrations of sphalerite and galena in the coarse sand
fraction of till from the Zama Lake area suggests the possible presence of
proximal Pb-Zn mineralization. Given the area geology, this mineralization may
be either Sedex mineralization in the underlying shale or MVT mineralization in
the deeper carbonates.





Northern
Alberta hosts a thick sequence of shale, which is cut by the Great Slave Shear
Zone which extends southwest from the Pine Point area into the Zama Lake /
Rainbow Lake area. Core studies of Keg River carbonate in the area show
dolomitization, brecciation, and the presence of cements containing fluorite,
chalcopyrite, sphalerite, and / or galena, which are indicative of hydrothermal
activity in the immediate region. This hydrothermal activity is likely present




4
 Table of Contents




because
the association of higher temperature saddle dolomite with epigenetic lead and
zinc mineralization, hydrocarbons, and sulfate-rich carbonate proximal to major
basement faults. The discovery of significant concentrations of Zn and Pb in
modern saline formation waters emanating from Middle Devonian Keg River
Formation in northern Alberta suggests a possible ore-source in the area that
has not yet been discovered (Hitchon, 1993).




Throughout
northern Alberta and southern Northwest Territories, numerous and extensive
thick carbonate successions occur in the cratonic platform wedge of strata
within the Western Canadian Sedimentary Basin. These same rocks host the Pine
Point MVT mineralization. No Sedex deposits have been found in Cenozoic or
Mesozoic age rocks but there is a clear association and close genetic link
between deposit types. Potential exists for both types of deposit in the Zama
Lake area.





The
exploration potential of the Zama Lake Pb-Zn property lies in the recognition
that the discovery of sphalerite, galena, barite grains in heavy mineral
concentrates are being indicative of the metal bearing hydrothermal fluids
ascending through a sedimentary package which hosts carbonates and shale where
they could have deposited economic Pb-Zn deposits. Previous to this, sphalerite
and galena occurrences were known in the Devonian carbonate rocks in oil wells
in northern Alberta. High levels of metals were also found in saline formation
waters in Devonian Keg River Formation. Both the federal (GSC) and provincial
(AGS) geological surveys have been promoting the Pb-Zn conceptual potential of
the Western Canadian Sedimentary Basin for several years (Rice, 2001; Hannigan,
2002; Hannigan et al., 2003). Previous analyses of Devonian formation waters in
Northern Alberta show these waters to be Pb-rich and are thus not related to
Pine Point because the deposit is Zn-rich. Recent analysis shows that Zn values
are in an order of magnitude greater than Pb (Hannigan et al., 2003). Lead
isotope dating of the Pine Point deposits is 290 Ma (290 million years ago or
Late Pennsylvanian age). The metal-bearing fluids responsible for Pine Point are
much older and likely different than modern formation waters. Modern formation
waters are likely driven by a Laramide deformation event within the Cretaceous.
This would make the whole sedimentary package prospective for Pb-Zn
deposition.





The
presence of the classical Pb - Zn - Mo anomalous geochemistry on a regional
basis in the surficial environment in the clay silt fraction of till within the
Zama Lake area indicates proximal source and not a far traveled transported
anomaly. This potential has only recently been recognized. The structural
setting of the Zama Lake Area along parallel structures to the MacDonald - Great
Slave Fault northeast-southwest system and cross cutting northwest-southwest
structures is similar in setting to the Pine Point Area. Most of these
structures are basement features, which have been reactivated over time and
penetrate nearly the full sedimentary package. These structures are likely one
of the major controls localizing mineralization.





Exploration
on the Zama Lake property consisting of till sampling, examination of indicator
mineral concentrates and silt geochemistry indicates the likely proximal
presence of Pb-Zn mineralization near surface. The best potential likely exists
along structural breaks (faults), collapse structures, porous zones (tuffs), and
proximal or up dip of petroleum zones. This potential likely exists beyond the
carbonates at depth and into the shale. Further work is required to evaluate
this grass-roots Pb-Zn property of merit.





5
 Table of Contents




Geological
Exploration Program in General and Recommendations From Our Consulting
Geologist





We have
obtained an independent Technical Report on the Zama Lake property from Paul A.
Hawkins, P.Eng. Mr. Hawkins prepared the Technical Report and reviewed all
available exploration data completed on these mineral claims.





The
property that is the subject of the Zama Lake property is undeveloped and does
not contain any open-pit or underground mines which can be rehabilitated. There
is no commercial production plant or equipment located on the property that is
the subject of the mineral claim. We have not yet commenced the field work phase
of our initial exploration program. Exploration is currently in the planning
stages. Our exploration program is exploratory in nature and there is no
assurance that mineral reserves will be found.





In order
to further evaluate the potential of the Zama Lake property, our consulting
geologist has recommended a two-phase exploration program.





Phase I





Sub-surface
data should be compiled from select wells on the property to compile the shallow
stratigraphy from well logs. Any structural information from the logs would also
be valuable. Bedrock topography would also be important to avoid areas of deep
overburden. This information can likely be acquired at a minimum
cost.





Further,
more extensive bulk till and silt geochemical sampling should be untaken at a
higher density using ATV for better access into more remote and wetter areas
where summer access does not exist. Coverage of silt geochemistry sampling
should be expanded beyond that of addition bulk till sampling. Orientation
studies should also be undertaken to define variation with depth and lateral
variation within burrow pits near current anomalous areas. Increasing bulk till
sample size should also be evaluated. Data from GSC / AGS multi-element sampling
should be fully integrated into a single database.





Isotopic
age dating of the sulfide indicator minerals recovered is warranted to date the
age of the mineralization. The age date for mineralization at Pine Point is 290
million years ago. The age date for mineral at Zama Lake in the subsurface
within Devonian carbonates is of a similar age. Mineralization near surface may
relate to the Laramide Orogeny 47 ±10 Ma (million years ago). This Laramide
Orogeny likely deforms rocks up and including Cretaceous age rock. If the age
dates are much younger than the old lead dates for Pine Point, the potential for
the play increases significantly. Several of the grains should have their
isotopic composition determined.





Processing
of aeromagnetic data should be completed and targets selected for ground
follow-up. Follow-up ground geophysics should likely initially consist of ground
magnetometer, VLF-EM, HLEM and selected induced polarization (IP) surveys. The
best suite of surveys should be determined given the local ground conditions and
overburden thickness. It will likely be possible




6
 Table of Contents




in some
cases to use pre-existing grid lines from seismic surveys. Total cost for the
Phase I program is estimated at $400,000.





Phase II





The
recommended Phase II program is largely a winter drilling program because of
access issues. A suite of ground geophysics would delineate drill targets.
Drilling would then be conducted on defined targets within 152.4 m (500 ft) of
surface. Where possible, surface access would be gained by using pre-existing
winter roads. Operations would likely be based out of one of Zama City’s open
camps. Special care would be required in areas of shallow natural gas. The
special care procedures would not be cost prohibitive but include extra training
of crews, spark arrestor on diesel engines and gas deflector on casings. The
drilling component of the Phase II program budget is contingent on the
delineation of suitable drill targets. A phase II budget of $1,000,000 is
recommended.





Exploration
Budget




Phase
      IWell
      Log Data Compilation
            $
            25,000Heavy
      Mineral Sampling
            $
            25,000Laboratory
      & Isotopic Analysis
            $
            35,000Ground
      Geophysics (IP, EM and Mag)
            $
            265,000Project
      Management and Reporting
            $
            50,000Phase
      I Total
            $
            400,000
            
            $
            400,000Phase
      IIGround
      Geophysics (IP, EM and Mag)
            $
            200,000Diamond
      Drilling (3000 m.)
            $
            750,000Project
      Management and Reporting
            $
            50,000Sub-total=
            $
            1,000,000
            
            $
            1,000,000Project
      Total=
            $
            1,400,000





7
 Table of Contents




Quebec
Properties





We have
also acquired a 100% interest in two large sets of mineral claims in the
province of Quebec, Canada. We have not yet commissioned geological or technical
reports on these properties and can give no data or other assurances regarding
their value or exploration potential at this time. We plan to obtain independent
reports regarding these properties in the near future. The following is a brief
description of the Quebec properties our plans for conducting initial surveying
and sampling on these claims:





Temiscamingue
property





The
Temiscamingue property is located approximately 40 kilometers east of the town
of Ville Marie and 100 kilometers south of Rouyn Noranda, halfway between the
Elliott Lake Uranium camp in Ontario and the Abitibi Gold Belt, within the
Grenville Province Front. The project is accessible via logging roads.
Government regional stream sediment survey have identified many anomalies in the
area. Property is strategically located between the claims of Superior Diamonds
(adjacent to the north) where new kimberlites have recently been discovered and
the property of Aurizon Mines (adjacent to the south) which has reported as much
as 100 grams of gold per ton during till sampling with the objective of
identifying the gold dispersion trains previously outlined. Ivany Mining has
acquired a 100% undivided interest of 24928.68 acres in this mineral rich
Temiscamingue region.





Regional
Geology





The
Superior Province is the largest Archean craton in the world, half of which is
located in Québec. This craton is a highly prospective region for kimberlite
exploration, meeting all four criteria for hosting economic grades of
diamond-bearing kimberlite: 1) the presence of an Archean craton; 2) the
refractive, relatively cool and low-density peridotitic root of the craton has
been insulated against reheating and excessive tectonic reworking; 3) the
presence of major tectonic structures; and 4) association of diamonds with other
intrusive rocks. Four kimberlite fields have been identified in Québec, the
Temiscamingue Field being one of these.





Local
Geology





The
Property over thrusts 2 geological structural provinces, intruded by
granite-granodiorite-mafic and ultramafic rocks all faulted and sheared. Fault
sets and lineaments intersect the Structural Thrust Front. It is on the
Central-median ridge of the “Temiscamingue Lake Rift” and on the strike of many
Diamond Kimberlite occurrences.





Stream
sediment geochemistry points to strong anomalies for Nickel, Uranium, and Rare
Earths Elements along with good gold potential and many circular shape magnetic
anomalies to be tested for their Kimberlitic potential.





8
 Table of Contents




Exploration
Plans





Although
we had originally planned a 2008 exploration budget of CDN $600,000 for
Temiscamingue in 2008, we have decided to focus on our Zama Lake properties
instead.  At this time, we plan to conduct limited ground exploration
on the Temiscamingue property during the Summer of 2008.





Mont Laurier
properties





Ivany
Mining owns a 100% interest in a large group of claims situated in the area of
Mont Laurier, Quebec, the property is located less than 200 kilometers northwest
of Montreal and is easily accessible by both paved and gravel roads. The Mont
Laurier properties were acquired after Nova Uranium and Strateco Resources made
several discoveries in the area. Ivany Mining has claims adjacent to Strateco
and Nova uranium in a North/South trend. Previous exploration in the area has
resulted in many uranium showings including a grab sample showing a result of
over 70lbs/ton of U308. Also, there are estimations of sizeable U308 reserves in
the area, but theses reserves are pre NI-43 101 therefore not compliant. With
the price of U308 recently climbing to $136 per pound, there has been renewed
interesting the area. The close proximity to a major metropolitan city makes
this project very attractive as exploration and mining costs are sharply reduced
as compared to projects in remote areas.





Regional
Mineralization





The Mont
Laurier Uranium Exploration Camp area is one of many radioactive districts
scattered throughout the Grenville Structure Province. Many of the Grenville
radioactive occurrences (chiefly related to intrusives of granitic composition)
are found in the southwestern extent of the structural province, extending from
southwest Quebec into eastern Ontario.





Local
Mineralization





The
Property hosts at least 21 historical uranium showings, where syngenetic uranium
mineralization is found in metamorphic pegmatites and granites. Some of these
major mineral showings are comprised of a collection of smaller individual
uranium occurrences.





As a
general rule, syngenetic uranium deposits form as the result of high temperature
igneous and/or metamorphic differentiation caused by the exclusion of uranium
(and other radioactive elements) from the crystal structure of most rock-forming
minerals. This type of uranium deposit is confined to high-grade metamorphic
terrains, typically occurring within Achaean to early Proterozoic aged basement
granite gneiss complexes. Deposits are normally associated with major regional
scale structural faults and/or structures related to the emplacement of
deep-seated alkaline intrusive bodies. Host rock lithologies are generally
granitic in composition, occurring as intricate dyke-sill complexes, varying in
texture from aplitic to pegmatitic. Ore minerals typically include finely
disseminated crystals of uraninite, uranothorite and allanite, with less common
secondary minerals like, uranophane or pitchblende.





9
 Table of Contents




Exploration
Plans





Although
we had tentatively planned a 2008 exploration budget of $452,000 for the Mont
Laurier properties, these plans have been placed on hold so that we may focus on
the Zama Lake exploration.  No exploration expenditures are currently
planned for the Mont Laurier properties.  We may, however, undertake
an initial program of sampling and drilling in the future.





Competition





The
mineral exploration industry, in general, is intensely competitive and even if
commercial quantities of reserves are discovered, a ready market may not exist
for the sale of the reserves.





Most
companies operating in this industry are more established and have greater
resources to engage in the production of mineral claims. We have only recently
acquired or entered into agreements to acquire our mineral claims and our
operations are not well-established. Our resources at the present time are
limited. We may exhaust all of our resources and be unable to complete full
exploration of the Zama Lake mineral claims or our other properties. There is
also significant competition to retain qualified personnel to assist in
conducting mineral exploration activities. If a commercially viable deposit is
found to exist and we are unable to retain additional qualified personnel, we
may be unable to enter into production and achieve profitable operations. These
factors set forth above could inhibit our ability to compete with other
companies in the industry and entered into production of the mineral claim if a
commercial viable deposit is found to exist.





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.





Employees





We have
no employees as of the date of this prospectus. We conduct our business largely
through agreements with consultants and other independent third party
vendors.





Research
and Development Expenditures





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





Subsidiaries





We have
neither formed, nor purchased any subsidiaries since our
incorporation.





Patents
and Trademarks





We do not
own, either legally or beneficially, any patent or trademark.





10
 Table of Contents




Government
Regulation and Supervision





The
Metallic Minerals and Industrial Minerals Permits (“Permits”) which comprise the
Zama Lake Property were staked under the terms of the Mines and Minerals Act –
Metallic and Industrial Minerals Tenure Regulation (AR 145/2005). The permits
grants the holder:





(a) the
non-exclusive right to explore for metallic and industrial minerals on the
surface of the location,


(b) the
exclusive right to explore for metallic and industrial minerals in the
subsurface strata within and under the location, and





(c) the
right to remove samples of metallic and industrial minerals from the location
for the purposes of assaying and testing and of metallurgical, mineralogical and
other scientific studies. (AR 145/2005)





The
regulations require that the recorded holder of permits shall perform, or have
performed, exploration and development work (assessment work) on the permits to
a per hectare value of $5 in the first assessment period. A permit assessment
period is two years. In the second and third assessment periods this increases
to $10 per hectare. In the fourth to seventh assessment period this increases to
$15 per hectare. No filing fees are associated with filing assessment work.
These assessment work requirements are calculated from the date of issue of the
current permit.


A permit
may be held for fourteen years and can vary in size from a minimum of 16
hectares to a maximum of 9,216 hectares. Permit boundaries are defined by the
Alberta Township Survey system. Permit locations are therefore defined by a
township, range, section, and legal subdivision. A township is 9,216 hectares in
size while a section is 256 hectares. A legal survey division (“LSD”) is 16
hectares in size. Permits may be grouped for application of assessment work
provided they are contiguous.





The
holder of a permit may after two years apply for a lease provided the first
year’s rent for the lease is paid in advance and the Minister of Energy has been
provided evidence that a deposit exists on the location applied for. The lease
has a term of fifteen years and may be extended a further fifteen years upon
approval of the Minister of Energy. The lease permits the holder to hold the
ground fee simple without further assessment work requirements.





Prospecting
for Crown minerals using hand tools is permitted throughout Alberta without a
license, permit, or regulatory approval, as long as there is no surface
disturbance (AR 213, 1998). Prospecting on privately owned land or land under
lease is permitted without any departmental approval, however, the prospector
must obtain consent from the landowner or leaseholder before starting to
prospect. Unoccupied public lands may be explored without restriction, but as a
safety precaution prospectors working in remote areas should inform the local
Sustainable Resource Development (forestry) office of their
location.





When
prospecting, the prospector can use a vehicle on existing roads, trails and cut
line. If the work is on public land, the prospector can live on the land in a
tent, trailer, or other shelter for up to fourteen days. For periods longer than
fourteen days, approval should be obtained from the




11
 Table of Contents




Land
Administration Division. If the land is privately owned or under lease, the
prospector must make arrangements with the landowner or leaseholder. Exploration
approval is not needed for aerial surveys or ground geophysical and geochemical
surveys, providing they do not disturb the land or vegetation
cover.





If
mechanized exploration equipment is to be used and/or the land surface
disturbed, the prospector or company must obtain the appropriate approvals and
permits, as required under the Metallic and Industrial Minerals Exploration
Regulation. Most projects require an Exploration License, Exploration Permit and
Exploration Approval. The following sections describe the criteria and
procedures for each of these.





An
Exploration License must be obtained before a person or company can apply for,
or carry out an exploration program. The license holder is then accountable for
all work done under this exploration program. However, the licensee cannot carry
out any actual exploration activity until the Department of Environmental
Protection issues an Exploration Approval for each program submitted under that
license. A fee of $50 must accompany the license application. The license is
valid throughout Alberta and remains in effect as long as the company is
operating in the province. If a license holder wants to use exploration
equipment, such as a drilling rig, an Exploration Permit must be obtained. A fee
of $50 must accompany the license application. The permit is valid throughout
Alberta and remains in effect as long as the company is operating in the
province.





Approval
must be obtained if an exploration project involves environmental disturbance
such as drilling, trenching, bulk sampling or the cutting of grids that involves
more than limbing trees and removing underbrush. Samples up to 20 kg in size may
be taken for assay and testing purposes, but larger samples must be authorized
by the Department of Energy. The licensee does not need to hold the mineral
rights for an area to apply for an Exploration Approval.





Project
approval is through the Land and Forest Service of Alberta Environmental
Protection. If an application has been completed and the appropriate field staff
has copies of the program, approval can usually be obtained in about ten working
days. Each application for exploration approval must be accompanied by a fee of
$100. After receiving exploration approval, the prospector or exploration
company may conduct the approved activity. However, if they modify their
program, the designated field officer must be contacted to review and approve
the changes. A final report must be submitted to Land and Forest Service of
Alberta Environmental Protection within sixty days following completion of the
exploration program. The report must show the actual fieldwork, and include a
map showing the location of drilling, test pits, excavations, constructed roads,
existing trails utilized and all other land disturbances.





Item 1A.   Risk Factors.





A smaller
reporting company is not required to provide the information required by this
Item.





Item 1B.   Unresolved Staff Comments





A smaller
reporting company is not required to provide the information required by this
Item.




12
 Table of Contents




Item 2.   Properties





Zama Lake
Property





The
property is located in the Bistcho Lake Area of northern Alberta within the
Municipal District of Mackenzie No. 23, approximately 700 km (435 miles) north
northwest of Edmonton (Figure 1). The property lies on the southern margin of
the Cameron Hills in N.T.S. 84M and is centered on 57° 28' N 127° 22' W. The
nearest supply point to the project is the town of High Level, which is 130 km
to the southeast.








13
 Table of Contents





The ten
permits, which make up the property, are shown on Figure 2.








14
 Table of Contents




Temiscamingue
Property





The
Temiscamingue property is located approximately 40 kilometers east of the town
of Ville Marie and 100 kilometers south of Rouyn Noranda, halfway between the
Elliott Lake Uranium camp in Ontario and the Abitibi Gold Belt, within the
Grenville  Province Front.









15
 Table of Contents




Mont Laurier
properties





Ivany
Mining owns a 100% interest in a large group of claims situated in the area of
Mont Laurier, Quebec, the property is located  less than 200
kilometers northwest of Montreal.











16
 Table of Contents




Corporate
Offices





Our
corporate offices are located at 8720-A Rue Du Frost, St. Leonard, Quebec,
Canada, H1P 2Z5.  Our offices are provided at no cost.





Item 3.   Legal Proceedings





We are
not a party to any pending legal proceeding. We are not aware of any pending
legal proceeding to which any of our officers, directors, or any beneficial
holders of 5% or more of our voting securities are adverse to us or have a
material interest adverse to us.





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





No
matters were submitted to a vote of the Company's shareholders during the fiscal
year ended June 30, 2008.




17
 Table of Contents




PART II





Item 5.    Market for Registrant’s Common Equity and
Related Stockholder Matters and Issuer Purchases of Equity
Securities





Market
Information





Our
common stock is currently quoted on the OTC Bulletin Board (“OTCBB”), which is
sponsored by FINRA. The OTCBB is a network of security dealers who buy and sell
stock. The dealers are connected by a computer network that provides information
on current "bids" and "asks", as well as volume information. Our shares are
quoted on the OTCBB under the symbol “IVNM.”





The
following table sets forth the range of high and low bid quotations for our
common stock for each of the periods indicated as reported by the OTCBB. These
quotations reflect inter-dealer prices, without retail mark-up, mark-down or
commission and may not necessarily represent actual transactions.





Fiscal
      Year Ending June 30, 2008Quarter
      Ended
            
            High
      $
            
            Low
      $June
      30, 2008
            
            1.25
            
            0.90March
      31, 2008
            
            0.81
            
            0.65December
      31, 2007
            
            0.65
            
            0.65September
      30, 2007
            
            5.00
            
            0.75








Fiscal
      Year Ending June 30, 2007Quarter
      Ended
            
            High
      $
            
            Low
      $June
      30, 2007
            
            6.00
            
            1.10March
      31, 2007
            
            6.00
            
            2.50December
      31, 2006
            
            4.50
            
            2.50September
      30, 2006
            
            4.50
            
            3.50





On
October 7, 2008, the last sales price per share of our common stock was
$0.05.





Penny
Stock





The SEC
has adopted rules that regulate broker-dealer practices in connection with
transactions in penny stocks. Penny stocks are generally equity securities with
a market price of less than $5.00, other than securities registered on certain
national securities exchanges or quoted on the NASDAQ system, provided that
current price and volume information with respect to transactions in such
securities is provided by the exchange or system. The penny stock rules require
a broker-dealer, prior to a transaction in a penny stock, to deliver a
standardized risk disclosure document prepared by the SEC, that: (a) contains a
description of the nature and level of risk in the market for penny stocks in
both public offerings and secondary trading; (b) contains a description of the
broker's or dealer's duties to the customer and of the rights and remedies




18
 Table of Contents




available
to the customer with respect to a violation of such duties or other requirements
of the securities laws; (c) contains a brief, clear, narrative description of a
dealer market, including bid and ask prices for penny stocks and the
significance of the spread between the bid and ask price; (d) contains a
toll-free telephone number for inquiries on disciplinary actions; (e) defines
significant terms in the disclosure document or in the conduct of trading in
penny stocks; and (f) contains such other information and is in such form,
including language, type size and format, as the SEC shall require by rule or
regulation.





The
broker-dealer also must provide, prior to effecting any transaction in a penny
stock, the customer with (a) bid and offer quotations for the penny stock; (b)
the compensation of the broker-dealer and its salesperson in the transaction;
(c) the number of shares to which such bid and ask prices apply, or other
comparable information relating to the depth and liquidity of the market for
such stock; and (d) a monthly account statement showing the market value of each
penny stock held in the customer's account.





In
addition, the penny stock rules require that prior to a transaction in a penny
stock not otherwise exempt from those rules, the broker-dealer must make a
special written determination that the penny stock is a suitable investment for
the purchaser and receive the purchaser's written acknowledgment of the receipt
of a risk disclosure statement, a written agreement as to transactions involving
penny stocks, and a signed and dated copy of a written suitability
statement.





These
disclosure requirements may have the effect of reducing the trading activity for
our common stock. Therefore, stockholders may have difficulty selling our
securities.





Holders
of Our Common Stock





As of
October 10, 2008, we had 25,751,877 shares of our common stock issued and
outstanding, held by 94 shareholders of record.





Dividends





There are
no restrictions in our articles of incorporation or bylaws that restrict us from
declaring dividends. The Delaware General Corporation Law (the “DGCL”) provides
that a corporation may pay dividends out of surplus, out the corporation's net
profits for the preceding fiscal year, or both provided that there remains in
the stated capital account an amount equal to the par value represented by all
shares of the corporation's stock raving a distribution preference.





We have
not declared any dividends, and we do not plan to declare any dividends in the
foreseeable future.





Securities
Authorized for Issuance under Equity Compensation Plans





On
October 18, 2007, our Board of Directors approved the adoption of the 2007 Stock
Option Plan of Ivany Mining, Inc. (the “Plan”).  On July 24, 2008, we
filed a Registration Statement on Form S-8 to register with the Securities and
Exchange Commission (the “Commission”) 5,000,000 shares of our common stock, par
value $0.001 per share, which may be issued by us




19
 Table of Contents




upon the
exercise of options granted, or other awards made, pursuant to the terms of the
Plan.  A copy of the Plan was filed as an exhibit with the Form S-8 on
July 24, 2008. Options to purchase total of 2,500,000 shares have been granted
under the plan; a total of 2,500,000 shares therefore remain authorized but not
yet awarded under the Plan.





Recent
Sales of Unregistered Securities





None.





Item 6.   Selected Financial Data





A smaller
reporting company is not required to provide the information required by this
Item.





Item 7.  Management’s Discussion and Analysis of Financial
Condition and Results of Operations





Forward-Looking
Statements





Certain
statements, other than purely historical information, including estimates,
projections, statements relating to our business plans, objectives, and expected
operating results, and the assumptions upon which those statements are based,
are “forward-looking statements” within the meaning of the Private Securities
Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933 and
Section 21E of the Securities Exchange Act of 1934. These forward-looking
statements generally are identified by the words “believes,” “project,”
“expects,” “anticipates,” “estimates,” “intends,” “strategy,” “plan,” “may,”
“will,” “would,” “will be,” “will continue,” “will likely result,” and similar
expressions. We intend such forward-looking statements to be covered by the
safe-harbor provisions for forward-looking statements contained in the Private
Securities Litigation Reform Act of 1995, and are including this statement for
purposes of complying with those safe-harbor provisions. Forward-looking
statements are based on current expectations and assumptions that are subject to
risks and uncertainties which may cause actual results to differ materially from
the forward-looking statements. Our ability to predict results or the actual
effect of future plans or strategies is inherently uncertain. Factors which
could have a material adverse affect on our operations and future prospects on a
consolidated basis include, but are not limited to: changes in economic
conditions, legislative/regulatory changes, availability of capital, interest
rates, competition, and generally accepted accounting principles. These risks
and uncertainties should also be considered in evaluating forward-looking
statements and undue reliance should not be placed on such statements. We
undertake no obligation to update or revise publicly any forward-looking
statements, whether as a result of new information, future events or otherwise.
Further information concerning our business, including additional factors that
could materially affect our financial results, is included herein and in our
other filings with the SEC.





Plan
of Operation in the Next Twelve Months





Our
immediate business plan is to proceed with the exploration of the Zama Lake
mineral claims to determine whether there are commercially exploitable reserves
of lead, zinc or other metals.




20
 Table of Contents




We have
commenced our initial exploration program as recommended by our consulting
geologist and as required by the Agreement under which we have acquired the
property.  As of June 30, 2008, we have incurred approximately
$491,259.65 in costs related to the Zama Lake properties, including acquisition
cost and exploration expenses.  Most recently, we have completed an
airborne survey of four townships within the property.  We are
currently analyzing  the results of this survey for the purpose of
identifying target areas for follow-up exploration. The costs incurred to date
have satisfied the 2008 exploration expenditure obligations imposed by the
Agreement under which we acquired the property.  The complete
recommended geological program for the Zama Lake mineral claims will cost a
total of approximately $1,400,000.  Our plan of operations for the
current fiscal year is to continue the recommended exploration program on the
Zama Lake property.





In order
to continue operating and to complete our planned exploration programs, we will
need to raise additional capital. We anticipate that additional funding will be
required in the form of equity financing from the sale of our common stock. We
cannot provide investors with any assurance, however, that we will be able to
raise sufficient funding from the sale of our common stock to fund all of our
anticipated expenses. We believe that outside debt financing will not be an
alternative for funding exploration programs. The risky nature of this
enterprise and lack of tangible assets other than our mineral claims places debt
financing beyond the credit-worthiness required by most banks or typical
investors of corporate debt until such time as economically viable mines can be
demonstrated.





We do not
have plans to purchase any significant equipment or change the number of our
employees during the next twelve months.





Results
of Operations for the years ended June, 2008 and 2007





We have
not earned any revenues since the inception of our current business
operations.  We are presently in the exploration stage of our business
and we can provide no assurance that we will discover commercially exploitable
levels of mineral resources on our mineral properties, or if such resources are
discovered, that we will enter into commercial production.





We
incurred operating expenses in the amount of $1,847,014 for the year ended June
30, 2008 and in the amount of $0 for the year ended June 30, 2007.  Of
this total, $1,292,667 reflects the fair value of options granted to our
officers, $413,788 represents other general and administrative expenses,
$139,801 represents direct exploration expenses, and $758 represents
depreciation.  We have incurred total operating expenses of $1,847,014 from
the inception of our current operations through June 30, 2008.  We
incurred no operating expenses from discontinued operations in the year ended
June 30, 2008.  We incurred operating expenses from discontinued
operations in the amount of $38,869 in the year ended June 30,
2007.  Since our inception, we have incurred total operating expenses
from discontinued operations in the amount of $6,397,904.





We
incurred a net loss in the amount of $1,847,014 for the year ended June 30, 2008
and in the amount of $38,869 for the year ended June 30, 2007. Since the
inception of our current operations through June 30, 2008, we have incurred a
total net loss of $1,847,014. Our losses are attributable to operating expenses
together with a lack of any revenues.  We anticipate our operating
expenses will increase as we continue with our plan of
operations.  The increase will be attributable to continuing with the
geological exploration programs for our several mineral claims.





21
 Table of Contents




Liquidity
and Capital Resources





As of
June 30, 2008, we had current assets in the amount of $120,304, consisting
entirely of cash. Our current liabilities as of June 30, 2008, were $14,263.
Thus, we had working capital of $106,041 as of June 30, 2008.





We do not
anticipate earning revenues until such time that we exercise our option entered
into commercial production of our mineral properties. We are presently in the
exploration stage of our business and we can provide no assurance that we will
discover commercially exploitable levels of mineral resources our mineral
properties, or if such resources are discovered, that we will enter into
commercial production.





Going
Concern





We have
not attained profitable operations and are dependent upon obtaining financing to
pursue significant exploration activities. We have incurred cumulative net
losses of approximately $8,244,918 since our inception and require capital for
our contemplated operational and marketing activities to take place. Our ability
to raise additional capital through the future issuances of the common stock is
unknown. The obtainment of additional financing, the successful development of
our contemplated plan of operations, and our transition, ultimately, to the
attainment of profitable operations are necessary for us to continue
operations.  For these reasons, our auditors stated in their report
that they have substantial doubt we will be able to continue as a going
concern.





Purchase
or Sale of Equipment





We do not
expect to purchase or sell any plant or significant equipment.





Personnel





Mr. Derek
Ivany, our President and Director, and Mr. Victor Cantore, our Chief Financial
Officer and Director, are currently each working approximately 10 to 20 hours
per week to meet our needs.  As demand requires, Mr. Ivany and Mr.
Cantore will devote additional time.  We currently have no other
employees.  We do not expect to increase our number of employees
during the next twelve months.





Off
Balance Sheet Arrangements





As of
June 30, 2008, there were no off balance sheet arrangements.





Item 7A.   Quantitative and Qualitative Disclosures About
Market Risk





A smaller
reporting company is not required to provide the information required by this
Item.





22
 Table of Contents





Item 8.   Financial Statements and Supplementary
Data





See the
financial statements annexed to this annual report.





Item
9.   Changes In and Disagreements with Accountants on Accounting
and FinancialDisclosure





No events
occurred requiring disclosure under Item 307 and 308 of Regulation S-K during
the fiscal year ending June 30, 2007.





Item 9A(T).  Controls and Procedures





Disclosure
controls and procedures are controls and other procedures that are designed to
ensure that information required to be disclosed in company reports filed or
submitted under the Securities Exchange Act of 1934 (the “Exchange Act”) is
recorded, processed, summarized and reported, within the time periods specified
in the Securities and Exchange Commission’s rules and forms. Disclosure controls
and procedures include without limitation, controls and procedures designed to
ensure that information required to be disclosed in company reports filed or
submitted under the Exchange Act is accumulated and communicated to management,
including our chief executive officer and treasurer, as appropriate to allow
timely decisions regarding required disclosure.





As
required by Rules 13a-15 and 15d-15 under the Exchange Act, our chief executive
officer and chief financial officer carried out an evaluation of the
effectiveness of the design and operation of our disclosure controls and
procedures as of June 30, 2008. Based on their evaluation, they concluded that
our disclosure controls and procedures were effective.





Our
internal control over financial reporting is a process designed by, or under the
supervision of, our chief executive officer and chief financial officer and
effected by our board of directors, management and other personnel, to provide
reasonable assurance regarding the reliability of our financial reporting and
the preparation of our financial statements for external purposes in accordance
with generally accepted accounting principles. Internal control over financial
reporting includes policies and procedures that pertain to the maintenance of
records that in reasonable detail accurately and fairly reflect the transactions
and dispositions of our assets; provide reasonable assurance that transactions
are recorded as necessary to permit preparation of our financial statements in
accordance with generally accepted accounting principles, and that our receipts
and expenditures are being made only in accordance with the authorization of our
board of directors and management; and provide reasonable assurance regarding
prevention or timely detection of unauthorized acquisition, use or disposition
of our assets that could have a material effect on our financial
statements.





Under the
supervision and with the participation of our management, including our chief
executive officer, we conducted an evaluation of the effectiveness of our
internal control over financial reporting based on the criteria established in
Internal Control – Integrated Framework issued by the Committee of Sponsoring
Organizations of the Treadway Commission (“COSO”). Based on this evaluation
under the criteria established in Internal Control – Integrated Framework, our
management concluded that our internal control over financial reporting was
effective as of June 30, 2008.





23
 Table of Contents




This
annual report does not include an attestation report of our registered public
accounting firm regarding internal control over financial reporting.
Management’s report was not subject to attestation by our registered public
accounting firm pursuant to temporary rules of the Securities and Exchange
Commission that permit us to provide only management’s report in this annual
report.





During
the most recently completed fiscal quarter, there has been no change in our
internal control over financial reporting that has materially affected or is
reasonably likely to materially affect, our internal control over financial
reporting.




Item 9B.   Other Information





None




PART III





Item 10.  Directors, Executive Officers and Corporate
Governance





The
following information sets forth the names of our current directors and
executive officers, their ages as of June 30, 2008 and their present
positions.





Name
            Age
            Office(s)
      HeldDerek
      Ivany
            25
            President,
      Chief Executive Officer, and DirectorVictor
      Cantore
            42
            Director,
      Chief Financial Officer




Set forth
below is a brief description of the background and business experience of our
current executive officers and directors.





Derek Ivany.  Mr.
Ivany is currently our President, Chief Executive Officer, and director. He was
appointed to our board of directors on September 15, 2005 and was appointed as
our Chief Executive Officer and Chief Financial Officer on November 29,
2005.  Mr. Ivany’s business experience has been focused in the area of
technical services. Since March 2000, Mr. Ivany has acted as a consultant in the
technical services area to TransEuro Energy Corp. In September 2004, Mr. Ivany
co-founded Indochina Securities Inc.   Mr. Ivany was
formerly a director two Canadian public companies, Star Uranium Corp. and Hi Ho
Silver Resources.





Victor Cantore.  Mr.
Cantore is currently our Chief Financial Officer and director. He became our
President, Secretary and sole director on November 14, 2001 and served as our
Chief Executive Officer and Chief Financial Officer until November 29,
2005.   From 1999 to 2001, Mr. Cantore operated his own venture
capital fund, Cantore Capital.  From June 1992 to April 1999, he was
an investment advisor with RBC Dominion Securities and Tasse &
Associates.





24
 Table of Contents




Directors





Our
bylaws authorize no less than one (1) director.  We currently have two
Directors.





Term
of Office





Our
Directors are appointed for a one-year term to hold office until the next annual
general meeting of our shareholders or until removed from office in accordance
with our bylaws.  Our officers are appointed by our board of directors
and hold office until removed by the board.





Family
Relationships





There are
no family relationships between or among the directors, executive officers or
persons nominated or chosen by us to become directors or executive
officers.





Involvement
in Certain Legal Proceedings





To  the
best of our knowledge, during the past five years, none of the
following  occurred  with  respect  to a
present or former director, executive officer, or  employee: (1) any
bankruptcy petition filed by or against any business  of which such
person was a general partner or executive officer either
at  the  time  of the bankruptcy or within two
years prior to that time; (2) any conviction in a
criminal  proceeding  or  being subject to a
pending criminal
proceeding  (excluding  traffic  violations and
other minor offenses); (3) being subject  to  any order,
judgment or decree, not subsequently reversed, suspended
or  vacated,  of  any  court  of  competent  jurisdiction,  permanently  or
temporarily enjoining, barring, suspending or otherwise limiting his or her
involvement in  any  type of business, securities or banking
activities; and (4) being found
by  a  court  of  competent  jurisdiction  (in  a  civil
action), the SEC or the
Commodities  Futures  Trading  Commission  to  have  violated
a federal or state securities or commodities law, and the judgment has not been
reversed, suspended or vacated.





Audit
Committee





We do not
have a separately-designated standing audit committee. The entire Board of
Directors performs the functions of an audit committee, but no written charter
governs the actions of the Board when performing the functions of what would
generally be performed by an audit committee. The Board approves the selection
of our independent accountants and meets and





Section
16(a) Beneficial Ownership Reporting Compliance





Section
16(a) of the Exchange Act requires our directors and executive officers and
persons who beneficially own more than ten percent of a registered class of the
Company’s equity securities to file with the SEC initial reports of ownership
and reports of changes in ownership of common stock and other equity securities
of the Company.  Officers, directors and greater than ten percent
beneficial shareholders are required by SEC regulations to furnish us with
copies of all Section 16(a) forms they file.  To the best of our
knowledge based solely on a review of Forms 3, 4, and 5 (and any amendments
thereof) received by us during or with respect to the year ended June 30, 2006,
the following persons have failed to file, on a timely basis, the identified
reports required by Section 16(a) of the Exchange Act during fiscal year ended
June 30, 2008:




25
 Table of Contents




Name
      and principal position
            Number
      of
              late
      reports
            Transactions
      not
              timely
      reported
            Known
      failures to
              file
      a required formDerek
      Ivany
            0
            0
            0Victor
      Cantore
            0
            0
            0





Code
of Ethics





As of
June 30, 2008, we had not adopted a Code of Ethics for Financial Executives,
which would include our principal executive officer, principal financial
officer, principal accounting officer or controller, or persons performing
similar functions.





Item 11.  Executive Compensation





Summary
Compensation Table





The table
below summarizes all compensation awarded to, earned by, or paid to both to our
officers and to our directors for all services rendered in all capacities to us
for our fiscal years ended June 30, 2008 and 2007.





SUMMARY
      COMPENSATION TABLEName
              and
              principal
              position
            Year
            Salary
              ($)
            Bonus
              ($)
            Stock
      Awards
              ($)
            Option
              Awards
              ($)
            Non-Equity
              Incentive
      Plan
              Compensation
              ($)
            Nonqualified
              Deferred
              Compensation
              Earnings
      ($)
            All
      Other
              Compensation
              ($)
            Total
              ($)Derek
      Ivany, president, CEO, and director
            2008
              2007
            0
              0
            0
              0
            0
              0
            646,257
              646,409
            0
              0
            0
              0
            0
              0
            0
              0Victor
      Cantore, CFO and director
            2008
              2007
            0
              0
            0
              0
            0
              0
            0
              0
            0
              0
            0
              0
            0
              0
            0
              0




Narrative
Disclosure to the Summary Compensation Table





We have
not entered into any employment agreement or consulting agreement with our
executive officers.  There are no arrangements or plans in which we
provide pension, retirement or similar benefits for executive
officers.  Our executive officers may receive stock options at the
discretion of our board of directors in the future, either through our 2007
Stock Option Plan or otherwise at the discretion of our board of
directors.  On June 26, 2008, under the terms of the 2007 Stock Option
Plan, we awarded each of our directors options to purchase 1,000,000 shares of
our




26
 Table of Contents




common
stock at an exercise price of $0.50 per share.  These options vested
immediately and are exercisable for a period of two years.  The award
of these options was designed to provide an incentive to our officers to
increase the over-all value of our company.  The immediate vesting of
the options, combined with the two-year exercise period, was intended to provide
a balance of incentives for our officers by providing the potential for net
value to the officers upon an immediate increase in the value of the company,
while also allowing an opportunity for the officers to earn greater value by way
of a larger and sustained increase in the value of the company over
time.





Although
we do not currently pay our officer cash compensation, we reserve the right to
provide such compensation at some time in the future.  Our decision to
compensate officers depends on the availability of our cash resources with
respect to the need for cash to further our business purposes.





Stock
Option Grants





On June
26, 2008, under the terms of the Stock Option Plan, we awarded each of our
directors options to purchase 1,000,000 shares of our common stock at an
exercise price of $0.50 per share.  These options vested immediately
and are exercisable for a period of two years.





Outstanding
Equity Awards at Fiscal Year-End





The table
below summarizes all unexercised options, stock that has not vested, and equity
incentive plan awards for each named executive officer as of June 30,
2008.





OUTSTANDING
      EQUITY AWARDS AT FISCAL YEAR-ENDOPTION
      AWARDS
            STOCK
      AWARDSName
            Number
      of
              Securities
              Underlying
              Unexercised
              Options
              (#)
              Exercisable
            Number
      of
              Securities
              Underlying
              Unexercised
              Options
              (#)
              Unexercisable
            Equity
              Incentive
              Plan
              Awards:
              Number
      of
              Securities
              Underlying
              Unexercised
              Unearned
              Options
              (#)
            Option
              Exercise
              Price
              ($)
            Option
              Expiration
              Date
            Number
              of
              Shares
              or
      Shares
              of
              Stock
      That
              Have
              Not
              Vested
              (#)
            Market
              Value
              of
              Shares
              or
              Shares
              of
              Stock
              That
              Have
              Not
              Vested
              ($)
            Equity
              Incentive
              Plan
              Awards:
              Number
              of
              Unearned
              Shares,
              Shares
      or
              Other
              Rights
              That
      Have
              Not
              Vested
              (#)
            Equity
              Incentive
              Plan
              Awards:
              Market
      or
              Payout
              Value
      of
              Unearned
              Shares,
              Shares
      or
              Other
              Rights
              That
              Have
      Not
              Vested
              (#)Derek
      Ivany
            1,000,000
            0
            0
            $0.50
            6/26/2010
            0
            0
            0
            0Victor
      Cantore
            1,000,000
            0
            0
            $0.50
            6/26/2010
            0
            0
            0
            0





27
 Table of Contents




Compensation
of Directors Table





The table
below summarizes all compensation paid to our directors for our last completed
fiscal year.





DIRECTOR
      COMPENSATIONName
            Fees
      Earned or
              Paid
      in
              Cash
              ($)
            Stock
      Awards
              ($)
            Option
      Awards
              ($)
            Non-Equity
              Incentive
              Plan
              Compensation
              ($)
            Non-Qualified
              Deferred
              Compensation
              Earnings
              ($)
            All
              Other
              Compensation
              ($)
            Total
              ($)Derek
      Ivany
            0
            0
            0
            0
            0
            0
            0Victor
      Cantore
            0
            0
            0
            0
            0
            0
            0





Narrative
Disclosure to Compensation of Directors Table





We do not
pay any compensation to our directors at this time. However, we reserve the
right to compensate our directors in the future with cash, stock, options, or
some combination of the above.





We have
not reimbursed our directors for expenses incurred in connection with attending
board meetings nor have we paid any directors fees or other cash compensation
for services rendered as a director in the period ended June 30,
2008.





We have
no formal plan for compensating our directors for their services in their
capacity as directors.  In the future we may grant options to our
directors to purchase shares of common stock as determined by our Board of
Directors or a compensation committee that may be established.  We do
have a stock option plan in place at this time although we have not yet issued
any options.  Directors are entitled to reimbursement for reasonable
travel and other out-of-pocket expenses incurred in connection with attendance
at meetings of our board of directors.  The board of directors may
award special remuneration to any director undertaking any special services on
behalf of Ivany Mining other than services ordinarily required of a
director.  No director received and/or accrued any compensation for
his or her services as a director, including committee participation and/or
special assignments





Stock
Option Plans





On
October 18, 2007, our Board of Directors approved the adoption of the 2007 Stock
Option Plan of Ivany Mining, Inc. (the “Plan”).  On July 24, 2008, we
filed a Registration Statement on Form S-8 to register with the Securities and
Exchange Commission (the “Commission”) 5,000,000 shares of our common stock, par
value $0.001 per share, which may be issued by us




28
 Table of Contents




upon the
exercise of options granted, or other awards made, pursuant to the terms of the
Plan.  A copy of the Plan was filed as an exhibit with the Form S-8 on
July 24, 2008.  Options to purchase total of 2,500,000 shares have
been granted under the plan; a total of 2,500,000 shares therefore remain
available for issuance under the Plan or pursuant to options which may be
granted under the Plan.





Item
12.  Security Ownership of Certain Beneficial Owners and Management
and RelatedStockholder
Matters





The
following table sets forth certain information known to us with respect to the
beneficial ownership of our Common Stock as of October 10, 2008, by (1) all
persons who are beneficial owners of 5% or more of our voting securities, (2)
each director, (3) each executive officer, and (4) all directors and executive
officers as a group. The information regarding beneficial ownership of our
common stock has been presented in accordance with the rules of the Securities
and Exchange Commission. Under these rules, a person may be deemed to
beneficially own any shares of capital stock as to which such person, directly
or indirectly, has or shares voting power or investment power, and to
beneficially own any shares of our capital stock as to which such person has the
right to acquire voting or investment power within 60 days through the exercise
of any stock option or other right. The percentage of beneficial ownership as to
any person as of a particular date is calculated by dividing (a) (i) the number
of shares beneficially owned by such person plus (ii) the number of shares as to
which such person has the right to acquire voting or investment power within 60
days by (b) the total number of shares outstanding as of such date, plus any
shares that such person has the right to acquire from us within 60 days.
Including those shares in the tables does not, however, constitute an admission
that the named stockholder is a direct or indirect beneficial owner of those
shares. Unless otherwise indicated, each person or entity named in the table has
sole voting power and investment power (or shares that power with that person’s
spouse) with respect to all shares of capital stock listed as owned by that
person or entity.





Except as
otherwise indicated, all Shares are owned directly and the percentage shown is
based on 25,751,877 Shares of Common Stock issued and outstanding as of October
10, 2008.





Title of class
            Name
      and address
              of beneficial owner
            Amount
      of
              beneficial ownership
            Percent
              of class*Common
            Derek
      Ivany
              16
      Spears St.
              Toronto
      Ontario M6N3X7
              Canada
            11,005,000(1)
            42.73%Common
            Victor
      Cantore
              8720
      Rue Du Frost
              St.
      Leonard, Quebec H1P 2Z5
              Canada
            8,106,501(2)
            31.48%Common
            Total
      all executive officers and directors
            19,111,501
            74.21%Common
            5%
      ShareholdersCommon
            Anna
      Giglio
              8720
      Rue Du Frost
              St.
      Leonard, Quebec H1P 2Z5
              Canada
            3,000,000
            11.65%




1
            Included
      in the calculation for Mr. Ivany are 5,000,000 shares held in the name of
      Penson Financial Services.  Also included in the calculation for
      Mr. Ivany are options to purchase 1,000,000 shares of common stock, at an
      exercise price of $0.50 per share.  These options are
      immediately exercisable and expire on June 26, 2010.2
            Included
      in the calculation for Mr. Ivany are options to purchase 1,000,000 shares
      of common stock, at an exercise price of $0.50 per share.  These
      options are immediately exercisable and expire on June 26,
      2010.  Also included in the calculation of the beneficial
      ownership for Mr. Cantore are 1,250 options which are exercisable within
      60 days.  Mr. Cantore holds 1,000 stock options to purchase
      1,000 shares of common stock at an exercise price of
      $90.00.  These options are immediately exercisable and expire on
      February 28, 2011.  Mr. Cantore also holds 250 stock options to
      purchase 250 shares of common stock at an exercise price of
      $1,000.00.  These options are immediately exercisable and expire
      on February 28, 2010.




Other
than the shareholders listed above, we know of no other person who is the
beneficial owner of more than five percent (5%) of our common
stock.





29
 Table of Contents




Item 13.   Certain Relationships and Related
Transactions, and Director Independence





Except as
provided below, none of our directors or executive officers, nor any proposed
nominee for election as a director, nor any person who beneficially owns,
directly or indirectly, shares carrying more than 5% of the voting rights
attached to all of our outstanding shares, nor any members of the immediate
family (including spouse, parents, children, siblings, and in-laws) of any of
the foregoing persons has any material interest, direct or indirect, in any
transaction over the last two years or in any presently proposed transaction
which, in either case, has or will materially affect us.





1.           On
September 10, 2007, we entered into a Mining Claims Purchase Agreement (the
“Purchase Agreement”) with Derek Ivany, Victor Cantore, and Anna
Giglio.  Under the terms of the Purchase Agreement, Mr. Ivany, Mr.
Cantore, and Ms. Giglio each transferred to us certain mining claims owned by
them and located in the province of Quebec, Canada.   The mining
claims acquired under the Purchase Agreement cover a total of approximately
10,475 hectares and comprise the Mont Laurier and  Temiscamingue
properties discussed above





In exchange for the mining claims
transferred to us under the Purchase Agreement, Mr. Ivany, Mr. Cantore, and Ms.
Giglio were issued a total of 20,000,000 shares of common stock as
follows:




Derek
      Ivany
            10,000,000
      sharesVictor
      Cantore
            7,000,000
      sharesAnna
      Giglio
            3,000,000
      shares





2.           On
September 11, 2007, we entered into a Letter of Intent Purchase Agreement (the
“Purchase Agreement”) with Star Uranium Corp. (“Star Uranium”).  Under
the terms of the Purchase Agreement, Star Uranium has agreed to transfer to us
ten mining claims located in the Zama Lake area of northern Alberta,
Canada.  Under the Purchase Agreement, we were required to pay Star
Uranium a purchase price of $100,000CDN on or before October 31,
2007.  Also, we were required to deliver to Star Uranium 150,000
shares of our common stock as additional consideration for the purchased mining
claims.  The mining claims transferred under the Purchase Agreement
cover a total of approximately 92,160 hectares.





Under the
Purchase Agreement, we have also agreed to invest certain minimum amounts in the
development of the mineral properties.  Subject to any negotiated
adjustments which may be made by the parties based on future geological
evaluation, we were required to spend a minimum of $400,000CDN toward
exploration of the properties before May 16, 2008, which we have done, and an
additional $1,000,000CDN toward exploration and development before May 16,
2010.





30
 Table of Contents




Star
Uranium has retained a 2% smelter royalty on the properties and has retained all
diamond rights.  We have the option to buy-down the retained net
smelter royalty to 1% by making an additional payment of $1,000,000CDN to Star
Uranium at any time. The Purchase Agreement, which is in the form of a short
Letter of Intent, may be replaced by a more formal agreement if deemed necessary
by the parties.





Derek
Ivany, who is our President and CEO and a member of our board of
directors, was also Vice-President of Business Development and a member of
the board of directors for Star Uranium Corp at the time.





3.           On
September 12, 2007, we entered into an Alberta Mining Claims Purchase Agreement
(the “Purchase Agreement”) with Derek Ivany and Royal Atlantis Group, Inc.
(“Royal Atlantis”).  Under the terms of the Purchase Agreement, Mr.
Ivany and Royal Atlantis have transferred to us a total of six mining claims
located in the province of Alberta, Canada.





In
exchange for the mining claims transferred to us under the Purchase Agreement,
we were required to pay a total of $20,000 ($10,000 each) to Mr. Ivany and Royal
Atlantis on or before November 15, 2007.





As of the
date of this annual report, our common stock is traded on the OTC Bulletin Board
(the “Bulletin Board”).  The Bulletin Board does not impose on us
standards relating to director independence or the makeup of committees with
independent directors, or provide definitions of independence.





Item 14.   Principal Accounting Fees and
Services





Below is
the table of Audit Fees (amounts in US$) billed by our auditor in connection
with the audit of the Company’s annual financial statements for the years
ended:





Financial
      Statements for the Year Ended June 30
            Audit
      Services
            Audit
      Related Fees
            Tax
      Fees
            Other
      Fees2008
            $6,375
            $0
            $0
            $02007
            $9,500
            $0
            $0
            $0




31
 Table of Contents




PART IV





Item 15.   Exhibits, Financial Statements
Schedules





Index to
Financial Statements Required by Article 8 of Regulation S-X:





Audited
      Financial Statements:F-1
            Report of Independent Registered Public Accounting
      FirmF-2
            Consolidated Balance Sheets as of June 30, 2008  and
      2007F-3
            Statements of Operations for the years ended June 30, 2008 and
      2007 and period from inception to June 30, 2008F-4
            Statement of Stockholders’ Equity for period from inception to
      June 30, 2008F-5
            Statements of Cash Flows for the years ended June 30, 2008 and
      2007 and period from inception to June 30, 2008F-6
            Notes to Financial
Statements








Exhibit
              Number
            Description3.1
            Articles
      of Incorporation, as amended (1)3.2
            Bylaws,
      as amended (2)23.1
            Consent of Moore & Associates, Chtd., Certified
      Public Accountants31.1
            Certification of Chief Executive Officer pursuant to
      Securities Exchange Act Rule 13a-14(a)/15d-14(a), as adopted pursuant to
      Section 302 of the Sarbanes-Oxley Act of 200231.2
            Certification of Chief Financial Officer pursuant to
      Securities Exchange Act Rule 13a-14(a)/15d-14(a), as adopted pursuant to
      Section 302 of the Sarbanes-Oxley Act of 200232.1
            Certification of Chief Executive Officer and Chief
      Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant
      to Section 906 of the Sarbanes-Oxley Act of
  2002





1
            Incorporated
      by reference to Annual Report on Form 10-KSB for the period ended June 30,
      2002 filed on December 19, 2002.


2
            Incorporated
      by reference to the Registration Statement on Form 10 filed December 28,
      1999.





32
 Table of Contents




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.





Ivany
Mining, Inc.





By:
            /s/Derek IvanyDerek
      Ivany
              President,
      Chief Executive Officer,and
      DirectorOctober  14,
      2008





In accordance with Section 13 or 15(d)
of the Exchange Act, this report has been signed below by the following persons
on behalf of the registrant and in the capacities and on the dates
indicated:





By:
            /s/Derek IvanyDerek
      Ivany
              President,
      Chief Executive Officer,and
      DirectorOctober  14,
      2008




By:
            /s/Victor
CantoreVictor
      Cantore, Chief Financial Officer,Principal
      Accounting Officer,and
      DirectorOctober
      14, 2008




33
 Table of Contents


MOORE
& ASSOCIATES, CHARTERED
 ACCOUNTANTS AND
ADVISORS
 PCAOB REGISTERED
 
 
 REPORT OF
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
 
 
 To
the Board of Directors
 Ivany
Mining, Inc
 (An
Exploration Stage Company)
 
 We have
audited the accompanying balance sheets of Ivany Mining, Inc (An Exploration
Stage Company) as of June 30, 2008 and June 30, 2007, and the related statements
of operations, stockholders’ equity and cash flows for the years ended June 30,
2008 and June 30, 2007 and since inception on April 23, 1990 through June 30,
2008. These financial statements are the responsibility of the Company’s
management.  Our responsibility is to express an opinion on these
financial statements based on our audits.
 
 We
conduct our audits in accordance with standards of the Public Company Accounting
Oversight Board (United States).  Those standards require that we plan
and perform the audits to obtain reasonable assurance about 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 audits provide a reasonable basis
for our opinion.
 
 In our
opinion, the financial statements referred to above present fairly, in all
material respects, the financial position of Ivany Mining, Inc (An Exploration
Stage Company) as of June 30, 2008 and June 30, 2007, and the related statements
of operations, stockholders’ equity and cash flows for the years ended June 30,
2008 and June 30, 2007 and since inception on April 23, 1990 through June 30,
2008, in conformity with accounting principles generally accepted in the United
States of America.
 
 The
accompanying financial statements have been prepared assuming that the Company
will continue as a going concern.  As discussed in Note 1 to the
financial statements, the Company has incurred cumulative net losses of
approximately $6,952,000 since inception, which raises substantial doubt about
its ability to continue as a going concern.  Management’s plans
concerning these matters are also described in Note 1.  The financial
statements do not include any adjustments that might result from the outcome of
this uncertainty.
 
 
 /s/Moore
& Associates, Chartered
 Moore
& Associates, Chartered
 Las
Vegas, Nevada
 October
13, 2008
 
     2675 S. Jones Blvd. Suite
109, Las Vegas, NV 89146 (702) 253-7499 Fax (702)
253-7501
  F-1
 Table of Contents
 IVANY
MINING, INC.
 (An Exploration Stage Company) Balance Sheets
  ASSETSJune 30,
                    
                    June 30,2008
                    
                    
                    2007CURRENT
      ASSETSCash
                    $
                    120,304
                    
                    $
                    -Total
      Current Assets
                    
                    120,304
                    
                    
                    -EQUIPMENT,
      net
                    
                    5,336
                    
                    
                    -OTHER
      ASSETSMineral
      properties
                    
                    528,068
                    
                    
                    -TOTAL
      ASSETS
                    $
                    653,708
                    
                    $
                    -LIABILITIES AND
      STOCKHOLDERS' EQUITY (DEFICIT)CURRENT
      LIABILITIESAccounts
      payable
                    $
                    14,263
                    
                    $
                    33,482Loans
      payable
                    
                    -
                    
                    
                    40,247Loans
      due to shareholders
                    
                    -
                    
                    
                    108,834Total
      Current Liabilities
                    
                    14,263
                    
                    
                    182,563STOCKHOLDERS'
      EQUITY (DEFICIT)Preferred
      stock; 10,000,000 shares authorized,at $0.001 par value, none
      issued or outstanding
                    
                    -
                    
                    
                    -Common
      stock; 200,000,000 shares authorized,at $0.001 par value,
      25,451,877 and 246,032 shares issuedand outstanding,
      respectively
                    
                    25,452
                    
                    
                    246Additional
      paid-in capital
                    
                    8,858,911
                    
                    
                    6,215,095Deficit
      accumulated during the exploration stage
                    
                    (8,244,918)
                    
                    
                    (6,397,904)Total
      Stockholders' Equity (Deficit)
                    
                    639,445
                    
                    
                    (182,563)TOTAL
      LIABILITIES AND STOCKHOLDERS 'EQUITY
      (DEFICIT)
                    $
                    653,708
                    
                    $
                    -


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


IVANY
MINING, INC.


(An Exploration Stage Company) Statements of Operations


For
      the Year EndedJune
    30,
              
              From
      InceptionThroughJune
    30,2008
              
              2007
              
              2008REVENUES
              $
              -
              
              $
              -
              
              $
              -OPERATING
      EXPENSESExploration
              
              139,801
              
              
              
              
              
              139,801General
      and administrative
              
              1,706,455
              
              
              -
              
              
              1,706,455Depreciation
              
              758
              
              
              -
              
              
              758Total
      Operating Expenses
              
              1,847,014
              
              
              -
              
              
              1,847,014LOSS
      FROM OPERATIONS
              
              (1,847,014)
              
              
              -
              
              
              (1,847,014)INCOME
      TAX EXPENSE
              
              -
              
              
              -
              
              
              -LOSS
      FROM CONTINUING OPERATIONS
              
              (1,847,014)
              
              
              -
              
              
              (1,846,2256)DISCONTINUED
      OPERATIONS
              
              -
              
              
              (38,869)
              
              
              (6,397,904)NET
      LOSS
              $
              (554,347)
              
              $
              (38,869)
              
              $
              (8,244,918)BASIC
      LOSS PER COMMON SHARE
              $
              (0.14)
              
              $
              (0.16)WEIGHTED
      AVERAGE NUMBEROF COMMON SHARES OUTSTANDING
              
              12,848,955
              
              
              246,032


The
accompanying notes are an integral part of these financial
statements.
  F-3
 Table of Contents
 IVANY
MINING, INC. (An
Exploration Stage Company) Statements of Stockholders' Equity (Deficit)
 Common
      Stock
                      
                      AdditionalPaid-In
                      
                      DeficitAccumulated
                          During
      the
                          Exploration
                      
                      TotalStockholders'Shares
                      
                      Amount
                      
                      Capital
                      
                      Stage
                      
                      DeficitBalance,
      June 30, 2005
                      246,032
                      
                      $
                      246
                      
                      $
                      6,215,095
                      
                      $
                      (6,330,697)
                      
                      $
                      (115,356)Net
      loss for the year endedJune 30, 2006
                      -
                      
                      
                      -
                      
                      
                      -
                      
                      
                      (28,518)
                      
                      
                      (28,518)Balance,
      June 30, 2006
                      246,032
                      
                      
                      246
                      
                      
                      6,215,095
                      
                      
                      (6,359,215)
                      
                      
                      (143,874)Net
      loss for the year endedJune 30, 2007
                      -
                      
                      
                      -
                      
                      
                      -
                      
                      
                      (38,689)
                      
                      
                      (38,689)Balance,
      June 30, 2007
                      246,032
                      
                      
                      246
                      
                      
                      6,215,095
                      
                      
                      (6,397,904)
                      
                      
                      (182,563)Mineral
      properties acquiredfor common stock
                      20,150,000
                      
                      
                      20,150
                      
                      
                      77,958
                      
                      
                      -
                      
                      
                      98,108Common
      stock issued for cash
                      5,055,845
                      
                      
                      5,056
                      
                      
                      1,273,191
                      
                      
                      -
                      
                      
                      1,278,247Value
      of options granted
                      -
                      
                      
                      -
                      
                      
                      1,292,667
                      
                      
                      -
                      
                      
                      1,292,667Net
      loss for the yearended June 30, 2008
                      -
                      
                      
                      -
                      
                      
                      -
                      
                      
                      (1,847,014)
                      
                      
                      (1,847,014)Balance,
      June 30, 2008
                      25,451,877
                      
                      $
                      25,452
                      
                      $
                      8,858,911
                      
                      $
                      (8,244,918)
                      
                      $
                      639,445
    F-4
 Table of Contents
 IVANY MINING, INC. Statements of Cash Flows
 For
      the Year EndedJune
    30,
                      
                      From
      InceptionThroughJune
    30,2008
                      
                      2007
                      
                      2008OPERATING
      ACTIVITIESNet
      loss
                      $
                      (1,847,014)
                      
                      $
                      (38,869)
                      
                      $
                      (8,244,918)Adjustments
      to reconcile net loss to net cash used by operating
      activities:Discountinued
      operations
                      
                      -
                      
                      
                      38,869
                      
                      
                      6,243,678Value
      of options granted
                      
                      1,292,667
                      
                      
                      -
                      
                      
                      1,292,667Non-cash
      operating items:Depreciation
                      
                      758
                      
                      
                      -
                      
                      
                      758Changes
      in operating assets and liabilities:Change
      in accounts payable
                      
                      (19,219)
                      
                      
                      -
                      
                      
                      (19,219)Net
      Cash Used in Operating Activities
                      
                      (572,808)
                      
                      
                      -
                      
                      
                      (727,034)INVESTING
      ACTIVITIESPurchase
      of mineral properties
                      
                      (429,960)
                      
                      
                      -
                      
                      
                      (429,960)Purchase
      of computer equipment
                      
                      (6,094)
                      
                      
                      
                      
                      
                      (6,094)Net
      Cash Used in Investing Activities
                      
                      (436,054)
                      
                      
                      -
                      
                      
                      (436,054)FINANCING
      ACTIVITIESProceeds
      from common stock
                      
                      1,278,247
                      
                      
                      -
                      
                      
                      1,278,247Repayment
      of notes payable
                      
                      (40,247)
                      
                      
                      -
                      
                      
                      (40,247)Proceeds
      from notes payable
                      
                      -
                      
                      
                      -
                      
                      
                      40,247Repayment
      to shareholder
                      
                      (113,979)
                      
                      
                      -
                      
                      
                      (113,979)Borrowings
      from shareholder
                      
                      5,145
                      
                      
                      -
                      
                      
                      119,124Net
      Cash Provided byFinancing
      Activities
                      
                      1,129,166
                      
                      
                      -
                      
                      
                      1,283,392NET
      DECREASE IN CASH
                      
                      120,304
                      
                      
                      -
                      
                      
                      120,304CASH
      AT BEGINNING OF PERIOD
                      
                      -
                      
                      
                      -
                      
                      
                      -CASH
      AT END OF PERIOD
                      $
                      120,304
                      
                      $
                      -
                      
                      $
                      120,304SUPPLEMENTAL
      DISCLOSURES OF CASH
      FLOW INFORMATIONCASH
      PAID FOR:Interest
                      $
                      -
                      
                      $
                      -
                      
                      $
                      -Income
      Taxes
                      $
                      -
                      
                      $
                      -
                      
                      $
                      -NON
      CASH FINANCING ACTIVITIES:Common
      stock issued for mineral properties
                      $
                      98,108
                      
                      $
                      -
                      
                      $
                      98,108
  F-5
 Table of Contents
 IVANY
MINING, INC.
 NOTES TO FINANCIAL STATEMENTS
 JUNE 30,
2008 and 2007
  1.           DESCRIPTION OF BUSINESS,
HISTORY AND SUMMARY OF SIGNIFICANT POLICIES
 
 Description of
business – Ivany Mining, Inc. (fka Planet411.com, Inc.), (referred to as
the “Company”) was previously involved in the e-business industry. It provided
end-to-end, e-business solutions to businesses interested in doing e-tailing
(selling of retail goods on the Internet). As of June 30, 2007 the Company
determined to focus
on the strategic acquisition and development of uranium, diamond, base metals,
and precious metals properties on a worldwide basis.Accordingly, it was
reclassified as a development stage company and its prior operations were
reclassified to discontinued operations.
 
 History -
Planet411.com Corporation, the Company's predecessor, was incorporated in Nevada
on April 23, 1990, as Investor Club of the United States. The name was changed
to Noble Financing Group Inc. (in 1992), then to Newman Energy Technologies
Incorporated (1998), then World Star Asia, Inc. (1998), Comgen Corp. (1998) and
then to Planet411.com Corporation on February 11, 1999 to reflect its then
current business objectives. Planet411.com Inc. was incorporated on July 13,
1999. Planet411.com Corporation was merged with and into Planet411.com Inc. (
referred to as the “Company”) on October 6, 1999 for the sole purpose of
changing the Company's jurisdiction of incorporation to Delaware. On July 18, 2007, the
Company filed a Certificate of Merger with the Secretary of State of Delaware in
order to effectuate a merger whereby the Company (asPlanet411.com
Inc.) would
merge with its wholly-owned subsidiary, Ivany Mining Inc., as a parent/
subsidiary merger with the Company as the surviving corporation. This merger,
which became effective as of July 18, 2007, was completed pursuant to Section
Title 8, Section 251(c) of the Delaware General Corporation Law. Upon completion
of this merger, the Company's name has been changed to "Ivany Mining Inc." and
the Company's Articles of Incorporation have been amended to reflect this name
change.
 
 Going Concern - The
accompanying financial statements have been prepared on a going concern basis,
which contemplates the realization of assets and the satisfaction of liabilities
in the normal course of business. The Company has incurred cumulative net losses
of approximately $6,952,000 since its inception and requires capital for its
contemplated operational and marketing activities to take place. The company’s
ability to raise additional capital through the future issuances of the common
stock is unknown. The obtainment of additional financing, the successful
development of the Company’s contemplated plan of operations, and its
transition, ultimately, to the attainment of profitable operations are necessary
for the Company to continue operations. The ability to successfully resolve
these factors raise substantial doubt the Company’s ability to continue as a
going concern. The consolidated financial statements of the Company do not
include any adjustments that may result from the outcome of these aforementioned
uncertainties.
 
 Definition of fiscal
year - The Company’s fiscal year end is June 30.
 
 Use of estimates -
The preparation of audited financial statements in conformity with accounting
principles generally accepted in the United States requires management to make
estimates and assumptions that affect the reported amounts of assets and
liabilities and disclosure of contingent assets and liabilities at the date of
the financial statements and the reported amounts of revenue and expenses during
the reporting period. Actual results could differ from those
estimates.
 
 Fair value of financial
instruments - Financial accounting standards Statement No. 107,
“Disclosure About Fair Value of Financial Instruments”, requires the Company to
disclose, when reasonably attainable, the fair market values of its assets and
liabilities which are deemed to be financial instruments. The carrying amounts
and estimated fair values of the Company’s financial instruments approximate
their fair value due to the short-term nature.
 
 Revenue Recognition
Policy-The Company will determine its revenue recognition policies upon
commencement of its mining operations.
  F-6
 IVANY
MINING, INC.
 NOTES TO
FINANCIAL STATEMENTS
 JUNE 30,
2008 and 2007
 
 1.           DESCRIPTION OF BUSINESS,
HISTORY AND SUMMARY OF SIGNIFICANT POLICIES (CONTINUED)
 
 Earnings (loss) per
share - Basic earnings (loss) per share exclude any dilutive effects of
options, warrants and convertible securities. Basic earnings (loss) per share is
computed using the weighted-average number of outstanding common stocks during
the applicable period. Diluted earnings per share is computed using the
weighted-average number of common and common stock equivalent shares outstanding
during the period. Common stock equivalent shares are excluded from the
computation if their effect is antidilutive.
 
 Income
taxes-The Company follows Statement of Financial Accounting Standard No. 109,
“Accounting for Income Taxes” (“SFAS No. 109”) for recording the provision for
income taxes.  Deferred tax assets and liabilities are computed based
upon the difference between the financial statement and income tax basis of
assets and liabilities using the enacted marginal tax rate applicable when the
related asset or liability is expected to be realized or
settled.  Deferred income tax expenses or benefits are based on the
changes in the asset or liability each period.  If available evidence
suggests that it is more likely than not that some portion or all of the
deferred tax assets will not be realized, a valuation allowance is required to
reduce the deferred tax assets to the amount that is more likely than not to be
realized.  Future changes in such valuation allowance are included in
the provision for deferred income taxes in the period of change.
 
 Deferred
income taxes may arise from temporary differences resulting from income and
expense items reported for financial accounting and tax purposes in different
periods.  Deferred taxes are classified as current or non-current,
depending on the classification of assets and liabilities to which they
relate.  Deferred taxes arising from temporary differences that are
not related to an asset or liability are classified as current or non-current
depending on the periods in which the temporary differences are expected to
reverse.
 
 The
income tax provision differs from the amount of income tax determined by
applying US and Canadian federal income tax rates of 39% to pre-tax income for
the years ended June 30, 2008 and 2007 due to the following:
   2008
                    
                    2007Book
      loss
                    $
                    (720,335)
                    
                    $
                    (15,159)Stock options
      granted
                    
                    504,140
                    
                    
                    -Valuation
      allowance
                    
                    216,195
                    
                    
                    15,159$
                    -
                    
                    $
                    -
  Net
deferred tax assets consist of the following components as of June 30, 2008 and
2007:
  2008
                    
                    2007Deferred
      tax assets:NOL
      Carryover
                    $
                    216,195
                    
                    $
                    -Valuation
      allowance
                    
                    (216,195)
                    
                    
                    -Net
      deferred tax assets
                    $
                    -
                    
                    $
                    -
 
 At June
30, 2008, the Company had net operating loss carry forwards of approximately
$554,347 that may be offset against future taxable income through
2028.  No tax benefit has been reported in the June 30, 2008,
financial statements since the potential tax benefit is offset by a valuation
allowance of the same amount.
 
 Advertising Costs-
The Company expenses all costs of advertising as incurred.  There were
no advertising costs included in selling and marketing expenses during the
reported periods.
  F-7
 IVANY
MINING, INC.
 NOTES TO
FINANCIAL STATEMENTS
 JUNE 30,
2008 and 2007
 
 1.           DESCRIPTION OF BUSINESS,
HISTORY AND SUMMARY OF SIGNIFICANT POLICIES (CONTINUED)
  Recent Accounting
Pronouncements- In May 2008, the Financial Accounting Standards Board
(“FASB”) issued SFAS No. 163, “Accounting for Financial Guarantee
Insurance Contracts-and interpretation of FASB Statement No. 60”.SFAS No. 163 clarifies
how Statement 60 applies to financial guarantee insurance contracts, including
the recognition and measurement of  premium revenue and claims
liabilities. This statement also requires expanded disclosures about financial
guarantee insurance contracts. SFAS No. 163 is effective for fiscal years
beginning on or after December 15, 2008, and interim periods within those years.
SFAS No. 163 has no effect on the Company’s financial position, statements of
operations, or cash flows at this time.
 
 In May
2008, the Financial Accounting Standards Board (“FASB”) issued SFAS No. 162,
“The Hierarchy of Generally
Accepted Accounting Principles”.SFAS No. 162 sets forth
the level of authority to a given accounting pronouncement or document by
category. Where there might be conflicting guidance between two categories, the
more authoritative category will prevail. SFAS No. 162 will become effective 60
days after the SEC approves the PCAOB’s amendments to AU Section 411 of the
AICPA Professional Standards. SFAS No. 162 has no effect on the Company’s
financial position, statements of operations, or cash flows at this
time.
 
 In March
2008, the Financial Accounting Standards Board, or FASB, issued SFAS No. 161,
Disclosures about Derivative
Instruments and Hedging Activities—an amendment of FASB Statement No.
133.This standard requires companies to provide enhanced
disclosures about (a) how and why an entity uses derivative instruments, (b) how
derivative instruments and related hedged items are accounted for under
Statement 133 and its related interpretations, and (c) how derivative
instruments and related hedged items affect an entity’s financial position,
financial performance, and cash flows. This Statement is effective for financial
statements issued for fiscal years and interim periods beginning after November
15, 2008, with early application encouraged. The Company has not yet adopted the
provisions of SFAS No. 161, but does not expect it to have a material impact on
its consolidated financial position, results of operations or cash
flows.
 
 In
December 2007, the SEC issued Staff Accounting Bulletin (SAB) No. 110 regarding
the use of a "simplified" method, as discussed in SAB No. 107 (SAB 107), in
developing an estimate of expected term of "plain vanilla" share options in
accordance with SFAS No. 123 (R), Share-Based
Payment.  In particular, the staff indicated in SAB 107 that it
will accept a company's election to use the simplified method, regardless of
whether the company has sufficient information to make more refined estimates of
expected term. At the time SAB 107 was issued, the staff believed that more
detailed external information about employee exercise behavior (e.g., employee
exercise patterns by industry and/or other categories of companies) would, over
time, become readily available to companies. Therefore, the staff stated in SAB
107 that it would not expect a company to use the simplified method for share
option grants after December 31, 2007. The staff understands that such detailed
information about employee exercise behavior may not be widely available by
December 31, 2007. Accordingly, the staff will continue to accept, under certain
circumstances, the use of the simplified method beyond December 31, 2007. The
Company currently uses the simplified method for “plain vanilla” share options
and warrants, and will assess the impact of SAB 110 for fiscal year 2009. It is
not believed that this will have an impact on the Company’s consolidated
financial position, results of operations or cash flows.
 
 In
December 2007, the FASB issued SFAS No. 160, Noncontrolling Interests in
Consolidated Financial Statements—an amendment of ARB No.
51.  This statement amends ARB 51 to establish accounting and
reporting standards for the noncontrolling interest in a subsidiary and for the
deconsolidation of a subsidiary. It clarifies that a noncontrolling interest in
a subsidiary is an ownership interest in the consolidated entity that should be
reported as equity in the consolidated financial statements. Before this
statement was issued, limited guidance existed for reporting noncontrolling
interests.
  F-8
 IVANY
MINING, INC.
 NOTES TO
FINANCIAL STATEMENTS
 JUNE 30,
2008 and 2007
 
 1.           DESCRIPTION OF BUSINESS,
HISTORY AND SUMMARY OF SIGNIFICANT POLICIES (CONTINUED)
  As a
result, considerable diversity in practice existed. So-called minority interests
were reported in the consolidated statement of financial position as liabilities
or in the mezzanine section between liabilities and equity. This statement
improves comparability by eliminating that diversity. This statement is
effective for fiscal years, and interim periods within those fiscal years,
beginning on or after December 15, 2008 (that is, January 1, 2009, for entities
with calendar year-ends). Earlier adoption is prohibited. The effective date of
this statement is the same as that of the related Statement 141 (revised 2007).
The Company will adopt this Statement beginning March 1, 2009. It is not
believed that this will have an impact on the Company’s consolidated financial
position, results of operations or cash flows.
 
 In
December 2007, the FASB, issued FAS No. 141 (revised 2007), Business Combinations.’This
Statement replaces FASB Statement No. 141, Business Combinations, but
retains the fundamental requirements in Statement 141.  This
Statement establishes principles and requirements for how the acquirer: (a)
recognizes and measures in its financial statements the identifiable assets
acquired, the liabilities assumed, and any noncontrolling interest in the
acquiree; (b) recognizes and measures the goodwill acquired in the business
combination or a gain from a bargain purchase; and (c) determines what
information to disclose to enable users of the financial statements to evaluate
the nature and financial effects of the business combination. This statement
applies prospectively to business combinations for which the acquisition date is
on or after the beginning of the first annual reporting period beginning on or
after December 15, 2008. An entity may not apply it before that date. The
effective date of this statement is the same as that of the related FASB
Statement No. 160, Noncontrolling Interests in
Consolidated Financial Statements.  The Company will adopt this
statement beginning March 1, 2009. It is not believed that this will have an
impact on the Company’s consolidated financial position, results of operations
or cash flows.
 
 In
February 2007, the FASB, issued SFAS No. 159,The Fair Value Option for Financial
Assets and Liabilities—Including an Amendment of FASB Statement No.
115.  This standard permits an entity to choose to measure many
financial instruments and certain other items at fair value. This option is
available to all entities. Most of the provisions in FAS 159 are elective;
however, an amendment to FAS 115 Accounting for Certain Investments
in Debt and Equity Securities applies to all entities with available for
sale or trading securities. Some requirements apply differently to entities that
do not report net income. SFAS No. 159 is effective as of the beginning of an
entities first fiscal year that begins after November 15, 2007. Early adoption
is permitted as of the beginning of the previous fiscal year provided that the
entity makes that choice in the first 120 days of that fiscal year and also
elects to apply the provisions of SFAS No. 157 Fair Value
Measurements.  The Company will adopt SFAS No. 159 beginning
March 1, 2008 and is currently evaluating the potential impact the adoption of
this pronouncement will have on its consolidated financial
statements.
 
 In
September 2006, the FASB issued SFAS No. 157, Fair Value
Measurements  This statement defines fair value, establishes a
framework for measuring fair value in generally accepted accounting principles
(GAAP), and expands disclosures about fair value measurements. This statement
applies under other accounting pronouncements that require or permit fair value
measurements, the Board having previously concluded in those accounting
pronouncements that fair value is the relevant measurement attribute.
Accordingly, this statement does not require any new fair value measurements.
However, for some entities, the application of this statement will change
current practice. This statement is effective for financial statements issued
for fiscal years beginning after November 15, 2007, and interim periods within
those fiscal years. Earlier application is encouraged, provided that the
reporting entity has not yet issued financial statements for that fiscal year,
including financial statements for an interim period within that fiscal year.
The Company will adopt this statement March 1, 2008, and it is not believed that
this will have an impact on the Company’s consolidated financial position,
results of operations or cash flows.
  F-9
 IVANY
MINING, INC.
 NOTES TO
FINANCIAL STATEMENTS
 JUNE 30,
2008 and 2007
 
 1.           DESCRIPTION OF BUSINESS,
HISTORY AND SUMMARY OF SIGNIFICANT POLICIES (CONTINUED)
 
 Equity-Based
Compensation– The Company adopted
SFAS No. 123-R effective January 1, 2006 using the modified
prospective method. Under this transition method, stock compensation expense
includes compensation expense for all stock-based compensation awards granted on
or after January 1,2006, based on the grant-date fair value estimated in
accordance with the provisions of SFAS No. 123-R. As of June 30, 2008,
the Company has not issued any share-based payments to its
employees.
 
 Impairment of Long-Lived
Assets-The Company continually monitors events and changes in
circumstances that could indicate carrying amounts of long-lived assets may not
be recoverable. When such events or changes in circumstances are present, the
Company assesses the recoverability of long-lived assets by determining whether
the carrying value of such assets will be recovered through undiscounted
expected future cash flows. If the total of the future cash flows is less than
the carrying amount of those assets, the Company recognizes an impairment loss
based on the excess of the carrying amount over the fair value of the assets.
Assets to be disposed of are reported at the lower of the carrying amount or the
fair value less costs to sell.
  LOANS
PAYABLE
 As of
June 30, 2007, the Company had unsecured, non-interest bearing demand loans
payable totalling $40,247 from unrelated parties. The loans were repaid during
the year ended June 30, 2008.
 
 3.        LOANS DUE TO
SHAREHOLDER
 
 As of
June 30, 2007, the Company had an unsecured, non interest bearing demand loans
due to a shareholder of the Company totalling $108,834. The loans were repaid
during the year ended June 30, 2008.
 
 4.        CAPITAL STOCK
TRANSACTIONS
 
 Preferred stock - The
authorized preferred stock is 10,000,000 shares with a par value of $0.001. As
of June 30, 2007, the Company has no shares of preferred stock issued or
outstanding.
 
 Common stock - The
authorized common stock is 200,000,000 shares with a par value of $0.001. During
the year ended June 30, 2007, the Company completed a reverse split on its
common stock from 500 shares to 1 share. The reverse stock split is reflected on
a retroactive basis. During the year ended June 30, 2008, the Company issued
5,055,845 shares of its common stock for cash of $1,278,247. The Company also
issued 20,150,000 shares of its common stock for mineral properties valued at
$98,108.
 
 5.           MINERAL
PROPERTIES
 
 On
September 10, 2007, the Compnay entered into a Mining Claims Purchase Agreement
(the “Purchase Agreement”) with Derek Ivany, Victor Cantore, and Anna Giglio.
Under the terms of the Purchase Agreement, Mr. Ivany, Mr. Cantore, and Ms.
Giglio have each transferred to the Company certain mining claims owned by them
and located in the province of Quebec, Canada. The mining claims acquired under
the Purchase Agreement cover a total of approximately 27,277.27 hectares. 
In exchange for the mining claims transferred to us under the Purchase
Agreement, Mr. Ivany, Mr. Cantore, and Ms. Giglio were issued a total of
20,000,000 shares of common stock.
 
 F-10
 IVANY
MINING, INC.
 NOTES TO
FINANCIAL STATEMENTS
 JUNE 30,
2008 and 2007
 
 5.           MINERAL PROPERTIES
(CONTINUED)
 
 On
September 11, 2007, the Company entered into a Letter of Intent Purchase
Agreement (the “Purchase Agreement”) with Star Uranium Corp. (“Star Uranium”).
Under the terms of the Purchase Agreement, Star Uranium has agreed to transfer
to the Company ten mining claims located in the Zama Lake area of northern
Alberta, Canada. Under the Purchase Agreement, the Company paid Star Uranium a
purchase price of $100,000 on or before October 31, 2007. Also, the Company
delivered to Star Uranium 150,000 shares of our common stock as additional
consideration for the purchased mining claims. The mining claims transferred
under the Purchase Agreement cover a total of approximately 92,160
hectares.
 
 Under the
Purchase Agreement, the Company has also agreed to invest certain minimum
amounts in the development of the mineral properties. Subject to any negotiated
adjustments which may be made by the parties based on future geological
evaluation, the Company is required to spend a minimum of $400,000 toward
exploration of the properties before May 16, 2008 and an additional $1,000,000
toward exploration and development before May 16, 2010. Star Uranium has
retained a 2% smelter royalty on the properties and has retained all diamond
rights. The Company has the option to buy-down the retained net smelter royalty
to 1% by making an additional payment of $1,000,000 to Star Uranium at any
time.
 
 On
September 12, 2007, the Company entered into an Alberta Mining Claims Purchase
Agreement (the “Purchase Agreement”) with Derek Ivany and Royal Atlantis Group,
Inc. (“Royal Atlantis”). Under the terms of the Purchase Agreement, Mr. Ivany
and Royal Atlantis have transferred to the Company a total of six mining claims
located in the province of Alberta, Canada. In exchange for the mining claims
transferred to the Company under the Purchase Agreement, the Company paid total
of $20,000 ($10,000 each) to Mr. Ivany and Royal Atlantis.
 
 6.           STOCK OPTIONS AND
WARRANTS
 
 During
the year ended June 30, 2008, the estimated value of the compensatory common
stock purchase warrants granted to non-employees in exchange for services and
financing expenses was determined using the Black-Scholes pricing model and the
following assumptions: expected term of 2 years, a risk free interest rate of
3.35%, a dividend yield of 0% and volatility of 118%. The amount of the expense
charged to operations for compensatory options and warrants granted in exchange
for services was $1,292,667.
 
 The
following table summarizes the changes in options outstanding and the related
prices for the shares of the Company’s common stock issued to employees and
non-employees of the Company. These warrants were granted in lieu of cash
compensation for services performed.
  Number
      of Shares
                    
                    Weighted
      Average Exercise PriceOutstanding
      as of July 1, 2006
                    -
                    
                    $
                    0.00Granted
                    -
                    
                    
                    0.00Exercised
                    -
                    
                    
                    0.00Cancelled
                    -
                    
                    
                    0.00Outstanding
      as of June 30, 2007
                    -
                    
                    
                    0.00Granted
                    2,000,000
                    
                    
                    0.50Exercised
                    -
                    
                    
                    0.00Cancelled
                    -
                    
                    
                    0.00Outstanding
      at June 30, 2008
                    2,000,000
                    
                    $
                    0.50
  F-11
 IVANY
MINING, INC.
 NOTES TO
FINANCIAL STATEMENTS
 JUNE 30,
2008 and 2007
 
 6.           STOCK OPTIONS AND WARRANTS
(CONTINUED)
 
 The
following table summarizes the warrants outstanding and the related exercise
prices for the shares of the Company’s common stock issued to non-employees of
the Company.
  Warrants
      Outstanding
                    
                    Warrants
      ExercisableYear
                    
                    Exercise
      Price
                    
                    Number
      shares outstanding
                    
                    Weighted
      Average Contractual Life (Years)
                    
                    Number
      Exercisable
                    
                    Weighted
      Average Exercise Price2007
                    
                    $
                    0.00
                    
                    -
                    
                    0.00
                    
                    -
                    
                    $
                    0.002008
                    
                    $
                    0.50
                    
                    2,000,000
                    
                    1.95
                    
                    2,000,000
                    
                    $
                    0.50Total
                    
                    
                    2,000,000
                    
                    
                    
                    
                    
                    2,000,000
 F-12
 Table of
Contents