SECURITIES
AND EXCHANGE COMMISSION
 
 FORM
20-F/A
  (Mark
One)
  [_]
              REGISTRATION
      STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT
      OF 1934
 
 OR
 
 [X]
              ANNUAL
      REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
      1934
 
 For the
fiscal year ended December 31, 2007
 
 OR
 
 [_]
              TRANSITION
      REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
      1934
 
 For the
transition period from __________________ to _______________
 
 OR
 
 [_]
              SHELL
      COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
      ACT OF 1934
 
 Date of
event requiring this shell company report
_________________________________
 
 Commission
file number ________________________________________
 
 CityView
Corporation Limited
 (Exact
name of Registrant as specified in its charter)
 
 ________________________________________________________________________
 (Translation
of Registrant's name into English)
 
 Western
Australia, Australia
 (Jurisdiction
of incorporation or organization)
 
 Level 9,
28 The Esplanade, Perth, Western Australia 6000
 (Address
of principal executive offices)
 
 Mr Paul
Williams, (61-8) 9226 4788, paulw@cityviewcorp.com,
address (above)
 (Name,
Telephone, E-mail and/or Facsimile number and Address of Company Contact
Person)
 
  
 1
  Securities
registered or to be registered pursuant to Section 12(b) of the
Act.
  Title
      of each class
              Name
      of each exchange on which registeredNone
              ________________________________________________________________
              ________________________________
 
 Securities
registered or to be registered pursuant to Section 12(g) of the
Act.
 
 Ordinary
Shares
 (Title of
Class)
 
 Securities
for which there is a reporting obligation pursuant to Section 15(d) of the
Act.
 
 None
 (Title of
Class)
 
 Indicate
the number of outstanding shares of each of the issuer's classes of capital or
common stock as of the close of the period covered by the annual
report.
 
 333,692,632
ordinary shares as at December 31, 2007
 
 
 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
 
 If this
report is an annual or transition report, indicate by check mark if the
registrant is not required to file reports pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934.
 
 Yes ___
No X
 
 Note –
Checking the box above will not relieve any registrant required to file reports
pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 from
their obligations under those Sections.
 
 Indicate
by check mark whether the registrant (1) has filed all reports required to be
filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the
preceding 12 months (or for such shorter period that the registrant was required
to file such reports), and (2) has been subject to such filing requirements for
the past 90 days.
 Yes X No
____
 
 
 
 2
  Indicate
by check mark whether the registrant is a large accelerated filer, an
accelerated filer, or a non-accelerated filer. See definition of “accelerated
filer and large accelerated filer ” in Rule 12b-2 of the Exchange Act. (Check
one):
 
 Large
accelerated filer ____ Accelerated filer ____ Non-accelerated filer
X
 
 Indicate
by check mark which basis of accounting the registrant has used to prepare the
financial statements included in this filing:
 
 U.S. GAAP
____ International Financial Reporting Standards as issued by the International
Accounting Standards Board  X  Other ____
 
 If
“Other” has been checked in response to the previous question, indicate by check
mark which financial statement item the registrant has elected to
follow.
 Item 17
____Item 18 ____
 
 If this
is an annual report, indicate by check mark whether the registrant is a shell
company (as defined in Rule 12b-2 of the Exchange Act).  Yes   No
X
 
 (APPLICABLE
ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PAST FIVE
YEARS)
 
 Indicate
by check mark whether the registrant has filed all documents and reports
required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act
of 1934 subsequent to the distribution of securities under a plan confirmed by a
court.
 
 Yes ____
No X
 
 
 Additional Disclosure and
Amendments
 
 We have
amended our Form 20-F for the year ended December 31, 2007 to include additional
disclosure and amendments.
 
 Additional
disclosure and amendments are as follows:
 
 Page
              Description
 
 11
              Item
      4.B amended/disclosure
 25
      & 26
              Item
      15 amended/disclosure
 40
              Note
      1.B amended/disclosure
  
 3
 PART
I
 
 ITEM
1.          IDENTITY OF
DIRECTORS, SENIOR MANAGEMENT AND ADVISERS
 Providing
information called for in Item 1 is not required for filing a Form 20-F as an
Annual Report under the Exchange Act.  Nevertheless, the Company is
providing its "Corporate
Directory" updated form as it appeared in the Annual Report for the year
ended December 31, 2007 as filed with Australian Stock Exchange Limited on March
31, 2008.
 
 Directors
 P M
      Smyth
                        Chief
      Executive
                        Appointed
      March 6, 2006P G
      H Smith
                        Director
                        Appointed
      July 3, 2007N P
      Hoexter
                        Director
                        Appointed
      July 5, 2007P A
      de Chazal
                        Director
                        Appointed
      July 19, 2007R J
      F Brothers
                        Director
                        Appointed
      December 4, 2007Mahmood
      al Ansari
                        Director
                        Resigned
      July 3, 2007John
      Jacoby
                        Director
                        Resigned
      July 31,
2007
 
 Company
Secretary
 Paul
      Williams
                      Appointed
      July 31, 2007John
      Jacoby
                      Resigned
      July 31, 2007
 
 Registered
Office
 Level
9,
 28 The
Esplanade
 Perth         Western
Australia   6000
 
 Principal
Place of Business
 Level
9,
 28 The
Esplanade
 Perth         Western
Australia   6000
 Telephone:     (61-8)
9226 4788
 Facsimile:        (61-8)
9266 4799
 Email:               info@cityviewcorp.com
 Web:                www.cityviewcorp.com
 
 Auditor
 BDO
Kendalls Audit and Assurance (WA)
 128 Hay
Street
 Subiaco   Western
Australia   6008
 
 Australian
Share Registry
 Computershare
Investor Services Pty Limited
 Level 2,
45 St George's Terrace
 Perth
Western Australia 6000
 Telephone:    (61-8)
9323 2000
 Facsimile:       (61-8)
9323 2033
 
 USA
Share Registry
 Computershare
Trust Company, Inc.
 350
Indiana Street, Suite 800
 Golden,
Colorado 80401
 Telephone:  (303)
262 0600
 Facsimile:  (303)
262 0700
 
 Attorney
- Australia
 Corrs
Chambers Westgarth
 240 St
George’s Terrace
 Perth
Western Australia 6001
 
 Attorney
- USA
 Gary B.
Wolff, P C
 805 Third
Avenue
 New York,
New York 10022
 
 4
 
 
 ITEM
2.                      OFFER
STATISTICS AND EXPECTED TIMETABLE
  Not
applicable
 
 ITEM
3.                      KEY
INFORMATION
 
 A.           Selected
Consolidated Financial Data
 
 The
selected historical data presented below has been derived from the financial
statements of the Company, which were examined by BDO Kendalls (“BDO”) for year
ended December 31, 2005, 2006 and 2007.
 
 The
consolidated financial statements are presented in Australian dollars and have
been prepared in accordance with Australian equivalents to international
financial reporting standards ("Australian IFRS").
Compliance with Australian IFRS ensures that the consolidated financial
statements and notes for CityView Corporation Limited comply with the
International Financial Reporting Standards as adopted by the ISAB.
 
 The
following table summarizes certain financial information and should be read in
conjunction with “Item 5 –
Operating and Financial review and Prospects.”The Company has
not declared a dividend during each of the years ended December 31, 2005 through
2007 inclusive.  There were significant fluctuations in revenues and
net income (loss) between the years stated in the table below.  For
the reasons set forth herein the information shown below may not be indicative
of the Company’s future results of operation.
  
 5
 Statement
of Loss and Accumulated Deficit Data:
 
 Year
      Ended
                            December
      31
                            2004
                          Year
      Ended
                            December
      31
                            2005
                          Year
      Ended
                            December
      31
                            2006
                          Year
      Ended
                            December
      31
                            2007Amounts
      in Accordance withAustralian
      IFRS
                          AUD$
                          AUD$
                          AUD$
                          AUD$Income
      Statement Data:Operating
      RevenuesNet
      Loss 1
                          (688,710)
                          (2,784,287)
                          (7,021,725)
                          (4,653,608)Per
      Ordinary Share (dollars)
                          (.098)
                          (.345)
                          (.502)
                          (.180)Balance
      Sheet Data:Total
      Assets
                          9,358,801
                          6,147,785
                          2,969,661
                          23,617,860Shareholders
      Equity
                          8,671,228
                          5,886,941
                          2,957,158
                          23,317,755
 
 
 1
              Net
      income (loss) consists of operating profit (loss) after income tax
      attributable to members of the parent
entity.
 
 
 6
  Exchange
Rates
 Solely
for informational purposes, this Form 20-F contains translations of certain
Australian dollar amounts into or from US dollars at a specified
rate.  These translations should not be construed as a representation
that the Australian dollar amounts represented in the US dollar amounts
indicated, could be converted into or from US dollars at the rate
indicated.  The following table sets forth, for the financial periods
indicated, certain information concerning the Noon Buying Rate for Australian
dollars expressed in US dollars per AUD$1.00 as follows:
 
 A.
                Five
      Most Recent Financial Years
 
 Period
                High
                Low
                Period
      End
                Average12
      months to December 31, 2003
                0.7493
                0.5588
                0.7495
                0.652512
      months to December 31, 2004
                0.8005
                0.6773
                0.7801
                0.737112
      months to December 31, 2005
                0.7988
                0.7233
                0.7301
                0.762812
      months to December 31, 2006
                0.7929
                0.7014
                0.7893
                0.753612
      months to December 31, 2007
                0.9400
                0.7672
                0.8767
                0.8389
 
 B.
              Previous
      Six Months
 
 Period
                High
                Low
                Period
      End
                AverageNovember
      1 to November 30, 2007
                0.9400
                0.8652
                0.8837
                0.9000October
      1 to October 31, 2007
                0.9272
                0.8750
                0.9196
                0.8987September
      1 to September 30, 2007
                0.8886
                0.8107
                0.8884
                0.8444August
      1 to August 31, 2007
                0.8662
                0.7672
                0.8176
                0.8315July
      1 to July 31, 2007
                0.8870
                0.8459
                0.8513
                0.8661June
      1 to June 30, 2007
                0.8521
                0.8216
                0.8488
                0.8416
 
 C.
              Latest
      Practicable Date
 At June
16, 2008 the Australian dollar expressed in US dollars per AUD$1.00 was
$0.9391
 
 [1]
Represents the average of the Noon Buying Rates on the last day of each month
during the period.
 
 Nature
of Trading Market
 The
Company's ordinary shares commenced trading on the Australian Stock Exchange
Limited on January 2, 1992 and commenced trading on the Electronic
Over-the-Counter Bulletin Board in the United States on April 11, 1997.The
Company subsequently gained clearance to trade on the NASDAQ Small Capital
Market on June 11, 1997 and continuously traded on that exchange until its
delisting effective May 8, 2000 subsequent to a February 11, 2000 oral hearing
before the NASDAQ Listing Qualifications Panel which delisting was upheld (upon
Company appeal) by the NASDAQ Listing and Hearing Review Council on October 25,
2000.  On December 29, 2000 the Company’s securities were listed for
trading on the NASD Electronic over the Counter Bulletin Board (“OTCBB”)and continue to
trade on the OTCBB under the symbol CTVWF.
 
 As of
June 16, 2008 the Company had 3,582 holders of record of its Ordinary
Shares.
 
 The
Company has not paid any dividends since its inception and does not anticipate
paying any dividends on its Ordinary Shares in the foreseeable
future.
 The
following reflects the high and low bid price for the Company’s Ordinary Shares
as reflected on the company’s home exchange,  the Australian Stock
Exchange Limited for the last three years and the most recent quarter ended
March 31, 2008.
  7
 
 Quarter
      Ending
                  High
                    AUD
      $
                  High
                    US
      $
                  Low
                    AUD
      $
                  Low
                    US
      $
                  VolumeMarch
      2006
                  0.089
                  0.060
                  0.045
                  0.028
                  2,305,572June
      2006
                  0.058
                  0.055
                  0.041
                  0.034
                  9,175.911September
      2006
                  0.058
                  0.039
                  0.038
                  0.031
                  3,482,310December
      2006
                  0.160
                  0.150
                  0.070
                  0.061
                  7,899.824March
      2007
                  0.105
                  0.100
                  0.081
                  0.064
                  6,873,787June
      2007
                  0.085
                  0.072
                  0.057
                  0.048
                  5,780,437September
      2007
                  0.165
                  0.146
                  0.115
                  0.102
                  5,534,829December
      2007
                  0.320
                  0.280
                  0.200
                  0.175
                  6,180,652March
      2008
                  0.260
                  0.238
                  0.098
                  0.090
                  7,915,713
 
 Company
Auditors
 BDO
Kendalls (through its office in Perth, Western Australia) is the Company’s
independent auditor in all jurisdictions.
 
 Capitalization
and Indebtedness
 Not
applicable
 
 Reasons
for the Offer and Use of Proceeds
 Not
applicable
 
 Risk
Factors
 Risks In
Respect of the Company’s Energy Portfolio
 
 1.
              Commodity
      prices and in particular the price of oil and
  gas;
 2.
              Currency
      exchange rate fluctuations;
 3.
              The
      strength of the equity markets at the time of any capital raising by the
      Company;
 4.
              Judicial
      decisions and legislative
amendments;
 5.
              “Environmental
      management issues with which the Company may from time to time have to
      comply;
 6.
              General
      economic conditions in Australia and Angola and their major trading
      partners and in particular inflation rates, commodity supply and demand
      factors and industrial disruption;
 7.
              Risks
      inherent in exploration including, amongst other things, successful
      exploration, identification, development and exploitation of use of
      resources and reserves and competent management;
  and
 8.
              Political
      stability of Angola.
 
 There is
no assurance that any of the Company’s energy properties contain significant
commercially viable reserves until appropriate and sufficient exploration work
is concluded and an economic and feasibility study based upon such work is
conducted and concluded.
 Risk
factors are highlighted in greater detail under item 4.B – Business Overview on
page 10 of this report.
 
 
 8
  ITEM
4.        INFORMATION ON THE
COMPANY
 
 A.
              History
      and Development of the Company
 
 The term
“Company” refers to
CityView Corporation Limited, a corporation organized under the laws of Western
Australia on May 3, 1987, and its wholly owned subsidiary’s CityView Asia Pty
Ltd and Glenvale Associates Limited.
 
 The
Company publishes its consolidated financial statements expressed in Australian
dollars. In this document, references to "US dollars" or "US$" are to the currency of
the United States of America and references to “Australian Dollars" or "AUD$" are to currency of
Australia.  Solely for convenience, Form 20-F contains translations of
certain Australian dollar amounts into US dollars at specified
rates.  These translations should not be construed as representations
that the Australian dollar amounts actually represent such US dollar amounts or
could have been or could be converted into US dollars at the rates indicated or
any other rates.  For information regarding rates of exchange between
Australian dollars and US dollars from 2003 to the present, see "Item 3A. Selected Financial Data -
Exchange Rates."
 
 The
Company is subject to the information requirements of the Securities Exchange
Act of ’34, as amended.  Accordingly, we file monthly Forms 6-K and
Annual Form 20-F with the SEC.  You may read and copy any document we
file at the SEC's public reference room at 100 F Street, N. E., Washington, D.C.
20549. You should call the SEC at 1-800-SEC-0330 for further information on the
public reference rooms. Our SEC filings will also be available to the public at
the SEC's web site at "http:/www.sec.gov."
 
 The
current financial period is for the twelve months ended December 31,
2007.  References in this document to a particular prior year are to
the calendar year unless otherwise indicated.  The Company produces
annual reports containing audited consolidated financial statements and an
opinion thereon by the Company’s independent public accountants.  Such
financial statements have been audited in accordance with PCAOB Generally
Accepted Auditing Standards.  The Company also produces quarterly
reports as required by Australian Stock Exchange Limited, which contain selected
financial information, and notices to shareholders of the
Company.  The Company also produces financial statements prepared in
accordance with Australian IFRS, which are required to be furnished to
shareholders under Australian law.
 
 The
Company is a corporation organized under the laws of Western Australia on May 3,
1987 under the name CityView Investments Limited and was listed on Australian
Stock Exchange Limited as an investment company.  The Company was
initially listed on the Second Board of the Perth Stock Exchange on October 20,
1987 and was transferred to the Main Board of Australian Stock Exchange Limited
on January 2 1992. The Company changed its name to CityView Corporation Limited
on August 9 1996, to CityView Energy Corporation Limited on May 19, 1996 and on
May 31, 2000 changed its name to its current name of CityView Corporation
Limited. CityView's investments are focused on energy, minerals, gold and
diamonds.
 
 Australian
Government Regulation
 The
Australian Securities and Investments Commission is an Australian government
instrumentality that administratively enforces the Australian Corporations Act
2001, which is the main body of law regulating companies in
Australia.   The Corporations Act 2001 covers matters such as
directors' duties and responsibilities, preparation of accounts, auditor
control, issue and transfer of shares, control of shareholder meetings, rights
of minority interests, amendments to capital structure, preparation and filing
of public documents such as annual reports, changes in directors and changes in
capital.
 
 Australian
Stock Exchange Limited imposes listing rules on all listed companies, including
the Company.  The listing rules cover such issues as immediate
notification to the market of relevant information, periodic financial reporting
and the prior approval of shareholder reports by the Australian Stock Exchange
Limited. The Company believes that it is in compliance with the foregoing
Australian laws and regulations.
 
 
 9
  B
              Business
      Overview
 
 General
 The
Company’s primary focus is on Angola.
 Angola
was selected after considering resources prospectively, demand for the produced
product, availability of supportive infrastructure, foreign company
participation terms and conditions and sovereign risk.
 
 Benefits
Associated with Angola
 Angola
has a record for honouring participation agreements and keeping tax and terms
stable.    As with Mozambique and some other African
countries with similar experiences, Angola is now very stable in spite of having
experienced a thirty year civil war which finished only five years
ago.  Since that time Angola has established important international
connections as a key resource rich country.  It has not only become a
significant supplier of oil to USA but also to China.
 
 Risks
Associated With Angola
 There are
a number of factors, which could have a material downside effect on any future
financial performance in Angola, or the value of the shares in the Company.
These factors include:
 
 ·
              Fluctuations
      in the world market price of oil and gas and
  minerals;
  ·
              Abnormal
      interruptions in production or delivery resulting from war, political
      disturbance, civil unrest or industrial
  disruption;
  ·
              Changes
      in government regulations or the relevant fiscal
  regime.
  ·
              Unforeseen
      adverse geological conditions;
  ·
              Unavailability
      or excessive costs of industry service support, caused by any of the
      above.
  The
Company believes that the benefits described above outweigh the
risks.  There is no assurance, however, that one or more of the
aforementioned risks will not severely damage Company prospects and
operations.
 
 Selection
of Target Areas for Acquisition
 The
criteria for assessing resource opportunities in Angola include consideration of
the following:
 
 ·
              Review
      of geological and geophysical information
  available.
  ·
              Assessing
      proximity of the prospect to a means of transporting the production to
      market.  The foregoing component of production costs can
      significantly affect the economics of a
project.
  ·
              Assessing
      access to support services such as engineering, rig services and service
      contractors.  Costs for mobilization and demobilization of such
      services are an important
consideration.
  ·
              Assessing
      field prospects, usually determined by quality and quantity of
      geophysical, geological, petrophysical and production data
      available.
  ·
              Assessing
      the degree of difficulty in producing the prospect from an engineering
      perspective, to enable an accurate assessment of production
      costs.
  ·
              Conducting
      commercial analysis to establish the ability of a particular project to
      achieve adequate rate of return on
investment.
 
 Evaluation
Techniques
 Experienced
geologists and geophysicists are engaged as contractors to employ the
technologies of investigation in assessing prospects.  These include
reprocessing and reinterpretation of existing seismic
data.  Afterwards the data in its original interpreted form can be
enhanced to enable more accurate mapping of the structure.  The
technology available for seismic acquisition and processing is continually being
improved. Interpretation tools such as computer mapping and modelling packages
enable greater amounts of data to be processed and superior interpretations to
be made.  This data is interpreted utilizing experienced engineers and
advanced software packages designed for such analysis. The results are then
integrated with the geological and geophysical information, in an endeavour to
use one form of analysis to confirm the other. Any available past production
records are analysed and can, on occasion, be utilized as a means of predicting
future production rates and cumulative production forecast, by extrapolation of
the past results, utilizing accepted engineering practices.
 
 
 10
  Economic
risks
 (1)
              Share
      market
 
 Share
market conditions may affect the price at which the Company’s securities trade
regardless of operating performance.  Share market conditions are
affected by many factors, such as:
 
 General
economic outlook:
 Movements
in, or outlook in, interest rates and inflation rates;
 Currency
fluctuations;
 Commodity
prices;
 Changes
in investor sentiment towards particular market sectors; and
 The
demand for, and supply of, capital.
 
 Investors
should recognise that once the securities are quoted by ASX, the price of the
securities may fall as well as rise.  Many factors will affect the
price of the securities including local and international stock markets,
movements in interest rates, economic conditions and investor sentiment
generally.  In addition, the commencement of, or escalation in, any
war, armed conflict, hostilities between nations, civil unrest or terrorist
activities may affect the price of the Company’s securities.
 
 (2)
              Commodity
      prices
 
 Commodity
prices are influenced by physical and investment demand for those
commodities.  Fluctuations in commodity prices, particularly oil and
gas, may influence individual projects in which the Company has an
interest.
 
 (3)
              Inflationary
      and Other Economic Pressure
 
 Currently,
the Company is not generating revenue from its oil and gas
operations.  Future revenues, if any, in this segment are governed, in
part primarily by worldwide commodity pricing.  No immediate effect in
respect to inflation and changes on prices is expected.  However,
inflationary pressures affect the Company’s exploration and development
expenditure, which is primarily incurred in U.S. dollars.  The
director’s estimation of inflation is considered in regards to the general state
of the world economy.  This exposure to inflationary pressure is
dependent on the mix of goods and services provided to the Company by
suppliers.  At this stage the Company is unable to quantify the mix of
inflationary pressures from different sources that will affect the supply of
goods and services to the Company.
 
 Exploration,
development and processing risks
 Exploration
and project development by their nature contain elements of significant
risk.  Ultimate and continuous success of these activities is
dependent on many factors such as:
 
 The
discovery and/or acquisition of economically recoverable resources;
 Successful
conclusions to bankable feasibility studies;
 Access to
adequate capital for project development;
 Design
and construction of efficient processing facilities within capital expenditure
budgets;
 Securing
and maintaining title;
 Obtaining
consents and approvals necessary for the conduct of exploration and
production;
 Access to
competent operational management and prudent financial administration, including
the availability and Reliability of appropriately skilled and experienced
employees, contractors and consultants; and
 Adverse
weather conditions over a prolonged period can adversely affect exploration and
mining operations and the timing of revenues.
 
 Whether
or not income will result from development of tenements depends on the
successful establishment of oil, gas and uranium operations.  Factors
including costs, consistency and reliability of ore grades and commodity prices
affect successful project development and production.
 
 Oil, gas
and uranium are industries that has become subject to increasing environmental
responsibility and liability.  The potential for liability is an ever
present risk.  The use and disposal of chemicals in these industries
is under constant legislative scrutiny and regulation.
 
 Resource
estimates
 Resource
estimates are expressions of judgment based on knowledge, experience and
industry practice.  Estimates which were valid when made may change
significantly when new information becomes available.  In addition,
resource estimates are imprecise and depend to some extent on interpretations,
which may prove to be inaccurate.
 
 
 11
  Resources
Portfolio
 
 A.
              Angola
 
 Metals
 
 On July
20, 2006 CityView acquired 30% of Glenvale Associates Limited, the holder of two
wholly owned subsidiaries Foreign Trading Limited and Firstcorp
Limited.  Foreign Trading Limited owns 70% of the Ucua licence and
Firstcorp Limited owns 70% of the Longonjo licence.  On October 13,
2006 CityView increased its holding in Glenvale Associates Limited to 36.3% and
by December 31, 2007 CityView had increased its’ holding in Glenvale Associates
Limited to 79% with the remaining 21% held by Fortitude Minerals
Limited.
 
 Within
the Longonjo metals licence area of 3,764 square kilometres two key targets have
been identified: Catabola (copper-gold) and Longonjo Carbonatite (rare earths).
A double barrel wire line drill rig of NQ core size and manned by a Brazilian
crew is now drilling at Catabola.
 
 Initially
twenty exploration holes of up to 150 metres each will be drilled across Casseta
Hill, the main mine area at Catabola. The mineralised zones at Catabola are
represented by a number of parallel veins:  the eastern group of veins
run for approximately 350 metres along strike, with an overall width of 70
metres: in the west, a single vein outcrops more than 650 metres with a width of
10-12 metres. The objective of the Catabola drilling programme is to test the
extent of mineralisation to a vertical depth of approximately 150
metres.
 
 Following
the discovery of several new sites to the south of Catabola, a geological
mapping and geophysical prospecting programme will also be carried out to extend
the known mineralisation and find similar mineralised structures.
 
 Upon
completion of the Catabola drilling, the rig will be moved to Longonjo
Carbonatite for the drilling of eight exploration holes up to 150 metres each on
the southern part of the Chimbulundu Hill.
 During
the year CityView steadily increased its equity in the Longonjo and Ucua licence
areas to a 79% working interest with the remaining 21% held by Fortitude
Minerals Limited.  At 31 December 2007 CityView Corporation Limited
held an 8% interest in Fortitude Minerals Limited. The licence areas held by
Fortitude Minerals Limited are:-
  Commodity
                    License
      Area
                    Percentage
      Held
                    AreaCopper
                    Cachoeiras
      de Binga
                    80%
                    3,615
      square kmZenza
      Dondo
                    70%
                    747
      square kmBenguela
                    70%
                    3,943
      square kmBenguela
      South West
                    80%
                    355
      square kmBentiabe
                    80%
                    183
      square kmGold
                    Chipindo
                    60%
                    1,433
      square kmCarbonatite
                    Longonjo
      Minerals
                    79%
                    3,760
      square kmDiamonds
                    Longonjo
      Diamonds
                    38%
                    3,000
      square kmPegmatite
                    Ucua
                    79%
                    1,369
      square km________________18,405
      square km
 Oil
 
 CityView
has linked up with key Angolan business groups to access onshore Kwanza Basin
permits when they become available from the Government.  Through the
provision of a US$100 million facility CityView has met the requisite financial
criteria for participation.  Negotiations for other oil related
projects are currently in progress.
 
 B.
              Cameroon
 
 CityView
has paid a deposit of $1,896,409 to acquire the right to purchase 100% of Petro
Energy Africa Limited which is the beneficial owner of 57% of Turnberry
Resources Inc who held 70% of the Matanda PH72 oil field in Cameroon
(“Matanda”). Turnberry Resources Inc has relinquished their rights to Matanda
and negotiations are in progress to replace it with an alternative permit. If
CityView decides not to proceed with the 100% acquisition of Turnberry then its
deposit will be converted to a 20% equity stake.
 
 C.
              Organizational
      Structure
 
 The
Company conducts its operations through itself and its wholly owned subsidiary
CityView Asia Pty Ltd.
 
 12
 D.
              Property,
      Plant and Equipment
 
 
 
 E.
              Particulars
      of Mineral Leases – Longonjo and Ucua
Angola
 
 On July
20, 2006 CityView acquired 30% of Glenvale associates Limited the holder of two
wholly owned subsidiaries Foreign Trading Limited and Firstcorp
Limited.  Foreign Trading Limited owns 70% of the Ucua licence in
Angola and Firstcorp Limited owns 70% of the Longonjo licence in
Angola.  On October 13, 2006 CityView increased its holding in
Glenvale Associates Limited to 36.3% and by December 31, 2007 CityView had
increased its’ holding in Glenvale Associates Limited to 79% with the remaining
21% held by Fortitude Minerals Limited.
 
 Executive
Address
 The
Company’s registered office is located at Level 9, 28 The Esplanade, Perth,
Western Australia 6000.  The Company’s principal place of business is
leased premises at Level 9, 28 The Esplanade, Perth, Western Australia 6000,
telephone:  (61 8) 9226 4788, fax: (61 8) 9226 4799, email:
info@cityviewcorp.com, website: www.cityviewcorp.com.
 
 
 ITEM
5.            OPERATING AND FINANCIAL REVIEW AND
PROSPECTS
 
 A.
              Operating
      results
 The
current financial period is for the twelve months ended December 31, 2007. The
Company's consolidated financial statements are prepared in accordance with
Australian International Financial Reporting Standards ("Australian
IFRS").
 
 The
following discussion references the amounts computed in accordance with
Australian IFRS for the results of operations of the Company for the financial
periods ended December 31, 2007, 2006 and 2005.
 
 Principal
Activities
 The
principal activities of the Company during the financial year were investments
in energy and minerals.
 
 Results
of Operations
 The
discussion set forth below relates to the Company's results of operations as
prepared in accordance with Australian IFRS for the financial periods ended
December 31, 2007, 2006 and 2005.
 
 Year
Ended December 31, 2007 Compared To Year Ended December 31, 2006
 The net
loss of the consolidated entity for the financial year after providing for
income tax and eliminating outside equity interests was AUD$4,653,608 compared
to a loss of AUD$7,021,725 for the previous financial year.  There
were no loan write off’s or bad debt’s this year and as a result there was a
decrease in the operating loss compared to last year.
 
 Year
Ended December 31, 2006 Compared To Year Ended December 31, 2005
 The net
loss of the consolidated entity for the financial year after providing for
income tax and eliminating outside equity interests was AUD$7,021,725 compared
to a loss of AUD$2,784,287 for the previous financial year.  The
increase in operating loss was due primarily from the write off of the
receivable from Medco Madura of approximately AUD$2,272,052 and from Medco
Simenggaris of approximately AUD$3,408,082 due to the expiry of the leases and a
lack of proven reserves.
 
 Dividends
 The
directors did not recommend the payment of a dividend and no dividends have been
paid or declared since the end of the previous financial year or during the
previous 5 years.
 
 Review
of Operations
 An
extensive description of the operations of the Company is included in the
Business overview, which precedes this report, a summary of the pertinent
aspects of those operations is contained in this Item 5.
 
 Employee
Share and Option Benefits
 The
shareholders of the Company at its annual general meeting held on 4 May 2007
approved an Employee Incentive Option Scheme.  A total of 7,000,000
options were issued to employees under the scheme during 2007. No options were
issued in 2005 or 2006.
 
 Options
 At the
date of this report all options issued are fully vested.
 
 13
  Inflationary
and Other Economic Pressures
 Currently,
the Company is not generating revenues from its oil and gas
operations.  Future revenues, if any, in this segment are governed, in
part primarily by worldwide commodity pricing.  No immediate effect in
respect to inflation and changes on prices is expected.  However,
inflationary pressures affect the Company's exploration and development
expenditure, which is primarily incurred in U.S. dollars.  The
director’s estimation of inflation is considered in regards to the general state
of the world economy, and of the United States and Angola in
particular.  This exposure to inflationary pressure is dependent on
the mix of goods and services provided to the Company by suppliers, sourced
internally in Angola and externally.  At this stage the Company is
unable to quantify the mix of inflationary pressures from different sources that
will affect the supply of goods and services to the Company.
 
 The
official government released Angolan average inflation rates for the five years
beginning 2003 were as follows:
  2003
                            2004
                            2005
                            2006
                            2007Inflation
      Rates %
                            106.0%
                            76.0%
                            44.0%
                            23.0%
                            12.5%
  It is the
policy of the directors to regularly monitor the cost of operations on a per
barrel basis in respect to viability of individual projects and to take any
necessary actions.
 
 The
Company's operations in these industries comprise exploration and development
expenditure and therefore are not affected by inflationary and price pressures
of oil and gas product pricing.  However, normal inflationary
pressures on the Company’s general expenditure on goods and services affect this
expenditure.
 
 Government
Policies
 The
Company considered the issue of political risk in Angola in which the Company
has acquired assets and may continue to do so as a matter of normal business
practice.  The Company's expected initial producing properties are
located in Angola where there has been a long established petroleum and mineral
industry, with significant elements of foreign capital investments.
 
 Angola
which is a separate national state, regulates, controls and taxes activities
conducted by residents and non-residents in the country and the flow of
investment into the country and the return of capital out of the
country.  All of these controls and regulations are subject to change
from time to time. Some of the interests of the Company in Angola are by way of
contract between a subsidiary of the Company and bodies which are wholly owned
arms of the Government of Angola. These contracts are subject to controls and
regulations by the contracting parties and by the particular
governments.  These factors, in addition to the usual exploration and
production risk and the economic and political stability of the host countries,
must all be taken into account in relation to the Company's operations in
Angola.
 
 Other
than the effect of the government's economic fiscal monetary or political
policies of Angola, or factors upon the operations of the Company, these
policies or factors do not affect investments by United States Nationals in
Ordinary Shares of the Company.
 
 Likely
Developments and Expected Results of Operations
 Information
on likely developments and expected results of operations  (i.e.
financial forecasts and/or forward looking information) of the consolidated
entity has not been included in this report since management considers such
information to be commercially sensitive and/or confidential and/or not subject
to sufficient certainty.
 
 Indemnification
of Officers and Auditors
 The
Company has not, during or since the financial year, indemnified or agreed to
indemnify an officer or director of the Company or any related body corporate
against a liability incurred as an officer or auditor.
 
 
 14
  C.
              Liquidity
      and Capital Resources
 
 Year
Ended December 31, 2007 compared to Year Ended December 31, 2006
 At
December 31, 2007, the Company had a working capital of AUD$11,927,107 compared
to a working capital of AUD$911,616 at December 31, 2006.
 
 Cash flow
used in operating activities increased from AUD$956,698 in the year ended
December 31, 2006 to AUD$1,460,675 in the year ended December 31, 2007. The
primary differences for the increase in funds used, was for an increase in
consulting and marketing fees.
 
 Cash flow
used for investing increased from AUD$1,114,308 for the year ended December 31,
2006 to AUD$9,017,453 in the year ended December 31, 2007. The increase in funds
used for investing activities was primarily due to the purchase of mining leases
in Angola.
 
 The
Company generated cash flows from financing activities of AUD$21,732,451 after
fees and expenses in the year ended December 31, 2007 compared to AUD$2,811,442
in the year ended December 31, 2006. Cash flows from financing activities were
by way of a rights issue to shareholders and new share placements.
 
 Year
Ended December 31, 2006 compared to Year Ended December 31, 2005
 At
December 31, 2006, the Company had a working capital of AUD$911,616 compared to
a negative working capital of AUD$88,488 at December 31, 2005.
 
 Cash flow
used in operating activities increased from AUD$428,820 in the year ended
December 31, 2005 to AUD$956,698 in the year ended December 31, 2006. The
primary differences for the increase in funds used, was for an increase in
consulting and marketing fees.
 
 Cash flow
used for investing increased from AUD$607,135 for the year ended December 31,
2005 to AUD$1,114,308 in the year ended December 31, 2006. The increase in funds
used for investing activities was primarily due to the purchase of mining leases
in Angola.
 
 The
Company generated cash flows from financing activities of AUD$2,811,442 after
fees and expenses in the year ended December 31, 2006 compared to AUD$100,000 in
the year ended December 31, 2005. Cash flows from financing activities were by
way of a rights issue to shareholder.
 
 D.
              Research
      and Development, Patents and
Licences
 Not
applicable
 
 E.
              Trend
      Information
 Not
applicable
 
 F.
              Off-Balance
      Sheet Arrangements
 The
Company does not have any off balance sheet arrangements in place.
 
 G.
              Tabular
      Disclosures of Contractual
Obligations
 The cost
of any work to the Angolan Blocks (hereto discussed in Items 4 and 5) will be
met by the Company in proportion to its equity interests, however, these amounts
and the time frame in which they will be required is still
uncertain.
 
 H.
              Safe
      Harbor
 In
accordance with Safe Harbor Provisions referred to in Item 5G as provided for in
Section 27A of the Securities Act (“Statutory Safe Harbors”) the Company applies
same to any forward looking information provided by it in response to Item 5E
and 5F hereof, as well as the Items (4 and 5) referred to in Item 5F except to
the extent that same relates to historical facts.
 
 15
  ITEM
6.                      DIRECTORS,
SENIOR MANAGEMENT AND EMPLOYEES
 
 A.
              Directors
      and Senior Management
 Name
                        Age
                        PositionP M
      Smyth
                        68
                        Chief
      Executive Officer, Appointed 6 March 2006P G
      H Smith
                        75
                        Appointed
      3 July 2007N P
      Hoexter
                        63
                        Appointed
      5 July 2007P A
      de Chazal
                        65
                        Appointed
      19 July 2007R J
      F Brothers
                        66
                        Appointed
      4 December 2007M
      Al Ansari
                        55
                        Resigned
      3 July 2007J H
      Jacoby
                        61
                        Resigned
      31 July
2007
  All
directors hold office until the next annual general meeting of shareholders and
until their successors have been elected and qualified.  The Company's
officers are elected by the Board of Directors after each annual meeting of the
Company's shareholders and hold office until their death, resignation or removal
from office.
 
 Directors
 The names
and particulars of the directors of the Company in office during and since the
end of the financial year are:
 
 Peter Mark Smyth –Chief Executive. Age
68
 Mr Smyth
has over 40 years of experience in the natural resources sector which commenced
with Selection Trust where he was part of the project development teams for Mt.
Newman iron ore and Agnew nickel projects in Australia.  Since 1975 he
has co-founded a number of successful companies involved in the exploration and
production of gold, oil, gas and diamonds around the world.
 
 Peter George Hunt Smith – Non
Executive Director. Age: 75
 Mr Smith
is a former international banker who served Westpac Bank for 40 years leading to
a position as a Senior Manager Asian Banking & Oil & Gas.  Mr
Smith has a large network of corporate clients and has attended many Government
sponsored Trade Missions promoting Western Australia, as well as being
responsible for opening an oil & gas office for Westpac in Houston,
Texas.
 
 Nicholas Paul Hoexter – Non
Executive Director. Age: 63
 Mr
Hoexter is based in London and has been a senior member of BP’s HQ policy unit
“think tank” and chief economist unit reporting to the main Board of BP. Mr
Hoexter has a wide international business experience and is particularly skilled
at project evaluation, having been a member of the BP/Selection Trust takeover
evaluation/negotiation team.  Mr Hoexter was also Chief Executive of
the in-house asset leasing company of BG plc.
 
 Paul Andre de Chazal – Non
Executive Director. Age: 65
 Mr de
Chazal, who is based in London, was a partner involved for over thirty years in
the international affairs of Simmons & Simmons, one of the world’s largest
international law firms. He has acted for many substantial industrial and
financial companies.  Mr de Chazal has been a director of a number of
insurance companies and was for many years a director of the executive committee
of the Belgian-Luxemburg Chamber of Commerce in Great Britain.
 
 Mr de
Chazal is fluent in Portuguese, French, Spanish and English and has spent many
years in Africa. Through his wide experience of international relationships, he
is invaluable in assisting in the protection of CityView’s interests in Angola
and the Cameroon.
 
 Robert John Francis Brothers –
Non Executive Director. Age: 66
 Mr
Brothers is based in Hong Kong and for over 20 years, owned and operated gas
tankers and floating gas storage facilities through Beckworth Enterprises Inc, a
ship owning group specialising in the carriage of liquid refrigerated petroleum
gas.  At one time Beckworth owned and operated 13 gas ships and was
the largest shipowner of its type in the Far East.  Prior to working
for his own account Mr Brothers was an executive director of the substantial
Hong Kong conglomerate Wheelock Marden & Co Ltd.
 
 Mahmood
Mohamad Rahamah al Ansari
 Mr Ansari
has a degree in Computer engineering from the University of Michigan and
initially worked as an engineer with ADMA (Abu Dhabi Marine Operating) and ADCO
(Abu Dhabi Company for Onshore Oil Operations).  Mr Ansari is based in
Dubai and specializes in major project negotiation and finance.
 Mr Ansari
is the President of Quest Energy Limited and Chairman of Quest International
General Trading Establishment.
 Mr Ansari
resigned on July 3, 2007.
 
 John
Henry Jacoby
 Mr Jacoby
is based in Perth, Western Australia and has a long association with the
resource and finance industries.  He is very experienced in working in
remote locations and hands-on management.
 Mr Jacoby
resigned on July 31, 2007.
  16
 B.
              Compensation
 Remuneration
of Directors
 The
remuneration report is set out under the following main headings:
 
 A
              Principles
      used to determine the nature and amount of
  remuneration
 B
              Details
      of remuneration
 C
              Service
      agreements
 D
              Share
      based compensation
 E
              Additional
      information
 
 The
information provided under headings A to E includes remuneration disclosures
that are required under Accounting Standard AASB 124 Related Party
Disclosures.
 There has
been no share based payments to the directors or key management personnel under
the employee share and option plan introduced and approved by shareholders at
the company’s annual general meeting on 4 May 2007.
 There is
no further additional information.
 
 A
              Principles
      used to determine the nature and amount of
  remuneration
 The Board
of Directors is responsible for determining and reviewing compensation
arrangements for the directors.  The Board assesses the
appropriateness of the nature and amount of emoluments of such officers on a
periodic basis by reference to relevant employment market conditions with the
overall objective of ensuring maximum stakeholder benefit from the retention of
a high quality board and executive team.  Such officers are given the
opportunity to receive their base emolument in a variety of forms including cash
and other non-cash payments.  It is intended that the manner of
payment chosen will be optimal for the recipient without creating undue cost for
the Company.  To assist in achieving these objectives, the Board links
the nature and amount of executive directors’ and officers’ emoluments on an
annual basis based on market conditions.
 
 On 4 May
2007 at the company annual general meeting the directors proposed a monthly fee
payable to all directors of $2,500 p/mth which was approved by
shareholders.
 
 There
only relationship between shareholder wealth, company performance and
remuneration is the effect that the underlying share price has on the valuation
of key management personnel options.
 
 The Board
has not established a remuneration committee in view of the size of the Company.
The Director and CEO, Mr Mark Smyth has a service agreement with the
company.
 
 The
Company secretary Mr Paul Williams has a service agreement with the
company.
 
 The Board
is responsible for determining and reviewing compensation arrangements for the
directors themselves.
 
 
 17
  B
              Details
      of Remuneration
 Details
of the nature of each element of the emoluments of each key management personnel
paid during 2007 are as follows:-
  Short-term
      employee
                      benefits
                    Post-employment
                      Benefit
                    Share-based
                      payments2007
                      Name
                    Cash
      salary
                      and
      fees
                      $
                    Performance
                      fees
                      $
                    Superannuation
                      $
                    Equity
      Options
                      $
                    Total
                      $
                    %
      Linked to
                      PerformanceP
      M Smyth
                    195,000
                    -
                    -
                    690,000
                    885,000
                    -P
      G H Smith
                    15,000
                    -
                    -
                    417,000
                    432,000
                    -N
      P Hoexter
                    -
                    -
                    -
                    417,000
                    417,000
                    -P
      A de Chazal
                    7,500
                    -
                    -
                    417,000
                    424,500
                    -R
      J F Brothers
                    -
                    -
                    -
                    -
                    -
                    -J
      H Jacoby
                    6,000
                    -
                    -
                    276,000
                    282,000
                    -M
      al Ansari
                    20,000
                    -
                    -
                    -
                    20,000
                    -Total
      key management
                      personnel
      compensation
                    243,500
                    -
                    -
                    2,217,000
                    2,460,500
                    -Other
      ExecutivesP
      Williams
                    127,560
                    -
                    4,440
                    352,400
                    484,400
                    -
 There
were no other key management personnel of the company during the financial
year.
 
 Short-term
      employee
                    benefits
                  Post-employment
                    Benefit
                  Share-based
                    payments2006
                    Name
                  Cash
      salary
                    and
      fees
                    $
                  Performance
      fees
                    $
                  Superannuation
                    $
                  Equity
      Options
                    $
                  Total
                    $
                  %
      Linked to
                    PerformanceP
      M Smyth
                  251,500
                  -
                  -
                  -
                  251,500
                  -J
      H Jacoby
                  29,360
                  -
                  -
                  -
                  29,360
                  -M
      al Ansari
                  -
                  -
                  -
                  -
                  -
                  -A
      I Saddique
                  -
                  -
                  -
                  -
                  -
                  -B
      Y Ee
                  -
                  -
                  -
                  -
                  -
                  -Y
      K Goh
                  -
                  -
                  -
                  -
                  -
                  -Thinagaran
                  -
                  -
                  -
                  -
                  -
                  -J
      F Arbouw
                  12,000
                  -
                  -
                  -
                  12,000
                  -R
      M Elliott
                  7,500
                  -
                  -
                  -
                  7,500
                  -Total
      key management
                    personnel
      compensation
                  300,360
                  -
                  -
                  -
                  300,360
                  -
 
 C
              Service
      Agreements
 Romarcam
Investments Pty Ltd has contracted to provide the services of Mr Mark Smyth to
act as Chief Executive of CityView Corporation Limited.   Mr
Smyth took up the position of Chief Executive on March 6, 2006. The contract is
for a period of up to five years and can be terminated by either party on one
year’s notice.  The fees payable under the contract are $15,000 per
month. Mr Smyth also receives a director’s fee of $2,500 per month which was
approved by shareholders at the company’s annual general meeting held on May 4,
2007.
 
 Mr Paul
Williams is contracted to provide accounting, administration and Company
secretarial duties. The contract can be terminated by the Company on one year’s
notice. The fees payable under the contract are $11,000 per month including
superannuation.
 
 No other
key management personnel have service agreements with the company.
 
 18
  D
              Share
      based compensation
 Options
 Options
over shares in CityView Corporation Limited are granted under the CityView
Corporation Limited Employee Share and Option Plan which was approved by
shareholders at the 2007 annual general meeting. The Employee Share and Option
Plan is designed to provide long term incentives for executives to deliver long
term shareholder returns. Participation in the plan is at the Board’s discretion
and no individual has a contractual right to participate in the plan or to
receive any guarantee benefits.
 
 The terms
and conditions of each grant of options affecting remuneration in the previous,
this or future reporting periods are below.
 
 Summary
of options granted to Directors are as follows:
 
 Grant
      date
                Date
      vested
                Expiry
      date
                Exercise
      price
                Value
      per option at grant date22/10/2007
                4/12/2007
                30/11/2009
                $0.15
                $0.14
 
 Summary
of options granted under ESOP are as follows:
 
 Grant
      date
                Date
      vested
                Expiry
      date
                Exercise
      price
                Value
      per option at grant date28/09/2007
                4/12/2007
                30/11/2009
                $0.15
                $0.07
 
 Options
granted under the plan carry no dividend or voting rights.
 
 When
exercisable, each option is convertible into one ordinary share.
 
 Details
of options over ordinary shares in the company provided as remuneration to each
of the key management personnel of CityView Corporation Limited are set out
below. When exercisable, each option is convertible into one ordinary share of
CityView Corporation Limited. Further information on the options is set out in
note 26 to the financial statements.
 
 Name
                Number
      of options granted during the year
                Number
      of options vested during the year2007
                2006
                2007
                2006P M
      Smyth
                5,000,000
                -
                5,000,000
                -P G
      H Smith
                3,000,000
                -
                3,000,000
                -N P
      Hoexter
                3,000,000
                -
                3,000,000
                -P A
      de Chazal
                3,000,000
                -
                3,000,000
                -J H
      Jacoby
                2,000,000
                -
                2,000,000
                -Other
      Company and Group ExecutivesP.Williams
                5,000,000
                -
                5,000,000
                -
 The model
inputs, not included in the table above, for options granted during the year
ended 31 December 2007 include:
  a)           Options
are granted for no consideration and vest over two years
 b)           Share
price at grant date was $0.145
 c)           Expected
volatility, based on the history of the companies share price, range from 0.2620
to 0.9076
 d)           Expected
dividend yield of Nil
 e)           A
risk free interest rate of 6.03%
 
 
 19
  E
              Additional
      Information
 
 Share-based
compensation: Options
 Further
details relating to options are set out below.
 
 Name
                  A
                    Remuneration
                    Consisting
      of Option
                  B
                    Value
      at Grant date
                  C
                    Value
      at Exercise Date
                  D
                    Value
      a Lapse DateP M
      Smyth
                  78%
                  690,000
                  -
                  -P G
      H Smith
                  96%
                  417,000
                  -
                  -N P
      Hoexter
                  100%
                  417,000
                  -
                  -P A
      de Chazal
                  98%
                  417,000
                  -
                  -J H
      Jacoby
                  97%
                  276,000
                  -
                  -
 
 A = The
percentage of the value of remuneration consisting of options, based on the
value of options expensed during the current year.
 B = The
value at grant date calculated in accordance with AASB 2 Share-based Paymentof
options granted during the year as part of remuneration.
 C = The
value at exercise date of options that were granted as part of remuneration and
were exercised during the year, being the intrinsic value of the options at that
date.
 D = The
value at lapse date of options that were granted as part of remuneration and
that lapsed during the year because a vesting condition was not satisfied. The
value is determined at the time of lapsing, but assuming the condition was
satisfied.
 
 C.           Board
Practices
 The board
of directors resolved on June 14, 2000 to formalize the terms of reference of
the board audit committee.  The board has adopted a formal audit
charter with the primary objective of assisting the board in fulfilling its
responsibilities to shareholders, potential shareholders and the investment
community relating to accounting and reporting practices of the Company and its
present or future subsidiaries and the quality and integrity of the financial
reporting.
 
 D.           Employees
 At
December 31, 2007 the Company had 1 full time employee at its principal place of
business in Australia.  Consultants on a per diem basis undertake much
of the Company’s work.
 
 E.           Share
Ownership
 See Item
7A Major shareholders
 
 F.           Employee
Share Plan
 The
shareholders of the Company at its annual general meeting held on 4 May 2007
approved an Employee Incentive Option Scheme.  A total of 7,000,000
options were issued to employees under the scheme during 2007.
 
 
 ITEM
7.  MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS
 
 A.           Major
Shareholders
 The
following table sets forth the Ordinary Share ownership of each person known by
the Company to be the beneficial owner of five percent or more of the Company's
shares, each director and officer individually and the directors and officers as
a group as at June 16, 2008.  Each person has sole voting and
investment power with respect to the shareholdings shown and all ownership is of
record and beneficial.
 
 
 20
  Directors/Officers
 
 Name
              Number
      of SharesP
      M Smyth
                Chief
      Executive Officer
                12/30
      Jarrad Street
                Cottesloe  WA  6011
                Australia
              Mr
      Smyth’s Superannuation Fund owns 1,050,426 fully paid
                Ordinary
      shares in CityView and 5,210,086 options in CityView.P
      G H Smith
                Director
                48
      Goldsmith Road
                Dalkeith
      WA 6009
                Australia
              NilN
      P Hoexter
                Director
                142
      Ifield Road
                London
      SW10 9AF
                United
      Kingdom
              3,000,000
      options in CityViewP
      A de Chazal
                Director
                89
      Deodar Road
                London
      SW15 2NU
                United
      Kingdom
              3,000,000
      options in CityViewR
      J F Brothers
                Director
                8
      Fung Sau Road
                Sai
      Kung
                Hong
      Kong
              3,000,000
      options in CityViewMahmood
      al Ansari
                Chairman
                Villa
      5, 83 C Street
                Dubai
                United
      Arab Emirates
              1,250,000
      shares in CityViewJohn
      Jacoby
                Director/Secretary
                32
      Taylor Road
                Nedlands  WA  6009
              200,000
      shares and 2,000,000 options in
CityView
 
  Major
Shareholders
 
 Name
                Number
      of Shares
                Percent
      of ClassHSBC
      Custody Nominees (Australia) Limited
                59,849,032
                13.66%US
      Control Account
                  C/-
      Computershare Trust Company Inc
                20,895,630
                4.77%
 
 Based on
438,033,895 shares outstanding as of June 16, 2008.
 
 B.
              Related
      Party Transactions
 There are
no additional interests of management in transaction involving the Company
except for those stated herein or in Item 17 – notes to financial
statements.
 
 C.
              Interests
      of Experts and Counsel
 Not
applicable
 
 21
  ITEM
8.                      FINANCIAL
INFORMATION
 
 A.
              Consolidated
      Statements and Other Financial
Information
 Reference
is made to “Item 17. Financial
Statements” for the financial statements included in this annual
report.
 
 The
Company is not a party to any material litigation, and to its knowledge no
action, suit or proceeding is pending or has been threatened.
 
 To date,
the Company has not paid a dividend.  The declaration, amount, and
date of distribution of any dividend in the future will be decided by the Board
of Directors from time to time based upon and subject to the Company’s earnings,
financial requirements, and other conditions prevailing at the
time.
 
 
 ITEM
9.                      THE
OFFER AND LISTING
 Not
applicable
 
 
 ITEM
10.                    ADDITIONAL
INFORMATION
 
 A.
              Share
      Capital
 The
issued capital of CityView Corporation Limited at June 16, 2008 is 438,033,895
shares and 96,550,283 options exercisable by November 30, 2009 at 15 cents
each.
 
 B.
              Memorandum
      and Articles of Association
 This
information has been previously provided.
 
 C.
              Material
      Contracts
 There
were no material contracts other than those entered into in the ordinary course
of business to which the Company or any member of the group is a party during
the past 2 years.
 
 D.
                Exchange
      Controls
 Exchange
controls and other limitations affecting security holders:
 
 Australia
has largely abolished exchange controls on investment transactions. The
Australian dollar is freely convertible into US dollars except that all payments
and cash transactions in excess of $5,000 to non-residents must be reported to
the Australian Cash Transactions Agency, which monitors such transactions,
whether they are in the form of cash, dividends, capital or
profits.
 
 The
Foreign Acquisitions and Takeovers Act ("Foreign Acquisitions Act")
sets forth limitations on the rights of non-Australian residents to own or vote
the ordinary shares of an Australian company.  The Foreign
Acquisitions Act permits the Commonwealth Treasurer to examine acquisitions and
arrangements that could result in foreign persons controlling an Australian
business.  The Commonwealth Treasurer may prohibit a proposed takeover
if it would lead to a change of control of a business where the resultant
control would be foreign and therefore considered to be against the national
interest.  The Foreign Acquisitions Act contains divestiture
provisions to ensure it can be enforced, as well as, stringent monetary-penalty
provisions for breaches and the making of false or misleading
statements.
 
 The
Foreign Acquisitions Act requires the prior approval of the Commonwealth
Treasurer for certain classes of persons to enter into an agreement to acquire
shares of an Australian company, if, after the acquisition, such person or
corporation would hold a substantial interest in such corporation, as explained
herein. The foregoing approval requirement applies to the following classes of
persons: (i) any natural person not ordinarily resident in Australia, (ii) any
corporation in which either a natural person not ordinarily resident in
Australia or a foreign corporation (as defined in the Foreign Acquisitions Act)
holds a substantial interest, and (iii) two or more such persons or corporations
which hold an aggregate substantial interest.
 
 The
Foreign Acquisitions Act requires foreign persons or foreign-controlled entities
to give forty (40) days notice to the Commonwealth Treasurer of a proposal to
acquire or increase (or offer to acquire or increase) a single interest of 15%
or more of the ownership or voting power of an Australian company.  If
two or more foreign persons or foreign-controlled entities are acting together,
the threshold is 40% in the aggregate.
 
 The
Constitution of the Company does not contain any additional limitations on a
non-resident's right to hold or vote the Company's securities.’
 
 
 22
  E.
              Taxation
 The
following discussion summarizes US federal and Australian tax consequences of
the ownership of Shares by a person ("US Portfolio Stockholder")
that: (i) a citizen or resident of the US, a US corporation or that otherwise
will be subject to US federal income tax on a net income basis in respect of the
Shares; (ii) is not a resident of Australia for Australian tax
purposes;  (iii) has not, within the preceding five years,
beneficially owned 10% of the issued capital or voting stock in the Company;
and, (iv) has not used the Shares in carrying on a trade or business, wholly or
partly through a permanent establishment in Australia.
 
 The
statements regarding US and Australian tax laws set forth herein are based on
those laws as in force on the date of this document that may affect the tax
consequence described herein (some of which may have retroactive
effect).  This summary is not exhaustive of all possible tax
consideration and investors are advised to satisfy themselves as to the overall
tax consequences, including specifically the consequences under US, state, local
and other laws, of the acquisition, ownership and disposition of Shares by
consulting their own tax advisers.
 
 Taxation
of Gains on Sale
 
 A US
Portfolio Stockholder is not subject to Australian income tax on the sale of its
Shares in the Company.
 
 Passive
Foreign Investment Company Status
 
 A foreign
corporation is classified as a passive foreign investment company (a "PFIC") in any taxable year
in which, after taking into account the income and assets of certain
subsidiaries pursuant to the applicable US Internal Revenue
Code  "look-through" rules, either
(i) at least 75% of its gross income is passive income, or (ii) at least 50% of
the average value of its assets is attributable to assets that produce passive
income from cash holdings and profits from the sale of marketable securities,
even if derived from an active business.
 
 If the
Company were a PFIC during any year in which a US Portfolio Stockholder owned
Shares, that US Portfolio Stockholder would be subject to additional taxes on
any gain realized from the sale or any other disposition of the Shares, or any
excess distribution received from the Company.
 
 A US
Portfolio Stockholder will have an excess distribution to the extent that
distributions on Shares during a taxable year exceeded 125% of the average
amount received during the three preceding taxable years (or, if shorter, the US
Portfolio Stockholders' holding period for the Shares).  To compute
the tax on gain or on an excess distribution, (i) the excess distribution or the
gain is allocated rateably over the US Portfolio Stockholder's holding period
for the Shares, (ii) the amount allocated to the current taxable year at the
highest applicable marginal rate in effect for each year and (iii) an interest
charge is imposed to recover the deemed benefit from the deferred payment of the
tax attributable to each year.
 
 If the
Company is a PFIC, US persons that own an interest in another entity that owns
shares in the Company may be treated as indirect holders of their proportionate
share of that entity's Shares, and may be taxed on their proportional share of
any gain or excess distribution from that entity attributable to the entities in
the Company.  A US person that owns an interest in the entity that is
an actual holder of Shares will be treated as an indirect holder if (i) the
actual holder is itself a PFIC,  (ii) the actual holder is a foreign
corporation other than a PFIC in which the US person who owns an interest in the
actual holder owns (directly or indirectly) at least 50% in value of the actual
holder's shares, or ’(iii) the actual holder is a partnership, trust or estate
in which the US Portfolio Stockholder is a partner or beneficiary.  An
indirect holder must take into income its portion of any excess distribution
received by the actual holder or any gain recognized by the actual holder on the
Shares.  An indirect holder also must treat an appropriate portion of
its gain on the sale or disproportion of its interest in the actual holder as
gain on the sale of the Shares.  If the Company were a PFIC, a US
Portfolio Stockholder of Shares would generally be subject to similar rules with
respect to distribution by, and dispositions of the shares of, any direct or
indirect subsidiaries of the Company that were PFICs.
 
 The
Internal Revenue Code provides each US stockholder in a PFIC with an election
whereby the additional US tax burden imposed on gain on sale of PFIC stock and
receipt of excess distributions from a PFIC, as described above, can be
avoided.  This election generally requires that the PFIC stockholder
include in its income, its pro-rata share of the PFICs distributed and
undistributed income, as computed under US tax accounting principles, on a
current basis. In certain cases, a further election is available to an electing
PFIC stockholder to defer the tax payable with respect to the stockholder's
pro-rata share of the PFICs undistributed income, although in this case interest
applies on the deferred tax. Thus, even if the first or both of these elections
are made, a US stockholder of a PFIC loses the tax benefit, which is available
with respect to investment in a non-PFIC corporation of deferring and converting
to capital gain the investor's personal US tax liability with respect to the
Company's undistributed income. These elections also generally require that the
PFIC annually provide the electing PFIC shareholder, for inspection by the
Internal Revenue Service, an analysis of the PFICs income computed under US tax
accounting principals.
 
 23
 The
Company does not intend to furnish any US Portfolio Stockholder with the
information that it would need in order to avoid the PFIC tax treatment
described by electing to include its share of the Company's income on a current
basis.  Therefore these elections may not be available to the
Company's US Portfolio Stockholders.
 
 There are
other adverse US tax rules associated with holding Shares in a company that has
been a PFIC during any part of a US Portfolio Stockholders holding
period.  These include a denial of a step-up in a tax basis on the
death of a US individual stockholder, and burdensome reporting
requirements.
 
 If the
Company ceases to be a PFIC, a US Portfolio Stockholder may avoid the contained
application of the tax treatment described above by electing to be treated as if
it sold its Shares on the last day of the last taxable year in which the Company
was a PFIC.  Any gain is recognized and subjected to tax under the
rules described   above.  Loss is not
recognized.   The US Portfolio Stockholder's basis in the Shares
is increased by the amount of gain recognized on the deemed sale. This election
is not available to a US Portfolio Stockholder that previously elected to
include its share of the Company's income on a current basis.  The US
Congress recently has considered legislation that would alter the PFIC rules
substantially.  Prospective investors should consult their own tax
advisors as to the potential application of the PFIC rules, as well as, the
impact of any proposed legislation that could affect them.
 
 Taxation
of Dividends
 The
Company does not expect to pay cash dividends for the foreseeable future, but,
rather, to retain earnings, if any, to finance expansion of its business. Should
the Company begin paying dividends, however, the Company's dividends t’ its US
Portfolio Stockholders would be exempt from Australian dividend withholding tax
to the extent such dividends are considered to be "franked" for Australian tax
purposes.  A dividend is considered to be "franked" to the extent that
such dividend is paid out of the Company's income on which Australian corporate
tax has been levied.  Even if not "franked," a dividend will be
exempt from Australian dividend withholding tax if it is paid out of the
Company's non-Australian source dividend income and the Company specifies a
"foreign dividend account
declaration   percentage" for such purpose.  The
Company anticipates that if it pays dividends, such dividends would likely be
either "franked," or
“aid from the Company's non-Australian source dividend income as specified in
the foreign dividend account declaration percentage, and therefore would be
exempt from Australian dividend withholding tax.
 
 If,
however, dividends are paid by the Company that are not "franked," nor paid from the
initial Company's non-Australian source dividend income as specified in the
foreign dividend account declaration percentage, such dividend would then be
subject to Australian dividend withholding tax. However, in accordance with the
provisions of the Australia/United States Income Tax Treaty, Australian
withholding tax on dividend income derived by a US stockholder would be limited
to 15% of the gross amount of the dividend. Subject to certain limitations, any
Australian dividend withholding tax may be claimed as a credit against the
federal income tax liability of the US stockholder.  The overall
limitation on non-US taxes eligible for US credit is calculated separately with
respect to specific classes, or "baskets" of income. For this
purpose, dividends distributed by the Company will generally constitute "passive income“or, in the
case of certain US Portfolio Stockholder, "financial service income."
The US tax credits allowable with respect to each income basket cannot exceed
the US federal income tax payable with respect to such income.  The
consequences of the separate limitation calculation will depend on the nature
and sources of each US Portfolio Stockholder's income and ’he deductions
allocable thereto.
 
 Distributions
on the Shares will constitute dividends for US Federal income tax purposes to
the extent paid out of current or accumulated earnings and profits, if any of
the Company, as determined for US federal income tax purposes.  If the
Company pays a dividend, such dividend would likely be paid in Australian
dollars.  The amount of dividend income for a US Portfolio Stockholder
will be the US dollar value of the dividend payment on the date of receipt, even
if the dividend is not converted into US dollars Gain or loss, if any, realized
on a sale or other disposition of Australian Dollars will be ordinary income or
loss to the US Portfolio Stockholder.  Dividends paid by the Company
will not be eligible for the “inter-corporate dividends
received" deduction allowed to US corporations.
  Estate
and Gift Tax
 Australia
does not impose any estate, inheritance or gift taxes.  Therefore, no
Australian estate tax, inheritance tax or gift tax will be imposed on the death
or upon a lifetime gift by, a US Portfolio Stockholder.
 
 F.           Dividends
and Paying Agents
 Not
applicable
 
 G.           Statement
by Experts
 Not
applicable
 
 H.           Documents
on Display
 Persons
having a right of inspection of the Company's records under the Australian
Corporations and securities legislation can inspect such records by contacting
the Company's principal place of business at Level 9, 28 The Esplanade, Perth
Western Australia, Telephone:  (61 8) 9226 4788, Fax: (61 8) 9226
4799, email: info@cityviewcorp.com
 
 
 24
 The
Company is subject to the information requirements of the Securities Exchange
Act of ’34, as amended.  Accordingly the monthly Form 6-K and Annual
Form 20-F are filed with the SEC.  A copy of any document filed can be
read at the SEC's public reference room at 100 F Street, N. E., Washington, D.C.
20549. For further information, please call the SEC at 1-800-SEC-0330 on the
public reference rooms. The Company’s SEC filings are also available to the
public at the SEC's web site at’"http:/www.sec.gov.
 
 I.           Subsidiary
Information
 Additional
information not applicable
 
 ITEM
      11.
              QUANTITATIVE
      AND QUALITATIVE DISCLOSURES ABOUT MARKET
RISK
 Not
applicable
 
 ITEM
      12.
              DESCRIPTION
      OF SECURITIES OTHER THAN EQUITY
SECURITIES
 
 A.           Debt
Securities
 Not
applicable
 
 B.           Warrants
and Rights
 Not
applicable
 
 C.           Other
Securities
 Not
applicable
 
 D.           American
Depositary Shares
 Not
applicable
 
 PART
II
 
 ITEM
      13.
              DEFAULTS,
      DIVIDEND ARREARAGES AND
DELINQUENCIES
 Not
applicable
 
 ITEM
      14.
              MATERIAL
      MODIFICATIONS TO THE RIGHTS OF SECURITY HOLDERS AND USE OF
      PROCEEDS
 Not
applicable
 
 ITEM
      15.
              Controls
      and Procedures
  Conclusion
Regarding the Effectiveness of Disclosure Controls and Procedures
 CityView’s
management, under the supervision and with the participation of it’s chief
executive officer and chief accounting officer, conducted an evaluation of it’s
"disclosure controls and procedures" (as defined ”n the Securities Exchange Act
of 1934 Rules (13a-15(e)). CityView’s disclosure controls and procedures apply
to all wholly owned CityView companies. CityView’s chief executive officer and
chief accounting officer have concluded that as of the evaluation date December
31, 2007, its disclosure controls and procedures are effective.
 
 Scope
of Management’s Report on Internal Control over Financial Reporting
 Management
has not evaluated or tested the internal controls of the entities accounted for
via proportionate consolidation as described and listed in note 23 to the
consolidated financial statements (collectively, the “Excluded
Entities).
 
 The
Excluded Entities accounted for via proportionate consolidation represents 23.7%
of consolidate net assets, as of December 31, 2007 and 0% of the consolidated
net income for the year ended December 31, 2007.
 Management
has been unable to access the effectiveness of internal controls at the Excluded
Entities because CityView does not have the ability to dictate or modify the
controls of the Excluded Entities and does not have the ability in practice, to
assess those controls. Accordingly management’s evaluation of CityView’s
internal control over financial reporting did not include an evaluation of the
internal controls of any of the Excluded Entities, and management’s conclusions
regarding the effectiveness of CityView’s internal control over financial
reporting does not extend to the internal controls of any of the Excluded
Entities.
 
 Management’s
Annual Report on Internal Control over Financial Reporting
 Management
of CityView is responsible for establishing and maintaining adequate internal
control over financial reporting (as defined in the Securities Exchange Act of
1934 Rules (13a-15(f). CityView’s internal control over financial reporting is a
process designed to provide reasonable assurance regarding the reliability of
financial reporting and the preparation of financial statements for external
purposes in accordance with International Financial Reporting Standards (IFRS)
as issued by the International Accounting Standards Board (IASB) as well as with
IFRS as approved by Australia on December 31, 2007 and includes those policies
and procedures that:
 25
 Ø
                  Pertain
      to the maintenance of records that, in reasonable detail, accurately and
      fairly reflect the transactions and disposition of the assets of
      CityView.Ø
                  Provide
      reasonable assurance that transactions are recorded as necessary to permit
      preparation of financial statements in accordance with generally accepted
      accounting principles, in accordance with IFRS as issued by the IASB as
      well as IFRS as approved by Australia on December 31, 2007, and that our
      receipts and expenditures are being made only in accordance with
      authorizations of CityView’s management and directors;
  and
 Ø
                Provide
      reasonable assurance regarding prevention or timely detection of
      unauthorized acquisition, use or disposition of our assets that could have
      a material effect on the financial
statements.
 
 The
Company has a single overall control framework in place designed to manage the
risk of failure to achieve its business objectives rather than to eliminate all
of its risks. This control framework provides reasonable assurance against
material misstatements or loss. The CityView control framework applies to all
wholly owned CityView companies.
 
 The
overall control framework’s key components are:
 Ø
                Foundations,
      which includes the objectives, principles and rules underpinning the
      Company, such as the Company’s “Ethical Standards Report” and the
      Company’s “Statement of Corporate
Governance”.
 Ø
                Organisations,
      relates to how the various entities relate to each other;
    and
 Ø
                Processes,
      includes delegating authority, planning, strategy, performance and
      compliance.
 
 Based on
this evaluation, management concluded that CityView’s internal control over
financial reporting was effective as at December 31, 2007.
 
 In
compliance with temporary rules the effectiveness of our internal control over
financial reporting as of December 31, 2007 has not been audited by BDO Kendalls
Audit and Assurance, an independent public accounting firm, as stated in their
report included on page 34.
 
 Changes
in Internal Control over Financial Reporting
 During
the fiscal year 2007, there were no changes in the Company’s internal control
over financial reporting that materially affected or are reasonably likely to
materially affect the Company’s internal control over financial
reporting
 ITEM
      6A.
              Audit
      Committee Financial Expert
 
 The
Company established an Audit Committee, which is responsible for the
following:
 ·
              Oversee
      the existence and maintenance of internal controls and accounting systems,
      including the implementation of mandatory and non-mandatory accounting
      policies and reporting
requirements;
 ·
              Oversee
      the financial reporting process, including reviewing and reporting to the
      Board on the accuracy of all financial reports lodged with ASX which
      include the quarterly, half-yearly and annual financial
      reports;
 ·
              Recommend
      to the Board the nomination, removal and remuneration of the external
      auditors; and
 ·
              Review
      the external audit arrangements, including ensuring that any non-audit
      services provided do not impair the auditors
  independence.
 
 The Audit
Committee meets and reports to the Board as required, but in any case at least
twice each year and its members are Messrs Smith, Smyth and
Williams.  The Committee has authority to seek any pertinent
information it requires from any employee or external
party.  Qualifications held by the individuals on the Audit Committee
are included in the Directors’ Report.
 
 The Audit
committee does not follow ASX recommendations as the members are not all
independent and not all members are non-executive directors.  The
Audit Committee is comprised of those directors the Board considers best
qualified to carry out the responsibilities required of an Audit Committee. It
is Company policy that the Committee must comprise of at least three
members.  Any member of the Committee is able and obliged to bring any
matter to the attention of the Board where the member believes the matter has
not been adequately dealt with by the Committee or is of significant importance
that the Board should be informed.
 
 The Chief
Executive Officer and Company Secretary are required to state in writing to the
Board that the Company’s financial reports present a true and fair view of the
Company’s financial condition and that operation results are reported in
accordance with relevant accounting standards.
 
 The
objectives, composition, term of office and duties and responsibilities of the
Committee (“the Charter”) have been updated to meet the Principles of Good
Corporate Governance and Best Practice Recommendations as suggested by the
Australian Stock Exchange Corporate Governance Council on March 31, 2003. A copy
of the Charter has been posted on the website.
 
 Audit
Committee Charter
 Objectives:
 The Audit
Committee is appointed by the Board to assist the Board in monitoring (1) the integrity
of the financial statements of the Company, (2) the compliance by the Company
with legal and regulatory requirements and (3) the independence and performance
of the Company’s internal and external auditors.
 
 The
members of the Audit Committee shall meet the independence and experience
requirements of the Australian Stock Exchange.
 
 26
 
 The Audit
Committee shall have the authority to retain special legal, accounting or other
consultants to advise the Committee.
 
 The Audit
Committee may request any officer or employee of the Company or the Company’s
outside counsel or independent auditor to attend a meeting of the Committee or
to meet with any members of, or consultants to, the Committee.
 
 The Audit
Committee makes regular reports to the Board.
 
 The Audit
Committee shall at least annually, unless otherwise specified:
  1.
                Review
      and reassess the adequacy of this Charter annually and recommend any
      proposed changes to the Board for
approval.
 2.
                Review
      the annual audited financial statements with management, including major
      issues regarding accounting and auditing principles and practices as well
      as the adequacy of internal controls that could significantly affect the
      Company’s financial statements.
 3.
                Review
      an analysis prepared by management and the independent auditor of
      significant financial reporting issues and judgments made in connection
      with the preparation of the Company’s financial
  statements.
 4.
                Review
      with management and the independent auditor the effect of regulatory and
      accounting initiatives as well as off-balance sheet structures on the
      Company’s financial statements.
 5.
                Review
      with management and the independent auditor the Company’s quarterly
      financial statements prior to the filing of them with the relevant
      regulators.
 6.
                Meet
      periodically with management to review the Company’s major financial risk
      exposures and the steps management has taken to monitor and control such
      exposures.
 7.
                Review
      major changes to the Company’s auditing and accounting principles and
      practices as suggested by the independent auditor, internal auditors or
      management.
 8.
                Recommend
      to the Board the appointment of the independent auditor, which firm is
      ultimately accountable to the Audit Committee and the
    Board.
 9.
                Review
      the experience and qualifications of the senior members of the independent
      auditor team and the quality control procedures of the independent
      auditor. Review the experience and qualifications of the Company’s senior
      finance executives.
 10.
                Approve
      the fees to be paid to the independent
auditor.
 11.
                Establish
      guidelines for the retention of the independent auditor for any non-audit
      service.
 12.
                Receive
      periodic reports from the independent auditor regarding the auditor’s
      independence, discuss such reports with the auditor, and if so determined
      by the Audit Committee, recommend that the Board take appropriate action
      to satisfy itself of the independence of the
  auditor.
 13.
                Evaluate
      together with the Board the performance of the independent auditor and,
      whether it is appropriate to rotate independent auditors on a regular
      basis. If so determined by the Audit Committee, recommend that the Board
      replace the independent auditor.
 14.
                Recommend
      to the Board guidelines for the Company’s hiring of employees of the
      independent auditor who were engaged on the Company’s
    account.
 15.
                Review
      the appointment and replacement of the senior internal auditing
      executive.
 16.
                Review
      the significant reports to management prepared by the internal auditing
      department and management’s
responses.
 17.
                Meet
      with the independent auditor prior to the audit to review the planning and
      staffing of the audit.
 18.
                Obtain
      from the independent auditor assurance that Section 10A of the Private
      Securities Litigation Reform Act (1995) is adhered
  to.
 19.
                Obtain
      reports from management, the Company’s senior internal auditing executive
      and the independent auditor that the Company’s subsidiary/foreign
      affiliated entities are in conformity with applicable legal requirements
      and the Company’s Code of Conduct/Ethics, including disclosures of insider
      and affiliated party transactions.
 20.
                Discuss
      with the independent auditor the matters required to be discussed in
      relating to the conduct of the
audit.
 21.
                Review
      with the independent auditor any problems or difficulties the auditor may
      have encountered and any management letter provided by the auditor and the
      Company’s response to that
letter.
 Such
review should include:
 a)
                Any
      difficulties encountered in the course of the audit work, including any
      restrictions on the scope of activities or access to required information,
      and any disagreements with
management.
 b)
                Any
      changes required in the planned scope of the internal
    audit.
 c)
                The
      internal audit department responsibilities, budget and
      staffing.
 22.
                Prepare
      the report required by the rules of the Australian Stock
      Exchange/Securities Exchange
Commission.
 23.
                Advise
      the Board with respect to the Company’s policies and procedures regarding
      compliance with applicable laws and regulations and with the Company’s
      Code of Conduct/Ethics.
 24.
                Review
      with the Company’s General Counsel legal matters that may have a material
      impact on the financial statements, the Company’s compliance policies and
      any material reports or inquiries received from regulators or governmental
      agencies.
 25.
                Assess
      its performance of the duties specified in this charter and report its
      findings to the Board of Directors.
 27
 While the
Audit Committee has the responsibilities and powers set forth in this Charter,
it is not the duty of the Audit Committee to plan or conduct audits or to
determine that the Company’s financial statements are complete and accurate and
are in accordance with generally accepted accounting principles. This is the
responsibility of management and the independent auditor. Nor is it the duty of
the Audit Committee to conduct investigations, to resolve disagreements, if any,
between management and the independent auditor or to assure compliance with laws
and regulations and the Company’s Code of Conduct/Ethics.
 
 The
CityView Audit Committee currently comprises two directors and the company
secretary, two of which are independent under the Principles of Corporate
Governance and Best Practice Recommendations of the Australian Stock
Exchange.
 
 Pursuant
to Section 407 of the Sarbanes-Oxley Act of 2002 (SOXA), the Company has a duty
as party of its dual listing to adopt rules disclosing whether it has at least
one “audit committee financial expert” serving on its audit committee, and, if
so, whether the expert is independent of management.
 
 In
addition, the “financial expert” should have:
  ·
                an
      understanding of generally accepted accounting principles and financial
      statements
 ·
                the
      ability to assess the general application of such principles in connection
      with the accounting for estimates, accruals and
  reserves
 ·
                experience
      preparing, auditing, analyzing or evaluating financial statements that
      present a breadth and level of complexity generally comparable to those of
      the issuer’s financial statements, or experience actively supervising one
      or more person engaged in such
activities
 ·
                an
      understanding of internal controls and procedures for financial
      reporting
 ·
                an
      understanding of audit committee
functions
  The
attributes of the “financial expert” will have been acquired through any one or
more of the following ways:
  ·
                  education
      and experience as a principal financial officer, principal accounting
      officer, controller, public accountant or auditor or experience in one or
      more positions that involve the performance of a similar
      function
 ·
                  experience
      actively supervising a principal financial officer, principal accounting
      officer, controller, public accountant, auditor or person performing
      similar functions
 ·
                  experience
      overseeing or assessing the performance of companies or public accountants
      with respect to the preparation, auditing or evaluation of financial
      statements
 ·
                  other
      relevant experience
 ·
                  an
      understanding of internal controls and procedures for financial
      reporting
 ·
                  an
      understanding of audit committee
functions.
 The
Company designated Peter G H Smith as its “financial expert” on the Audit
Committee in that Mr Smith fulfils some but not all of the criteria set out in
Section 407. Mr Smith has:
 ·
                an
      understanding of generally accepted accounting principles and financial
      statements
 ·
                the
      ability to assess the general application of such principles in connection
      with the accounting for estimates,
      accruals     and
  reserves
 ·
                an
      understanding of internal controls and procedures for financial
      reporting.
  ITEM
16B.   Code of Ethics
  This
report outlines the code of conduct in place for directors and managers and
employees of CityView Corporation Limited.
 
 All
directors, managers and employees are expected to act with the utmost integrity
and objectivity, striving at all times to enhance the reputation and performance
of the consolidated entity.  Every employee has a nominated supervisor
to whom they may refer any issues arising from their employment.
 
 Code
of Conduct
 This code
of conduct sets out the standard which the Board, management and employees of
the Company are encouraged to comply with when dealing with each other,
shareholders and the broader community.
 
 Commitment
of the Board and Management to Corporate Code of Conduct
 The Board
and management approve and endorse this code of conduct and support the code and
all it strives to achieve.
  28
  The Board
and management encourage all staff to consider the principles of the code and
use them as a guide to determining how to respond when acting on behalf of the
Company.
 
 Responsibilities
to Shareholders and the Financial Community Generally
 The
Company aims to:
 ·
              Increase
      shareholder value within an appropriate framework which safeguards the
      rights and interests of the Company’s shareholders and the financial
      community; and
 ·
              Comply
      with systems of control and accountability which the Company has in place
      as part of its corporate governance with openness and
      integrity.
 
 Responsibilities
to Clients, Customers and Consumers
 The
Company is to comply with all legislative and common law requirements which
affect its business, in particular those in respect of occupational health and
safety, the environment, native title and cultural heritage.  Any
transgression from the applicable legal rules is to be reported to the managing
director as soon as a person becomes aware of such a transgression.
 
 Employment
Practices
 The
Company will employ the best available staff and consultants with skills
required to carry out vacant positions.
 The
Company will ensure a safe work place and maintain proper occupational health
and safety practices commensurate with the nature of the Company’s business and
activities.
 
 Responsibility
to the Community
 The
Company will recognise, consider and respect environmental issues which arise in
relation to the Company’s activities and comply with all applicable legal
requirements.
 
 Responsibility
to the Individual
 The
Company recognises and respects the rights of individuals and to the best of its
ability will comply with the applicable legal rules regarding privacy,
privileges, private and confidential information.
 
 Obligations
Relative to Fair Trading and Dealing
 The
Company will deal with others in a way that is fair and will not engage in
deceptive practices.
 
 Conflicts
of Interest
 The
Board, management and employees must not involve themselves in situations where
there is a real or apparent conflict of interest between them as individuals and
the interest of the Company.  Where a real or apparent conflict of
interest arises the matter should be brought to the attention of the Chairperson
in the case of a board member or the managing director, the managing director in
the case of a member of management and a supervisor in the case of an employee,
so that it may be considered and dealt with in an appropriate manner for all
concerned.
 
 Compliance
with the Code
 Any
breach of compliance with this code is to be reported directly to the managing
director or chairperson, as appropriate.
 
 Periodic Review of
Code
 The
Company will monitor compliance with the code periodically by liaising with the
Board, management and staff especially in relation to any areas of difficulty
which arise from the code and any other ideas or suggestions for improvement of
the code.  Suggestions for improvements or amendments to the code can
be made at any time by providing a written note to the managing
director.
 
 Incorporation
of Code of Conduct for Executives
 The Code
of Conduct for Executives forms part of the Corporate Code of
Conduct.  It provides as follows:
 
 All
Executives will:-
 
 1.
              Actively
      promote the highest standards of ethics and integrity in carrying out
      their duties for the Company.
 
 2.
              Disclose
      any actual or perceived conflicts of interest of a direct or indirect
      nature of which they become aware and which they believe could compromise
      in any way the reputation or performance of the
  Company.
 
 29
 3.
              Respect
      confidentiality of all information of a confidential nature which is
      acquired in the course of the Company’s business and not disclose or make
      improper use of such confidential information to any person unless
      specific authorisation is given for disclosure or disclosure is legally
      mandated.
 
 4.
              Deal
      with the Company’s customers, suppliers, competitors and each other with
      the highest level of honesty, fairness and integrity and to observe the
      rule and spirit of the legal and regulatory environment in which the
      Company operates.
 
 5.
              Protect
      the assets of the Company to ensure availability for legitimate business
      purposes and ensure all corporate opportunities are enjoyed by the Company
      and that no property, information or position  belonging to the
      Company or opportunity arising from these are used for personal gain or to
      compete with the Company.
 
 6.
              Report
      any breach of this code of conduct to the chairperson, who will treat
      reports made in good faith of such violations with respect and in
      confidence.
 
 Statement
of Corporate Governance
 The ASX
Corporate Governance Council requires that the Company must disclose the extent
to which it has followed best practice recommendations, identify which
recommendations have not been followed and the reason for not adopting the
recommendations.
 
 The ASX
Corporate Governance Council recognises that not all recommendations are
appropriate for all companies and those companies should only adopt those
recommendations that are suitable in each individual case.
 
 The
following is a summary of policies adopted by the Company and where appropriate,
explanations of where best practice recommendations have not been
applied.
 
 Board
Composition and Functions
 Under the
Company’s Constitution, the Board is required to consist of at least three and
no more than ten directors.  If the Company has three or more
directors, one third of the directors, with the exception of the Chief
Executive, must retire and seek re-election at the Annual General Meeting each
year.
 
 The Board
of the Company currently consists of four independent non-executive directors
and one executive director.  The Board is considered to be comprised
of directors with the experience and qualifications best suited to the Company’s
size and range of activities.
 
 The Board
is responsible for corporate strategy, implementation of business plans,
allocation of resources, approval of budgets and capital expenditure and the
adherence to Company policies.
 
 The Board
is also responsible for compliance with the Code of Conduct, overseeing risk
management and internal controls and the assessment, appointment and removal of
the Chief Executive, Company Secretary and other senior management.
 
 Directors
of the Company during the financial year and information pertaining to
individual directors, is included in the Director’s Report.  Board
members have the right to seek independent professional advice in the
furtherance of their duties as directors at the Company’s expense.
 
 Director
Independence
 The
Company has established guidelines for testing the independence of
directors.  A director is considered to be independent if they satisfy
certain criteria, the most significant being:
 
 ·
              The
      director must be in a non-executive role where any fees payable by the
      Company could not be considered to make the director reliant on such
      remuneration.  The director must have no other material
      contractual relationship with the Company other than as a director of the
      Company;
 ·
              The
      director is not a substantial shareholder of the
  Company;
 ·
              The
      director has not been employed in an executive capacity by the Company and
      has not been a principal of a material adviser or consultant to the
      Company within the last three years,
and
 ·
              The
      director is free from any interest which could reasonable be perceived to
      materially interfere with the director’s ability to act in the best
      interests of the Company.
 
 30
 Terms
of Office
 
 The
company’s Constitution specifies that no director (except for the managing
director) may retain office without re-appointment for more than three years or
past the third annual general meeting following the directors appointment,
whichever is the longer.
 
 Chairman
and Chief Executive Officer (CEO)
 
 The
Chairman when appointed is responsible for leading the Board, ensuring directors
are properly briefed in all matters relevant to their role and responsibilities,
facilitating board discussions and managing the Board’s relationship with the
Company’s senior executives.
 
 The CEO
is responsible for implementing group strategies and policies. The Board charter
specifies that these are separate roles to be undertaken by separate
people.
 
 Commitment
 
 The Board
held nineteen board meetings during the year.
 
 It is the
company’s practice to allow its executive directors to accept appointments
outside the company.
 
 Prior to
appointment or being submitted for re-election, each non-executive director is
required to specifically acknowledge that they have and will continue to have
the time available to discharge their responsibilities to the
company.
 
 Risk
Management
 The Board
is responsible for the identification of significant areas of business risk,
implementing procedures to manage such risks and developing policies regarding
the establishment and maintenance of appropriate ethical standards
to:
 
 ·
              Ensure
      compliance in legal, statutory and ethical
  matters;
 ·
              Monitor
      the business environment;
 ·
              Identify
      business risk areas;
 ·
              Identify
      business opportunities; and
 ·
              Monitor
      systems established to ensure prompt and appropriate responses to
      shareholder complaints and
enquiries.
 
 The Board
meets on a regular basis.  The Company does not follow the ASX best
practice recommendation that the Company should have an internal control
function.  The Board considers that the Company is not of a size or
operational complexity to warrant the implementation of a separate internal
control function.
 
 Audit
Committee
 The
Company has established an Audit Committee, which is responsible for the
following:
 
 ·
              Oversee
      the existence and maintenance of internal controls and accounting systems,
      including the implementation of mandatory and non-mandatory accounting
      policies and reporting
requirements;
 ·
              Oversee
      the financial reporting process, including reviewing and reporting to the
      Board on the accuracy of all financial reports lodged with ASX which
      include the quarterly, half-yearly and annual financial
      reports;
 ·
              Recommend
      to the Board the nomination, removal and remuneration of the external
      auditors; and
 ·
              Review
      the external audit arrangements, including ensuring that any non-audit
      services provided do not impair the auditors
  independence.
 
 The Audit
Committee meets and reports to the Board as required, but in any case at least
twice each year and its members are Messrs Smith, Smyth and
Williams.  The Committee has authority to seek any pertinent
information it requires from any employee or external
party.  Qualifications held by the individuals on the Audit Committee
are included in the Directors’ Report.
 
 Corporate
Reporting
 
 The Chief
Executive Officer and Company Secretary are required to state in writing to the
Board that the Company’s financial reports present a true and fair view of the
Company’s financial condition and that operation results are reported in
accordance with relevant accounting standards.
 
 External
Auditors
 
 The
Company and the Audit Committee policy, is to appoint external auditors who
clearly demonstrate quality and independence. BDO Kendalls was appointed as the
external auditor in 2000.
 
 31
 An
analysis of fees paid to external auditors, including a break down of fees for
non audit services, is provided in at item 16c. It is the policy of the external
auditors to provide an annual declaration of their independence.
 
 The
external auditor will attend the annual general meeting and be available to
answer shareholder questions about the conduct of the audit and the preparation
and content of the audit report.
 
 Continuous
Disclosure and Shareholder Communication
 
 The
Company follows the ASX listing rule 3.1 in complying with continuous disclosure
requirements. Once the company is or becomes aware of any information concerning
it that a reasonable person would expect to have a material effect on the price
or value of the company’s securities, the company will immediately advise the
ASX.
 
 The CEO
and the Company Secretary have been nominated as the persons responsible for
communication with the ASX. This role includes responsibility for ensuring
compliance with the continuous disclosure requirements in the ASX Listing Rules
and overseeing and coordinating information disclosure to the ASX, analysts,
brokers, shareholders, the media and the public.
 
 Hedging
Committee
 The
Company does not follow ASX Best Practice recommendations with regard to
hedging.  The Board considers that the Company is not of a size or
operational complexity to warrant the implementation of a separate hedging
committee.
 
 Procedure
for the Selection of New Directors
 The
Company believes it is not of a size to justify having a Nomination
Committee.  If any vacancies arise on the Board, all directors are
involved in the search and recruitment of a replacement.
 
 Corporate
performance is enhanced when the Board has an appropriate mix of skills and
experience.  The Board is evaluated before a candidate is selected to
join the Board.  Candidates are nominated by existing Board members
and, if necessary, independent search consultants are utilized.  Where
a director nominates a candidate for the Board, the director must disclose any
pre-existing relationship with the nominee.  New directors are
provided with a letter of appointment setting out their responsibilities and
rights and are provided with a copy of the Company’s
Constitution.
 
 ITEM
16C.
 Principal
Accountant Fees and Services
 The
aggregate fees billed for the last two fiscal years for professional services
rendered by the Company’s auditors are as follows:
 
 2007
                    A$
                  2006
                    A$
                  2005
                    A$
                  2004
                    A$Audit
      fees
                  35,000
                  35,000
                  42,565
                  38,165Tax
      services
                  15,000
                  10,000
                  6,300
                  7,90550,000
                  45,000
                  48,865
                  46,070
 
 ITEM
16D.
 Exemption
from the Listing Standards for Audit Committees
 Not
Applicable.
 
 ITEM
16E
 Purchases
of Equity Securities by the Issuer and Affiliated Purchasers
 None.
  
 32
 PART
III
 
 ITEM
17.           FINANCIAL
STATEMENTS
 
 
 CITYVIEW
CORPORATION LIMITED
 ACN 009
235 634
 
 FOR THE
FINANCIAL YEAR ENDED 31 DECEMBER 2007
 
  Page
      NumberAuditor's
      Report
                                    33Income
      Statement
                                    34Balance
      Sheet
                                    35Cash
      Flow Statement
                                    36Statement
      of Changes in Equity
                                    37Notes
      to and forming part of the Financial Statements
                                    38-64
 33
    BDO
      Kendalls Audit & Assurance (WA)
                  128
      Hay Street
                  SUBIACO  WA  6008
                  PO
      Box 700
                  WEST
      PERTH  WA  6872
                  Phone
      61 8 9380 8400
                  Fax
      61 8 9380 8499
                  aa.perth@bdo.com.au
                  www.bdo.com.au
    Report
of Independent Registered Public Accounting Firm
  Board of
Directors and Stockholders
 Cityview
Corporation Ltd
 Perth,
Western Australia
  We have
audited the accompanying consolidated balance sheets of Cityview Corporation
Limited as of December 31, 2007 2006 and 2005 and the related consolidated
statements of income and comprehensive income, stockholders’ equity, and cash
flows for each of the three years in the period ended December 31,
2007.  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
conducted our audits in accordance with the standards of the Public Company
Accounting Oversight Board (United States).  Those standards require
that we plan and perform the audit to obtain reasonable assurance about whether
the financial statements are free of material misstatement.  The
Company is not required to have, nor were we engaged to perform, an audit of its
internal control over financial reporting.  Our audits included
consideration of internal control over financial reporting as a basis for
designing audit procedures that are appropriate in the circumstances, but not
for the purpose of expressing an opinion on the effectiveness of the Company’s
internal control over financial reporting. Accordingly, we express no such
opinion.  An audit also includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements, 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.
 
 Discussed
in Note 9 of the financial statements is an amount of $1,896,409 in relation to
a deposit paid for rights to acquire the shares of a company with exploration
licenses in Cameroon.  We have not been provided with sufficient
evidence to satisfy ourselves as to the recoverability of this balance, nor have
we been able to perform sufficient and appropriate other audit
procedures.  As a result, we can not and do not express an opinion on
the recoverability of this balance and its effect on the Balance Sheet and
Income Statement of the consolidated Entity for the year ended 31 December
2007.
  In our
opinion, except for the effects of such adjustments, if any, that might have
been deemed necessary had we been able to examine evidence regarding the
recoverability of the deposit referred to in the preceding paragraph, the
consolidated financial statements referred to above present fairly, in all
material respects, the financial position of Cityview Corporation Limited at
December 31, 2007 2006 and 2005, and the results of its operations and its cash
flows for each of the three years in the period ended December 31, 2007, in conformity with
accounting principles generally accepted in Australia, and in conformity with
International Financial Reporting Standards as adopted by the International
Accounting Standards Board.
 
  BDO
Kendalls Audit & Assurance (WA) (formerly BDO)
 
 
 
 BG
McVeigh
 Partner
  Perth,
Western Australia
  Dated
this 27th  day
of June 2008
  34
 CITYVIEW
CORPORATION LIMITED
 
 INCOME
STATEMENT
 FOR
THE YEAR ENDED 31 DECEMBER 2007
  Consolidated
      Entity31
      Dec 07
                                              
                                              
                                              31
      Dec 06
                                              
                                              
                                              31
      Dec 05NOTE
                                              
                                              
                                              $
                                              
                                              
                                              $
                                              
                                              
                                              $Revenue
                                              
                                              
                                              2
                                              
                                              
                                              
                                              210,063
                                              
                                              
                                              
                                              49,185
                                              
                                              
                                              
                                              7,813Share
      of net profit of associates accounted forusing
      the equity method of accounting
                                              
                                              
                                              
                                              
                                              
                                              
                                              -
                                              
                                              
                                              
                                              357
                                              
                                              
                                              
                                              -Administration
      expenses
                                              
                                              
                                              
                                              
                                              
                                              
                                              (819,487
                                              )
                                              
                                              
                                              (318,873
                                              )
                                              
                                              
                                              (76,458
                                              )Employee
      wages and benefits expense
                                              
                                              
                                              
                                              
                                              
                                              
                                              (2,831,656
                                              )
                                              
                                              
                                              (77,651
                                              )
                                              
                                              
                                              (93,912
                                              )Consulting/Legal
      expenses
                                              
                                              
                                              
                                              
                                              
                                              
                                              (667,966
                                              )
                                              
                                              
                                              (574,618
                                              )
                                              
                                              
                                              81,477Depreciation
      and amortisation expense
                                              
                                              
                                              
                                              
                                              
                                              
                                              (7,329
                                              )
                                              
                                              
                                              (2,120
                                              )
                                              
                                              
                                              (3,007
                                              )Occupancy
      Expenses
                                              
                                              
                                              
                                              
                                              
                                              
                                              (79,897
                                              )
                                              
                                              
                                              (58,671
                                              )
                                              
                                              
                                              (54,253
                                              )Exploration
      & Development expenses
                                              
                                              
                                              
                                              
                                              
                                              
                                              -
                                              
                                              
                                              
                                              (294,409
                                              )
                                              
                                              
                                              (311,336
                                              )Marketing
      expenses
                                              
                                              
                                              
                                              
                                              
                                              
                                              (430,820
                                              )
                                              
                                              
                                              (38,005
                                              )
                                              
                                              
                                              -Write
      off receivable - Madura & Sim–nggaris
                                              
                                              
                                              
                                              
                                              
                                              
                                              -
                                              
                                              
                                              
                                              (5,680,134
                                              )
                                              
                                              
                                              (2,272,054
                                              )Gain
      on sale of investment
                                              
                                              
                                              
                                              
                                              
                                              
                                              -
                                              
                                              
                                              
                                              -
                                              
                                              
                                              
                                              -Other
      expenses from ordinary activities
                                              
                                              
                                              
                                              
                                              
                                              
                                              (26,516
                                              )
                                              
                                              
                                              (26,786
                                              )
                                              
                                              
                                              (62,557
                                              )Loss
      before income tax expense
                                              
                                              
                                              3
                                              
                                              
                                              
                                              (4,653,608
                                              )
                                              
                                              
                                              (7,021,725
                                              )
                                              
                                              
                                              (2,784,287
                                              )Income
      tax expense
                                              
                                              
                                              
                                              
                                              
                                              
                                              -
                                              
                                              
                                              
                                              -
                                              
                                              
                                              
                                              -Loss
      for the year
                                              
                                              
                                              
                                              
                                              
                                              
                                              (4,653,608
                                              )
                                              
                                              
                                              (7,021,725
                                              )
                                              
                                              
                                              (2,784,287
                                              )Loss
      attributable to members of the parent entity
                                              
                                              
                                              
                                              
                                              
                                              
                                              (4,524,315
                                              )
                                              
                                              
                                              (7,021,725
                                              )
                                              
                                              
                                              (2,784,287
                                              )Minority
      Interest
                                              
                                              
                                              
                                              
                                              
                                              
                                              (129,293
                                              )
                                              
                                              
                                              -
                                              
                                              
                                              
                                              -(4,653,608
                                              )
                                              
                                              
                                              (7,021,725
                                              )
                                              
                                              
                                              (2,784,287
                                              )Basic
      loss per share (cents per share)
                                                Where
      diluted losses per share are not diluted, they are not
      disclosed.
                                              
                                              
                                              21
                                              
                                              
                                              
                                              (1.80c
                                              )
                                              
                                              
                                              (5.02c
                                              )
                                              
                                              
                                              (3.45c
                                              )
  The above
income statement should be read in conjunction with the accompanying
notes.
 
 35
 CITYVIEW
CORPORATION LIMITED
 
 BALANCE
SHEET FOR THE YEAR ENDED 31 DECEMBER 2007
 
 Consolidated
      Entity31
      Dec 07
                                                    
                                                    
                                                    31-Dec
      06
                                                    
                                                    
                                                    31-Dec
      05NOTE
                                                    
                                                    
                                                    $
                                                    
                                                    
                                                    $
                                                    
                                                    
                                                    $ASSETSCurrent
      assetsCash
                                                    
                                                    
                                                    6
                                                    
                                                    
                                                    
                                                    12,160,763
                                                    
                                                    
                                                    
                                                    906,440
                                                    
                                                    
                                                    
                                                    166,004Receivables
                                                    
                                                    
                                                    7
                                                    
                                                    
                                                    
                                                    66,449
                                                    
                                                    
                                                    
                                                    17,679
                                                    
                                                    
                                                    
                                                    6,352Total
      current assets
                                                    
                                                    
                                                    
                                                    
                                                    
                                                    
                                                    12,227,212
                                                    
                                                    
                                                    
                                                    924,119
                                                    
                                                    
                                                    
                                                    172,356Non-current
      assetsReceivables
                                                    
                                                    
                                                    8
                                                    
                                                    
                                                    
                                                    -
                                                    
                                                    
                                                    
                                                    670,601
                                                    
                                                    
                                                    
                                                    5,680,133Other
      financial assets
                                                    
                                                    
                                                    9
                                                    
                                                    
                                                    
                                                    1,896,409
                                                    
                                                    
                                                    
                                                    -
                                                    
                                                    
                                                    
                                                    -Available
      for sale financial assets
                                                    
                                                    
                                                    10
                                                    
                                                    
                                                    
                                                    5,531,372
                                                    
                                                    
                                                    
                                                    263,750Equipment
                                                    
                                                    
                                                    11
                                                    
                                                    
                                                    
                                                    34,890
                                                    
                                                    
                                                    
                                                    10,874
                                                    
                                                    
                                                    
                                                    885Oil
      assets
                                                    
                                                    
                                                    12
                                                    
                                                    
                                                    
                                                    -
                                                    
                                                    
                                                    
                                                    -
                                                    
                                                    
                                                    
                                                    294,411Investments
      accounted for usingthe
      equity method of accounting
                                                    
                                                    
                                                    13
                                                    
                                                    
                                                    
                                                    -
                                                    
                                                    
                                                    
                                                    1,100,317
                                                    
                                                    
                                                    
                                                    -Exploration
      and evaluation expenditure
                                                    
                                                    
                                                    14
                                                    
                                                    
                                                    
                                                    3,927,977
                                                    
                                                    
                                                    
                                                    -
                                                    
                                                    
                                                    
                                                    -Total
      non-current assets
                                                    
                                                    
                                                    
                                                    
                                                    
                                                    
                                                    11,390,648
                                                    
                                                    
                                                    
                                                    2,045,542
                                                    
                                                    
                                                    
                                                    5,975,429Total
      assets
                                                    
                                                    
                                                    
                                                    
                                                    
                                                    
                                                    23,617,860
                                                    
                                                    
                                                    
                                                    2,969,661
                                                    
                                                    
                                                    
                                                    6,147,785LIABILITIESCurrent
      liabilitiesPayables
                                                    
                                                    
                                                    15
                                                    
                                                    
                                                    
                                                    300,105
                                                    
                                                    
                                                    
                                                    12,503
                                                    
                                                    
                                                    
                                                    38,178Interest
      bearing liabilities
                                                    
                                                    
                                                    16
                                                    
                                                    
                                                    
                                                    -
                                                    
                                                    
                                                    
                                                    -
                                                    
                                                    
                                                    
                                                    204,666Total
      current liabilities
                                                    
                                                    
                                                    
                                                    
                                                    
                                                    
                                                    300,105
                                                    
                                                    
                                                    
                                                    12,503
                                                    
                                                    
                                                    
                                                    242,844Non-current
      liabilitiesProvisions
                                                    
                                                    
                                                    17
                                                    
                                                    
                                                    
                                                    -
                                                    
                                                    
                                                    
                                                    -
                                                    
                                                    
                                                    
                                                    18,000Total
      non-current liabilities
                                                    
                                                    
                                                    
                                                    
                                                    
                                                    
                                                    -
                                                    
                                                    
                                                    
                                                    -
                                                    
                                                    
                                                    
                                                    18,000Total
      liabilities
                                                    
                                                    
                                                    
                                                    
                                                    
                                                    
                                                    300,105
                                                    
                                                    
                                                    
                                                    12,503
                                                    
                                                    
                                                    
                                                    260,844Net
      assets
                                                    
                                                    
                                                    
                                                    
                                                    
                                                    
                                                    23,317,755
                                                    
                                                    
                                                    
                                                    2,957,158
                                                    
                                                    
                                                    
                                                    5,886,941EQUITYContributed
      equity
                                                    
                                                    
                                                    18(a)
                                                    
                                                    
                                                    
                                                    81,930,730
                                                    
                                                    
                                                    
                                                    62,377,938
                                                    
                                                    
                                                    
                                                    58,285,996Reserves
                                                    
                                                    
                                                    19
                                                    
                                                    
                                                    
                                                    4,983,816
                                                    
                                                    
                                                    
                                                    -
                                                    
                                                    
                                                    
                                                    -Accumulated
      losses
                                                    
                                                    
                                                    20
                                                    
                                                    
                                                    
                                                    (63,945,095
                                                    )
                                                    
                                                    
                                                    (59,420,780
                                                    )
                                                    
                                                    
                                                    (52,399,055
                                                    )Minority
      Interests
                                                    
                                                    
                                                    31
                                                    
                                                    
                                                    
                                                    348,304
                                                    
                                                    
                                                    
                                                    -
                                                    
                                                    
                                                    
                                                    -Total
      equity
                                                    
                                                    
                                                    
                                                    
                                                    
                                                    
                                                    23,317,755
                                                    
                                                    
                                                    
                                                    2,957,158
                                                    
                                                    
                                                    
                                                    5,886,941
  The above
balance sheet should be read in conjunction with the accompanying
notes.
 
 36
 CITYVIEW
CORPORATION LIMITED
 
 CASH
FLOW STATEMENT
 FOR
THE YEAR ENDED 31 DECEMBER 2007
 
 Consolidated
      Entity31-Dec-07
                                                
                                                
                                                31-Dec-06
                                                
                                                
                                                31-Dec-05NOTE
                                                
                                                
                                                $
                                                
                                                
                                                $
                                                
                                                
                                                $Cash
      flows from operating activitiesInterest
      received
                                                
                                                
                                                
                                                
                                                
                                                210,063
                                                
                                                
                                                
                                                49,185
                                                
                                                
                                                
                                                7,813Payments
      to suppliers and employees
                                                
                                                
                                                
                                                
                                                
                                                (1,670,738
                                                )
                                                
                                                
                                                (1,005,883
                                                )
                                                
                                                
                                                (436,633
                                                )Net
      cash outflow from operating activities
                                                
                                                
                                                24(b)
                                                
                                                
                                                
                                                (1,460,675
                                                )
                                                
                                                
                                                (956,698
                                                )
                                                
                                                
                                                (428,820
                                                )Cash
      flows from investing activitiesSale
      of one fifth of investment in Medco Madura
                                                
                                                
                                                
                                                
                                                
                                                
                                                -
                                                
                                                
                                                
                                                -
                                                
                                                
                                                
                                                -Exploration
      & development expenditure
                                                
                                                
                                                
                                                
                                                
                                                
                                                -
                                                
                                                
                                                
                                                -
                                                
                                                
                                                
                                                -Loans
      made during the year
                                                
                                                
                                                
                                                
                                                
                                                
                                                -
                                                
                                                
                                                
                                                -
                                                
                                                
                                                
                                                (607,135
                                                )Payment
      for property, plant & equipment
                                                
                                                
                                                
                                                
                                                
                                                
                                                -
                                                
                                                
                                                
                                                -
                                                
                                                
                                                
                                                -Loan
      – Glenvale Associates
                                                
                                                
                                                
                                                
                                                
                                                
                                                -
                                                
                                                
                                                
                                                (670,601
                                                )
                                                
                                                
                                                -Payments
      for acquisition of subsidiaries
                                                
                                                
                                                
                                                
                                                
                                                
                                                (1,853,421
                                                )
                                                
                                                
                                                (179,960
                                                )
                                                
                                                
                                                -Payments
      for available for sale assets
                                                
                                                
                                                
                                                
                                                
                                                
                                                (7,164,032
                                                )
                                                
                                                
                                                (263,747
                                                )
                                                
                                                
                                                -Net
      cash outflow from investing activities
                                                
                                                
                                                
                                                
                                                
                                                
                                                (9,017,453
                                                )
                                                
                                                
                                                (1,114,308
                                                )
                                                
                                                
                                                (607,135
                                                )Cash
      from financing activitiesPayment
      of loans
                                                
                                                
                                                
                                                
                                                
                                                
                                                -
                                                
                                                
                                                
                                                (210,500
                                                )
                                                
                                                
                                                100,000Proceeds
      from pro-rata option issue
                                                
                                                
                                                
                                                
                                                
                                                
                                                2,273,446
                                                
                                                
                                                
                                                -
                                                
                                                
                                                
                                                -Proceeds
      from the issue of shares
                                                
                                                
                                                
                                                
                                                
                                                
                                                20,304,121
                                                
                                                
                                                
                                                3,227,265
                                                
                                                
                                                
                                                -Share
      issue costs
                                                
                                                
                                                
                                                
                                                
                                                
                                                (845,116
                                                )
                                                
                                                
                                                (205,323
                                                )
                                                
                                                
                                                -Net
      cash inflow from financing activities
                                                
                                                
                                                
                                                
                                                
                                                
                                                21,732,451
                                                
                                                
                                                
                                                2,811,442
                                                
                                                
                                                
                                                100,000Net
      increase/(decrease) in cash
                                                
                                                
                                                
                                                
                                                
                                                
                                                11,254,323
                                                
                                                
                                                
                                                740,436
                                                
                                                
                                                
                                                (935,955
                                                )Cash
      at the beginning of the period
                                                
                                                
                                                
                                                
                                                
                                                
                                                906,440
                                                
                                                
                                                
                                                166,004
                                                
                                                
                                                
                                                1,101,959Cash
      at the end of the period
                                                
                                                
                                                24(a)
                                                
                                                
                                                
                                                12,160,763
                                                
                                                
                                                
                                                906,440
                                                
                                                
                                                
                                                166,004
 
 
 The above
cash flow statement should be read in conjunction with the accompanying
notes.
  37
 CITYVIEW
CORPORATION LIMITED
 
 STATEMENT
OF CHANGES IN EQUITY
 FOR
THE YEAR ENDED 31 DECEMBER 2007
 
 Consolidated
      Entity31-Dec-07
                              
                              
                              31-Dec-06
                              
                              
                              31-Dec-05NOTE
                              
                              
                              $
                              
                              
                              $
                              
                              
                              $Total
      equity at the beginning of thefinancial
      year
                              
                              
                              
                              
                              
                              2,957,158
                              
                              
                              
                              5,886,941
                              
                              
                              
                              8,671,228Minority
      Interest
                              
                              
                              31
                              
                              
                              
                              348,304
                              
                              
                              
                              -
                              
                              
                              
                              -Loss
      for the year
                              
                              
                              
                              
                              
                              
                              (4,524,315
                              )
                              
                              
                              (7,021,725
                              )
                              
                              
                              (2,784,287
                              )Total
      recognised income and expensesfor
      the year
                              
                              
                              
                              
                              
                              
                              (4,524,315
                              )
                              
                              
                              (7,021,725
                              )
                              
                              
                              (2,784,287
                              )Shares
      Issued
                              
                              
                              18
                              
                              
                              
                              20,664,121
                              
                              
                              
                              4,297,265
                              
                              
                              
                              -Reserves
                              
                              
                              19
                              
                              
                              
                              4,983,816
                              
                              
                              
                              -
                              
                              
                              
                              -Share
      Issue Cost
                              
                              
                              18
                              
                              
                              
                              (1,111,329
                              )
                              
                              
                              (205,323
                              )
                              
                              
                              -24,536,608
                              
                              
                              
                              4,091,942
                              
                              
                              
                              -Total
      equity at the end of thefinancial
      year
                              
                              
                              
                              
                              
                              
                              23,317,755
                              
                              
                              
                              2,957,158
                              
                              
                              
                              5,886,941
 
 The above
statement of changes in equity should be read in conjunction with the
accompanying notes.
 
 38
 CITYVIEW
CORPORATION LIMITED
 
 NOTES
TO AND FORMING PART OF THE FINANCIAL STATEMENTS
 FOR
THE FINANCIAL YEAR ENDED 31 DECEMBER 2007
 
 1. Statement
of Significant Accounting Policies
 
 (a)
              Basis
      of Reporting
 The
financial report is a general-purpose financial report, which has been prepared
in accordance with the Corporations Act 2001, all applicable Australian
Accounting Standards and Australian Accounting interpretations.
 
 The
financial report covers the consolidated entity CityView Corporation Limited
(“CityView”) and its controlled entities.  CityView is a listed public
company, incorporated and domiciled in Australia. The accounting policies have
been consistently applied to all years presented unless otherwise
stated.
 
 The
financial report has been prepared on an accrual basis and is based on
historical cost and, except where stated, does not take into account changing
money values or current valuations of non current assets.  Cost is
based on the consideration given in exchange for assets.
 
 Compliance
with IFRS
 Australian
Accounting Standards include Australian equivalents to International Financial
Reporting Standards (AIFRS).  Compliance with AIFRS ensures that the
consolidated financial statements and notes of CityView Corporation Limited
comply with International Financial Reporting Standards (IFRS) as adopted by
IASB.
 
 Historical
cost convention
 These
financial statements have been prepared under the historical cost convention, as
modified by the revaluation of available-for-sale financial assets, financial
assets and liabilities (including derivative instruments) at fair value through
profit or loss, certain classes of property, plant and equipment.
 
 Significant
Accounting Policies
 Accounting
policies are selected and applied in a manner, which ensures that the resulting
financial information satisfies the concepts of relevance and reliability, and
that the substance of underlying transactions and other events is
reported.
 
 The
following significant accounting policies have been adopted in the preparation
and presentation of the financial report:
 
 (b)
                Principles
      of Consolidation
 A
controlled entity is an entity controlled by CityView.  Control
exists’ where CityView has the capacity to dominate the decision making in
relation to the financial and operating policies of another entity so that the
other entity operates with CityView to achieve the objectives of
CityView.  A list of controlled entities is contained in Note 23 to
the financial statements.
 
 All inter
company balances and transactions between entities in the consolidated entity,
including any unrealised profits or losses, have been eliminated on
consolidation.
 
 Where
controlled entities have entered or left the consolidated entity during the year
their operating results have been included from the date control was obtained or
until the date control ceased.
 
 Outside
interests in the equity and results of the entities that are controlled are
shown as a separate item in the consolidated financial report.
 
 39
 CITYVIEW
CORPORATION LIMITED
 
 NOTES
TO AND FORMING PART OF THE FINANCIAL STATEMENTS
 FOR
THE FINANCIAL YEAR ENDED 31 DECEMBER 2007
 
 Statement
of Significant Accounting Policies (cont)
 
 (b)
                Principles
      of Consolidation (cont)
 
 Scope
of Management’s Report on Internal Control over Financial Reporting
 Management
has not evaluated or tested the internal controls of the entities accounted for
via proportionate consolidation as described and listed in note 23 to the
consolidated financial statements (collectively, the “Excluded
Entities).
 
 The
Excluded Entities accounted for via proportionate consolidation represents 23.7%
of consolidate net assets, as of December 31, 2007 and 0% of the consolidated
net income for the year ended December 31, 2007.
 Management
has been unable to access the effectiveness of internal controls at the Excluded
Entities because CityView does not have the ability to dictate or modify the
controls of the Excluded Entities and does not have the ability in practice, to
assess those controls. Accordingly management’s evaluation of CityView’s
internal control over financial reporting did not include an evaluation of the
internal controls of any of the Excluded Entities, and management’s conclusions
regarding the effectiveness of CityView’s internal control over financial
reporting does not extend to the internal controls of any of the Excluded
Entities.
 
 (c)
              Going
      Concern
 The
financial statements have been prepared adopting the going concern convention,
which assumes continuity of normal business activities and the realisation of
assets and the settlement of liabilities in the ordinary course of
business.
 
 (d)
              Income
      Tax
 The
income tax expense for the period is the tax payable on the current period’s
taxable income based on the national income tax rate for each jurisdiction
adjusted by changes in deferred tax assets and liabilities attributable to
temporary differences between the tax base of assets and liabilities and their
carrying amounts in the financial statements, and to unused tax
losses.
 
 Deferred
tax assets and liabilities are recognised for all temporary differences, between
carrying amounts of assets and liabilities for financial reporting purposes and
their respective tax bases, at the tax rates expected to apply when the assets
are recovered or liabilities settled, based on those tax rates which are enacted
or substantively enacted for each jurisdiction. Exceptions are made for certain
temporary differences arising on initial recognition of an asset or a liability
if they arose in a transaction, other than a business combination, that at the
time of the transaction did not affect either accounting profit or taxable
profit.
 
 Deferred
tax assets are only recognised for deductible temporary differences and unused
tax losses if it is probable that future taxable amounts will be available to
utilise those temporary differences and losses.
 
 Deferred
tax assets and liabilities are not recognised for temporary differences between
the carrying amount and tax bases of investments in controlled entities,
associates and interests in joint ventures.
 
 CityView
Corporation Limited and its wholly-owned subsidiaries have implemented the tax
consolidation legislation from 1 January 2004. CityView Corporation Limited is
the head entity in the tax consolidated group. The stand-alone taxpayer/separate
tax payer within a group approach has been used to allocate current income tax
expenses and deferred tax balances to wholly-owned subsidiaries that form part
of the tax consolidated group. CityView Corporation Limited has assumed all the
current tax liabilities and the deferred tax assets arising from unused tax
losses for the tax consolidated group via inter-company receivables and payables
because a tax funding arrangement has been in place for the whole financial
year.
 
 (e)
              Foreign
      Currency
 (i)
              Functional
      and presentation currency
 Items
included in the financial statements of each of the Groups entities are measured
using the currency of the primary economic environment in which the entity
operates (“the functional currency”). The consolidated financial statements are
presented in Australian dollars, which is CityView Corporation Limited’s
functional and presentation currency.
 
 
 40
  CITYVIEW
CORPORATION LIMITED
 
 NOTES
TO AND FORMING PART OF THE FINANCIAL STATEMENTS
 FOR
THE FINANCIAL YEAR ENDED 31 DECEMBER 2007
 
 Statement
of Significant Accounting Policies (cont)
 
 (ii)
              Transactions
      and balances
 Foreign
currency transactions are translated into the functional currency using the
exchange rates prevailing at the dates of the transactions. Foreign exchange
gains and losses resulting from the settlement of such transactions and from the
translation at year end exchange rates of monetary assets and liabilities
denominated in foreign currencies are recognised in the income statement, except
when they are deferred in equity as qualifying cash flow hedges and qualifying
net investment hedges or are attributable to part of the net investment in a
foreign operation.
 
 Translation
differences on financial assets and liabilities carried at fair value are
reported as part of their fair value gain or loss. Translation differences on
non-monetary financial assets and liabilities such as equities held at fair
value through profit or loss are recognised in profit or loss as part of the
fair value gain or loss. Translation differences on non-monetary financial
assets such as equities classified as available for sale financial assets are
included in the fair value reserve in equity.
 
 (iii)
              Group
      companies
 The
results and financial position of all Group entities (none of which has the
currency of a hyperinflationary economy) that have a functional currency
different from the presentation currency are translated into the presentation
currency as follows:
 
 Ø
              Assets
      and liabilities for each balance sheet presented are translated at the
      closing rate at the date of that balance
sheet,
 Ø
              Income
      and expenses for each income statement are translated at average exchange
      rates (unless this is not a reasonable approximation of the cumulative
      effect of the rates prevailing on the transaction date, in which case
      income and expenses are translated at the dates of the transactions),
      and
 Ø
              All
      resulting exchange differences are recognised as a separate component of
      equity.
 
 On
consolidation, exchange differences arising from the translation of any
investment in foreign entities and of borrowings and other financial instruments
designed as hedges of such investments, are taken to shareholders’
equity.    When a foreign operation is sold or any
borrowings forming part of that net investment are repaid, a proportionate
share   of such exchange differences are recognised in the income
statement as part of the gain or loss on sale where applicable.
 
 (f)
              Capitalized,
      Exploration and Evaluation
Expenditure
 The
consolidated entity has interests in contracts to develop and operate mineral
and oil and gas fields in Angola and Cameroon.  These contracts are
under standard terms for foreign companies operating in those countries and the
amounts for acquisition costs and exploration and development expenditure are
recorded at cost.  The contracts are subject to controls and
regulations by the respective host country and to some extent may be affected by
the political stability of that country.
 
 Exploration
and evaluation expenditure incurred is accumulated in respect of each
identifiable area of interest. These costs are only carried forward to the
extent that the consolidated entity’s rights of tenure to that area of interest
are current and that the costs are expected to be recouped through the
successful development of the respective areas of interest or the ultimate sale
of those areas or where activities in the area have not yet reached a stage that
permits reasonable assessment of the existence of economically recoverable
reserves.
 
 Accumulated
costs in relation to an abandoned area are written off in full against profit in
the year in which the decision to abandon the area is made.
 
 A regular
review is undertaken of each area of interest to determine the appropriateness
of continuing to carry forward costs in relation to that area of
interest.
 
 While the
share of revenue from saleable mineral and oil and gas from the operations in
Angola and Cameroon will be receivable by the consolidated entity in US dollars,
the directors are not able to determine what affect these factors, together with
any movements in world mineral and oil and gas prices, may have on the future
values of any expenditure carried forward.
 
 41
 CITYVIEW
CORPORATION LIMITED
 
 NOTES
TO AND FORMING PART OF THE FINANCIAL STATEMENTS
 FOR
THE FINANCIAL YEAR ENDED 31 DECEMBER 2007
 
 Statement
of Significant Accounting Policies (cont)
 
 (g)
              Equipment
 Each
class of equipment is carried at cost or fair value less, where applicable, any
accumulated depreciation.
 
 The
carrying amount of equipment is reviewed annually by directors to ensure it is
not in excess of the recoverable amount from these assets.  The
recoverable amount is assessed on the basis of the expected net cash flows,
which will be received from the assets employment and subsequent
disposal.  The expected net cash flows have not been discounted to
their present values in determining recoverable amounts.
 
 The cost
of fixed assets constructed within the consolidated entity includes the cost of
materials, direct labor, borrowing costs and an appropriate proportion of fixed
and variable overheads.
 
 (h)
              Depreciation
 All
equipment has been depreciated on a straight-line basis so as to write off the
net cost of each asset over its expected useful life.  The normal
estimated useful life for equipment adopted for depreciation purposes is 3
years.
 
 (i)
              Impairment
      of Assets
 At each
reporting date the group assesses whether there is any indication that
individual assets may be impaired. Where impairment indicators exist,
recoverable amount is determined and impairment losses are recognised in the
income statement where the asset’s carrying value exceeds its recoverable
amount. Recoverable amount is the higher of an asset’s fair value less costs to
sell and value in use. For the purpose of assessing value in use, the estimated
future cash flows are discounted to their present value using a pre-tax discount
rate that reflects current market assessments of the time value of money and the
risks specific to the asset.
 
 Where it
is not possible to estimate recoverable amount for an individual asset,
recoverable amount is determined for cash-generating unit to which the asset
belongs.
  (j)
              Investments
      in Associates
 Associates
are all entities over which the Group has significant influence but not control,
generally accompanying a shareholding of between 20% and 50% of the voting
rights. Investments in associates are accounted for in the consolidated
financial statements using the equity method of accounting, after initially
being recorded at cost. The Group’s investment in associates includes goodwill
(net of any accumulated impairment loss) identified on acquisition.
 
 The
Group’s share of its associates’ post acquisition profits or losses is
recognised in the income statement, and its share of post acquisition movements
in reserves is recognised in reserves. The cumulative post acquisition movements
are adjusted against the carrying amount of the investment. Dividends receivable
from the associates are recognised in the consolidated financial statements by
reducing the carrying amount of the investment.
 
 When the
Group’s share of losses in an associate equals or exceeds its interest in the
associate, including any other unsecured long term receivables, the group does
not recognise further losses, unless it has incurred obligations or made
payments on behalf of the associate.
 
 Unrealised
gains on transactions between the Group and its associates are eliminated to the
extent of the Group’s interest in the associates. Unrealised losses are also
eliminated unless the transaction provides evidence of an impairment of the
asset transferred. Accounting policies of the associates have been changed where
necessary to ensure consistency with the policies adopted by the
Group.
  (k)
              Payables
 Trade
payables and other accounts payable are recognised when the entity becomes
obliged to make payments for the purchase of goods or services received prior to
the end of the financial year which are unpaid. They are unsecured and usually
payable within 30 days.
 
 (l)
              Receivables
 Trade and
other receivables are recorded at amounts due less provision for doubtful debts
if recovery of the full amount due is no longer probable. Bad debts are written
off when identified.
  42
 CITYVIEW
CORPORATION LIMITED
 
 NOTES
TO AND FORMING PART OF THE FINANCIAL STATEMENTS
 FOR
THE FINANCIAL YEAR ENDED 31 DECEMBER 2007
 
 Statement
of Significant Accounting Policies (cont)
 
 (m)
                Employee
      Entitlements
 Provision
is made for the company’s liability for employee entitlements arising from
services rendered by employees to balance date.  Employee entitlements
expected to be settled within one year together with entitlements arising from
wages and salaries, annual leave and sick leave that will be settled after one
year have been measured at their nominal amount.  Other employee
entitlements payable later than one year have been measured at the present value
of the estimated future cash outflows to be made for those
entitlements.
 
 Contributions
are made by the consolidated entity to employee superannuation funds and are
charged as expenses when incurred.
  The
Company does not record as an asset or a liability, the difference between the
employer established defined benefit superannuation plan’s accrued benefits and
the net market value of the plans assets.
 
 The
Company also uses the services of consultants and contractors on an as needs
basis.
 
 Share
based payments
 Share
based compensation benefits are provided to employees via the CityView
Corporation limited Employee Share and Option Plan. Information relating to the
scheme is set out in note 29.
 
 The fair
value of options granted under the CityView Corporation Limited “ESOP” is
recognised as an employee benefit expense with a corresponding increase in
equity. The fair value is measured at grant date and recognised over the period
during which the employees become unconditionally entitled to the
options.
 
 The fair
value at grant date is independently determined using the Black Scholes option
pricing model that takes into account the exercise price, the term of the
option, the share price at grant date and expected price volatility of the
underlying share, the expected dividend yield and the risk free interest rate
for the term of the option.
 
 (n)
              Cash
 For the
purpose of the statement of cash flows, cash includes:
 -
      Cash
      on hand and at call deposits with banks or financial institutions, net of
      bank overdrafts; and
 -
      Investments
      in money market instruments with less than 20 days to
      maturity.
 
 (o)
              Revenue
 Interest
revenue is recognised on a proportional basis taking into account the interest
rates applicable to the financial assets.
 Dividend
revenue is recognised when the right to receive a dividend has been
established.  Dividends received from associates and joint venture
entities are accounted for in accordance with the equity method of
accounting
 
 (p)
              Comparative
      Figures
 Where
required by Accounting Standards comparative figures have been adjusted to
conform to changes in presentation for the current financial year.
 
 (q)
              Earnings per
      share
 
 Basic
earnings per share
 Basic
earnings per share is calculated by dividing the profit attributable to members
of CityView Corporation Limited, adjusted for the after tax effect of preference
dividends on preference shares classified as equity, by the weighted average
number of ordinary shares outstanding during the financial year, adjusted for
bonus elements in ordinary shares during the year.
 
 Diluted
earnings per share
 Earnings
used to calculate diluted earnings per share are calculated by adjusting the
basic earnings by the after-tax effect of dividends and interest associated with
dilutive potential ordinary shares. The weighted average number of shares used
is adjusted for the weighted average number of shares assumed to have been
issued for no consideration in relation to dilutive potential ordinary
shares.
  43
 
 CITYVIEW
CORPORATION LIMITED
 
 NOTES
TO AND FORMING PART OF THE FINANCIAL STATEMENTS
 FOR
THE FINANCIAL YEAR ENDED 31 DECEMBER 2007
 
 Statement
of Significant Accounting Policies (cont)
 
 (r)
              GST
 Revenues,
expenses are recognised net of GST except where GST incurred on a purchase of
goods and services is not recoverable from the Australian Taxation Office, in
which case the GST is recognised as part of the cost of acquisition of the asset
or as part of the expense item.
 
 Receivables
and payables are stated with the amount of GST included. The net amount of GST
recoverable from, or payable to, the taxation authority is included as part of
receivables or payables in the balance sheet.
 
 Cash
flows are included in the cash flow statement on a gross basis and the GST
component of cash flows arising from investing and financing activities, which
is recoverable from, or payable to, the Australian Taxation Office, are
classified as operating cash flows.
 
 Commitments
and contingencies are disclosed net of the amount of GST recoverable from, or
payable to, the Australian Taxation Office.
 
 (s)
              Business
      combinations
 The
purchase method of accounting is used to account for all business combinations,
including business combinations
involving entities or business under common control, regardless of whether
equity instruments or other
assets are required. Cost is measured as the fair value of the assets given,
equity instruments issued or liabilities
incurred or assumed at the date of exchange plus costs directly attributable to
the acquisition. Where equity
instruments are issued in an acquisition, the fair value of the instruments is
their published market price as at the date
of exchange unless, in rare circumstances, it can be demonstrated that the
published price at the date of exchange
is an unreliable indicator of fair value and that other evidence and valuation
methods provide a more reliable
measure of fair value. Transaction costs arising on the issue of equity
instruments are recognised directly in equity.
 
 Identifiable
assets acquired and liabilities and contingent liabilities assumed in a business
combination are measured initially
at their fair values at the acquisition date, irrespective of the extent of any
minority interest. The excess of the cost
of the acquisition over the fair value of the Group’s share of the identifiable
net assets acquired is recorded as
goodwill. If the cost of acquisition is less than the Group’s share of the fair
value of the identifiable net assets of the
subsidiary acquired, the difference is recognised directly in the income
statement, but only after a reassessment of the
identification and measurement of the net assets acquired.
 
 (t)
              Investments
 
 (i)
              Available
      for sale financial assets
 Available
for sale financial assets, are non derivatives that are either designated in
this category or not classified in any other categories. They are included in
non current assets unless management intends to dispose of the investment within
12 months of the balance sheet date.
 
 (ii)
              Loans
      and receivables
 Loans and
receivables are no derivative financial assets with fixed or determined payments
that are not quoted in an active market. They are included in current assets,
except for those with maturities greater than 12 months after the balance sheet
date which are classified as non current assets. Loans and receivables are
included in trade and other receivables the balance sheet (note 7).
 
 (u)
              Fair
      value estimations
 The fair
value of financial assets and financial liabilities must be estimated for
recognition and measurement or for disclosure purpose.
 
 The fair
value of financial instruments traded in active markets is based on quoted
market prices at the balance sheet date. The quoted market price used for
financial assets if held by the Group would be the current bid
price.
 
 The fair
value of financial instruments that are not traded in an active market is
determined using valuation techniques. The Group uses a variety of methods and
makes assumptions that are based on market conditions existing at each balance
date.
 
 44
 CITYVIEW
CORPORATION LIMITED
 
 NOTES
TO AND FORMING PART OF THE FINANCIAL STATEMENTS
 FOR
THE FINANCIAL YEAR ENDED 31 DECEMBER 2007
 
 Statement
of Significant Accounting Policies (cont)
 
 (v)
              Contributed
      equity
 Ordinary
shares are classified as equity.
 
 Incremental
costs directly attributable to the issue of new shares or options are shown in
equity as a deduction, net of tax, from the proceeds. Incremental costs directly
attributable to the issue of new shares or options for the acquisition of a
business are not included in the cost of the acquisition as part of the purchase
consideration.
 
 If the
entity reacquires its own equity instruments, eg as a result of a share buy
back, those instruments are deducted from equity and the associated shares are
cancelled. No gain or loss is recognised in the profit or loss and the
consideration paid including any directly attributable incremental costs (net of
income tax) is recognised directly in equity.
 
 (w)
              Standards
 The
following new / amended accounting standards and interpretations have been
issued, but are not mandatory for financial years ended 31 December 2007. They
have not been adopted in preparing the financial report for the year ended 31
December 2007 and are expected to impact the entity in the period of initial
application. In all cases the entity intends to apply these standards from the
application date as indicated in the table below.
  Nature
      of Change inAASB
                          AASB
      Standard
                          Accounting
      Policy
                          Application
      Date of
                          Application
      DateAmendment
                          Affected
                          and
      impact
                          the
      Standard
                          for
      the Group2007-1
                          AASB
      Interpretation 11
                          No
      change, no impact
                          1
      March 2007
                          1
      Jan 2008(AASB
      2 Treasury andShare
      transactions)2007-3
                          AASB
      8: Operating
                          No
      change, no impact
                          1
      January 2009
                          1
      July 2009Segments2007-6
                          AASB
      123: (revised Jun
                          No
      change, no impact
                          1
      January 2009
                          1
      July 20092007)
      Borrowing costsAASB
      101: (revised Sep
                          No
      change, no impact
                          1
      January 2009
                          1
      July 20092007)
      Presentation ofFinancial
      Statements2007-4
                          ED
      151 and other
                          No change, no
      impact
                          1
      July 2007
                          1
      Jan 2008Amendments
 
 45
  CITYVIEW
CORPORATION LIMITED
 
 NOTES
TO AND FORMING PART OF THE FINANCIAL STATEMENTS
 FOR
THE FINANCIAL YEAR ENDED 31 DECEMBER 2007
 
 Statement
of Significant Accounting Policies (cont)
 
 Critical
accounting estimates and judgements
 Estimates
and judgements are continually evaluated and are based on historical experience
and other factors, including expectations of future events that may have a
financial impact on the entity and that are believed to be reasonable under the
circumstances.
 
 Critical
accounting estimates and assumptions
 The group
makes estimates and assumptions concerning the future. The resulting accounting
estimates will, by definition, seldom equal the related actual results. The
estimates and assumptions that have a significant risk of causing a material
adjustment to the carrying amounts of assets and liabilities within the next
financial year are discussed below.
 
 Exploration
and evaluation expenditure
 Exploration
and evaluation expenditure incurred is accumulated in respect of each
identifiable area of interest. These costs are only carried forward to the
extent that the consolidated entity’s rights of tenure to that area of interest
are current and that the costs are expected to be recouped through the
successful development of the respective areas of interest or the ultimate sale
of those areas or where activities in the area have not yet reached a stage that
permits reasonable assessment of the existence of economically recoverable
reserves.
 
 A regular
review is undertaken of each area of interest to determine the appropriateness
of continuing to carry forward costs in relation to that area of
interest.
 
 The
ultimate recoverability of exploration and evaluation expenditure will be
dependent on future development and successful exploitation of the respective
areas of interest or the ultimate sale of those areas.
   46
 CITYVIEW
CORPORATION LIMITED
 
 NOTES
TO AND FORMING PART OF THE FINANCIAL STATEMENTS
 FOR
THE FINANCIAL YEAR ENDED 31 DECEMBER 2007
  
 Consolidated
      Entity31-Dec-07
                                        
                                        
                                        31-Dec-06
                                        
                                        
                                        31-Dec-05$
                                        
                                        
                                        $
                                        
                                        
                                        $2.RevenueGain
      on sale of investment – one fifth Madura Field
                                        
                                        
                                        -
                                        
                                        
                                        
                                        -
                                        
                                        
                                        
                                        -Interest
      received – other parties
                                        
                                        
                                        210,063
                                        
                                        
                                        
                                        49,185
                                        
                                        
                                        
                                        7,813Total
      Revenue
                                        
                                        
                                        210,063
                                        
                                        
                                        
                                        49,185
                                        
                                        
                                        
                                        7,8133.  Loss
      from ordinary activitiesLoss
      from ordinary activities before income tax has been determined
      after:ExpensesGeneral
      and administrative expenses
                                        
                                        
                                        1,118,006
                                        
                                        
                                        
                                        519,986
                                        
                                        
                                        
                                        287,180Share
      based payments
                                        
                                        
                                        3,070,370
                                        
                                        
                                        
                                        -
                                        
                                        
                                        
                                        -Depreciation
                                        
                                        
                                        7,329
                                        
                                        
                                        
                                        2,120
                                        
                                        
                                        
                                        3,007Consultants/Legal
      Services
                                        
                                        
                                        667,966
                                        
                                        
                                        
                                        574,618
                                        
                                        
                                        
                                        (81,477
                                        )Drilling
      expenses
                                        
                                        
                                        -
                                        
                                        
                                        
                                        294,409
                                        
                                        
                                        
                                        311,336Write
      off receivables – Madura & Simenggaris
                                        
                                        
                                        -
                                        
                                        
                                        
                                        5,680,134
                                        
                                        
                                        
                                        2,272,054(a) 
      Income tax benefitCurrent
      tax
                                        
                                        
                                        -
                                        
                                        
                                        
                                        -
                                        
                                        
                                        
                                        -Deferred
      tax
                                        
                                        
                                        -
                                        
                                        
                                        
                                        -
                                        
                                        
                                        
                                        --
                                        
                                        
                                        
                                        -
                                        
                                        
                                        
                                        -Income
      tax benefit is attributable to:Loss
      from continuing operations
                                        
                                        
                                        -
                                        
                                        
                                        
                                        -
                                        
                                        
                                        
                                        -Aggregate
      income tax benefit
                                        
                                        
                                        -
                                        
                                        
                                        
                                        -
                                        
                                        
                                        
                                        -Deferred
      income tax (revenue) expense comprises:Decrease
      (increase) in deferred tax assets
                                        
                                        
                                        -
                                        
                                        
                                        
                                        -
                                        
                                        
                                        
                                        -Decrease
      (increase) in deferred tax liabilities
                                        
                                        
                                        -
                                        
                                        
                                        
                                        -
                                        
                                        
                                        
                                        --
                                        
                                        
                                        
                                        -
                                        
                                        
                                        
                                        -(b)  Numerical
      reconciliation of income tax expense to prima facie tax
      payableLoss
      from continuing operations before income tax expense
                                        
                                        
                                        (4,653,608
                                        )
                                        
                                        
                                        (7,021,725
                                        )
                                        
                                        
                                        (2,784,287
                                        )Tax
      at the Australian tax rate of 30% (2006-30%)
                                        
                                        
                                        (1,396,082
                                        )
                                        
                                        
                                        (2,106,517
                                        )
                                        
                                        
                                        (835,286
                                        )Permanent
      non-deductible difference
                                        
                                        
                                        508,906
                                        
                                        
                                        
                                        1,803,983
                                        
                                        
                                        
                                        -Sale
      Medco Madura $1,108,534 @ 30%
                                        
                                        
                                        -
                                        
                                        
                                        
                                        -
                                        
                                        
                                        
                                        -Losses
      not recognised
                                        
                                        
                                        887,173
                                        
                                        
                                        
                                        302,534
                                        
                                        
                                        
                                        835,286Income
      tax benefit
                                        
                                        
                                        -
                                        
                                        
                                        
                                        -
                                        
                                        
                                        
                                        -
 
 47
 CITYVIEW
CORPORATION LIMITED
 
 NOTES
TO AND FORMING PART OF THE FINANCIAL STATEMENTS
 FOR
THE FINANCIAL YEAR ENDED 31 DECEMBER 2007
 
 4.  Income
Tax (cont)
 Consolidated
      Entity31-Dec-07
                              
                              
                              31-Dec-06
                              
                              
                              31-Dec-05$
                              
                              
                              $
                              
                              
                              $(c)  Tax
      lossesUnused
      tax losses for which no deferred tax asset has been
    recognised
                              
                              
                              5,278,078
                              
                              
                              
                              1,008,447
                              
                              
                              
                              2,784,287Potential
      tax benefit @ 30%
                              
                              
                              1,583,423
                              
                              
                              
                              302,534
                              
                              
                              
                              835,286
 
 5.      Remuneration
of Auditors
 Amounts
      paid/payable to BDO for audit of the financial report for the
      company:Auditing
      services
                
                
                35,000
                
                
                
                35,000
                
                
                
                42,56535,000
                
                
                
                35,000
                
                
                
                42,565Amounts
      paid/payable to BDO for non-audit taxation services performed for the
      company:Taxation
      services
                
                
                15,000
                
                
                
                10,000
                
                
                
                6,30015,000
                
                
                
                10,000
                
                
                
                6,300
 6.      Cash
and Cash Equivalents
 Cash
      on hand
                    
                    
                    500
                    
                    
                    
                    500
                    
                    
                    
                    500Cash
      at bank
                    
                    
                    388,553
                    
                    
                    
                    111,801
                    
                    
                    
                    106,108Deposits
      at call
                    
                    
                    11,771,710
                    
                    
                    
                    794,139
                    
                    
                    
                    59,39612,160,763
                    
                    
                    
                    906,440
                    
                    
                    
                    166,004
 
 Cash at
bank and deposits at call attract an interest rate of 6.20% (2006
5.20%).
 The
group’s exposure to interest rate risk is discussed at note 26.
 
 7.      Trade
and Other Receivables
 Deposits
                  
                  
                  6,352
                  
                  
                  
                  6,352
                  
                  
                  
                  6,352GST
      – Receivable
                  
                  
                  60,097
                  
                  
                  
                  11,327
                  
                  
                  
                  -66,449
                  
                  
                  
                  17,679
                  
                  
                  
                  6,352
 
 
 48
 
 CITYVIEW
CORPORATION LIMITED
 
 NOTES
      TO AND FORMING PART OF THE FINANCIAL STATEMENTS
                FOR
      THE FINANCIAL YEAR ENDED 31 DECEMBER
2007
 
 
 Consolidated
      Entity31-Dec-07
                                    
                                    
                                    31-Dec-06
                                    
                                    
                                    31-Dec-05$
                                    
                                    
                                    $
                                    
                                    
                                    $8.   Non
      Current ReceivablesLoans
      to controlled entities – at cost
                                    
                                    
                                    -
                                    
                                    
                                    
                                    -
                                    
                                    
                                    
                                    -Provision
      for doubtful debts
                                    
                                    
                                    -
                                    
                                    
                                    
                                    -
                                    
                                    
                                    
                                    -Loan
      to Glenvale Associates – at cost
                                    
                                    
                                    -
                                    
                                    
                                    
                                    670,601
                                    
                                    
                                    
                                    -Loans
      to Medco Madura Pty Ltd and
                                      Medco
      Simenggaris Pty Ltd – at cost
                                    
                                    
                                    -
                                    
                                    
                                    
                                    -
                                    
                                    
                                    
                                    5,680,133-
                                    
                                    
                                    
                                    670,601
                                    
                                    
                                    
                                    5,680,133
 
 The
company wrote off $5,680,133, being the full value of the receivables for the
Madura and Simenggaris projects due to the expiry of the leases during 2007 and
the lack of proven reserves.
 
 9.  Non-Current
Other Financial Assets
 Deposit
      – Cameroon Oil at cost
                  
                  
                  1,896,409
                  
                  
                  
                  -
                  
                  
                  
                  -1,896,409
                  
                  
                  
                  -
                  
                  
                  
                  -
  10.  Non-Current
Available for sale Financial Assets
 Investment
      - Quest Middle East at cost
                    
                    
                    713,150
                    
                    
                    
                    263,748
                    
                    
                    
                    -Investment
      – Madura at cost
                    
                    
                    1
                    
                    
                    
                    1
                    
                    
                    
                    -Investment
      – Simenggaris at cost
                    
                    
                    1
                    
                    
                    
                    1
                    
                    
                    
                    -Investment
      – Fortitude Minerals at cost
                    
                    
                    4,818,220
                    
                    
                    
                    -
                    
                    
                    
                    -5,531,372
                    
                    
                    
                    263,750
                    
                    
                    
                    -Balance
      at the beginning of the year
                    
                    
                    263,750
                    
                    
                    
                    2
                    
                    
                    
                    -Additions
                    
                    
                    5,267,622
                    
                    
                    
                    263,748
                    
                    
                    
                    -Disposals
      (sale and redemption)
                    
                    
                    -
                    
                    
                    
                    -
                    
                    
                    
                    -Revaluation
      surplus / (deficit) transfer to equity
                    
                    
                    -
                    
                    
                    
                    -
                    
                    
                    
                    -5,531,372
                    
                    
                    
                    263,750
                    
                    
                    
                    -Unlisted
      securities (note (a))Equity
      securities
                    
                    
                    5,531,372
                    
                    
                    
                    263,750
                    
                    
                    
                    -5,531,372
                    
                    
                    
                    263,750
                    
                    
                    
                    -
  (a)    Unlisted
securities
 Unlisted
securities are traded in inactive markets. They are carried at the cost of
initial investment.
 Included
in unlisted securities are shares in issued capital of Fortitude Minerals
Limited at fair value of the Australian dollar equivalent to US$1.39 per share
(at cost).
 
 
 49
 CITYVIEW
CORPORATION LIMITED
 
 NOTES
      TO AND FORMING PART OF THE FINANCIAL STATEMENTS
                FOR
      THE FINANCIAL YEAR ENDED 31 DECEMBER
2007
  Consolidated
      Entity31-Dec-07
                                              
                                              
                                              31-Dec-06
                                              
                                              
                                              31-Dec-05$
                                              
                                              
                                              $
                                              
                                              
                                              $11.   EquipmentEquipment
      at cost
                                              
                                              
                                              73,630
                                              
                                              
                                              
                                              42,285
                                              
                                              
                                              
                                              30,175Less
      accumulated depreciation
                                              
                                              
                                              (38,740
                                              )
                                              
                                              
                                              (31,411
                                              )
                                              
                                              
                                              (29,290
                                              )34,890
                                              
                                              
                                              
                                              10,874
                                              
                                              
                                              
                                              885Balance
      at the beginning of year
                                              
                                              
                                              10,874
                                              
                                              
                                              
                                              885
                                              
                                              
                                              
                                              3,892Additions
                                              
                                              
                                              31,345
                                              
                                              
                                              
                                              12,109
                                              
                                              
                                              
                                              -Depreciation
      expense
                                              
                                              
                                              (7,329
                                              )
                                              
                                              
                                              2,120
                                              
                                              
                                              
                                              3,007Carrying
      amount at year end
                                              
                                              
                                              34,890
                                              
                                              
                                              
                                              10,874
                                              
                                              
                                              
                                              885
 
 12.   Oil
      AssetAcquisition
      costs and exploration and development expenditure carried forward in
      respect of areas of interest – at cost.
                                                    
                                                    
                                                    -
                                                    
                                                    
                                                    
                                                    -
                                                    
                                                    
                                                    
                                                    -a.
      Simenggaris pre drilling
                                                    
                                                    
                                                    -
                                                    
                                                    
                                                    
                                                    -
                                                    
                                                    
                                                    
                                                    294,409b.
      Madura
                                                    
                                                    
                                                    -
                                                    
                                                    
                                                    
                                                    -
                                                    
                                                    
                                                    
                                                    1c.
      Simenggaris
                                                    
                                                    
                                                    -
                                                    
                                                    
                                                    
                                                    -
                                                    
                                                    
                                                    
                                                    1d.
      Prov’n for write-down of interest
                                                    
                                                    
                                                    -
                                                    
                                                    
                                                    
                                                    -
                                                    
                                                    
                                                    
                                                    --
                                                    
                                                    
                                                    
                                                    -
                                                    
                                                    
                                                    
                                                    294,411
 
 13.   Investments
accounted for using the equity method
 Shares
      in Associates (note 32)
                
                
                -
                
                
                
                1,100,317
                
                
                
                --
                
                
                
                1,100,317
                
                
                
                -
 Shares in
associates:
 Investments
in associates are accounted for in the consolidated financial statements using
the equity method of accounting. On 21 June 2007, CityView acquired control of
Glenvale Associates and is therefore consolidated within the CityView Group
(refer Note 23).
 
 14.   Exploration
and Evaluation Expenditure
 Exploration
      and evaluation costs
                
                
                3,927,977
                
                
                
                -
                
                
                
                -3,927,977
                
                
                
                -
                
                
                
                -Balance
      at the beginning of the year
                
                
                -
                
                
                
                -
                
                
                
                -Exploration
      and evaluation costs – Angola
                
                
                3,927,977
                
                
                
                -
                
                
                
                -3,927,977
                
                
                
                -
                
                
                
                -
 
 15.   Trade
and Other Payables
 Unsecured:Trade
      creditors
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  -Accrued
      expenses
                  
                  
                  295,343
                  
                  
                  
                  12,503
                  
                  
                  
                  22,233Annual
      leave provision
                  
                  
                  4,762
                  
                  
                  
                  -
                  
                  
                  
                  15,945300,105
                  
                  
                  
                  12,503
                  
                  
                  
                  38,178
 
 
 50
 
 CITYVIEW
CORPORATION LIMITED
 
 NOTES
      TO AND FORMING PART OF THE FINANCIAL STATEMENTS
                FOR
      THE FINANCIAL YEAR ENDED 31 DECEMBER
2007
 
 
 
 Consolidated
      Entity31-Dec-07
                                                      
                                                      
                                                      
                                                      31-Dec-06
                                                      
                                                      
                                                      
                                                      31-Dec-05$
                                                      
                                                      
                                                      
                                                      $
                                                      
                                                      
                                                      
                                                      $16.   Interest
      Bearing LiabilitiesLoan
      payable to a major shareholder
                                                      
                                                      
                                                      -
                                                      
                                                      
                                                      
                                                      -
                                                      
                                                      
                                                      
                                                      204,666-
                                                      
                                                      
                                                      
                                                      -
                                                      
                                                      
                                                      
                                                      204,666
 17.  
Non Current Payables
 Long
      service leave provision
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  18,000-
                  
                  
                  
                  -
                  
                  
                  
                  18,000Balance
      at the beginning of year
                  
                  
                  -
                  
                  
                  
                  18,000
                  
                  
                  
                  16,200Add
      long service leave provision
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  1,800Less
      Long service leave paid
                  
                  
                  -
                  
                  
                  
                  (18,000
                  )
                  
                  
                  --
                  
                  
                  
                  -
                  
                  
                  
                  18,000
 
 Number
      of Shares
                  
                  
                  Share
      Capital$Ordinary
      fully paid shares at 31 December 2005
                  
                  
                  80,661,616
                  
                  
                  
                  58,285,996Ordinary
      fully paid shares at 31 December 2006
                  
                  
                  182,333,232
                  
                  
                  
                  62,377,938Ordinary
      fully paid shares at 31 December 2007
                  
                  
                  333,692,632
                  
                  
                  
                  81,930,730(b)  Movements
      in ordinary shares on issueBalance
      at beginning of year
                  
                  
                  182,333,232
                  
                  
                  
                  62,377,938Exercise
      of options @ $0.08 each
                  
                  
                  80,651,616
                  
                  
                  
                  6,452,129Exercise
      of options @ $0.15 each
                  
                  
                  4,792,624
                  
                  
                  
                  718,894Issue
      of fully paid ordinary shares @ $0.125
                  
                  
                  21,196,000
                  
                  
                  
                  2,649,500Issue
      of fully paid ordinary shares @ $0.24
                  
                  
                  41,719,160
                  
                  
                  
                  10,012,598Issue
      of fully paid ordinary shares @ $0.314
                  
                  
                  1,500,000
                  
                  
                  
                  471,000Issue
      of fully paid ordinary shares @ $0.24 in satisfaction of promotion and
      marketing of the company
                  
                  
                  1,500,000
                  
                  
                  
                  360,000Share
      issue costs
                  
                  
                  -
                  
                  
                  
                  (1,111,329
                  )333,692,632
                  
                  
                  
                  81,930,730
   51
 CITYVIEW
CORPORATION LIMITED
 
 NOTES
      TO AND FORMING PART OF THE FINANCIAL STATEMENTS
                  FOR
      THE FINANCIAL YEAR ENDED 31 DECEMBER
2007
 18.   Contributed
Equity (cont)
  During
the year ended 31 December 2007, the following shares were issued by the
Company
  Ordinary
shares participate in dividends and the proceeds on winding up of the entity in
proportion to the number of shares held.
  At
shareholders’ meetings each ordinary shareholder is entitled to one vote when a
poll is called otherwise each shareholder
 has one
vote on a show of hands.
  (c)
                Options:
 As at 31
December 2007 there were 92,641,546 options on issue.
  (d)
                Dividends:
 The
Directors declared no dividend during the reporting period.
  (e)
                  Franking
      credits:
 The Company
retains no franking credits for the year ended 31 December 2007 and the year
ended 31 December 2006.
  (f)
                Capital
      risk management:
 The
group’s objectives when managing capital are to safeguard their ability to
continue as a going
concern, so that they can continue to potentially provide for shareholders in
the future and to maintain an optimal
capital structure to reduce the cost of capital. At 31
December 2006 and 2007 the  group’s entities were debt free, the
gearing ratio’s for the group was
zero.
 
 Consolidated
      Entity31-Dec-07
                                        
                                        
                                        31-Dec-06
                                        
                                        
                                        31-Dec-05$
                                        
                                        
                                        $
                                        
                                        
                                        $19.    ReservesReservesShare
      based payment reserve
                                        
                                        
                                        2,710,370
                                        
                                        
                                        
                                        -
                                        
                                        
                                        
                                        -Option
      premium reserve
                                        
                                        
                                        2,273,446
                                        
                                        
                                        
                                        -
                                        
                                        
                                        
                                        -4,983,816
                                        
                                        
                                        
                                        -
                                        
                                        
                                        
                                        -MovementsShare
      based payment reserveBalance
      at the beginning of the year
                                        
                                        
                                        -
                                        
                                        
                                        
                                        -
                                        
                                        
                                        
                                        -Movement
      during the year
                                        
                                        
                                        2,710,370
                                        
                                        
                                        
                                        -
                                        
                                        
                                        
                                        -Balance
      at 31 December
                                        
                                        
                                        2,710,370
                                        
                                        
                                        
                                        -
                                        
                                        
                                        
                                        -Option
      premium reserveBalance
      at the beginning of the year
                                        
                                        
                                        -
                                        
                                        
                                        
                                        -
                                        
                                        
                                        
                                        -Movement
      during the year
                                        
                                        
                                        2,273,446
                                        
                                        
                                        
                                        -
                                        
                                        
                                        
                                        -Balance
      at 31 December
                                        
                                        
                                        2,273,446
                                        
                                        
                                        
                                        -
                                        
                                        
                                        
                                        -
   52
 CITYVIEW
CORPORATION LIMITED  NOTES
      TO AND FORMING PART OF THE FINANCIAL STATEMENTS
                  FOR
      THE FINANCIAL YEAR ENDED 31 DECEMBER
2007
   20.  Accumulated
losses
 Consolidated
      Entity31-Dec-07
                                  
                                  
                                  31-Dec-06
                                  
                                  
                                  31-Dec-05Accumulated
      losses at the beginning of the financial year
                                  
                                  $
                                  
                                  
                                  $
                                  
                                  
                                  $Net
      loss attributable to the members of the entity
                                  
                                  
                                  59,420,780
                                  
                                  
                                  
                                  52,399,055
                                  
                                  
                                  
                                  49,614,768Accumulated
      losses at the end of this financial year
                                  
                                  
                                  4,524,315
                                  
                                  
                                  
                                  7,021,725
                                  
                                  
                                  
                                  2,784,28763,945,095
                                  
                                  
                                  
                                  59,420,780
                                  
                                  
                                  
                                  52,399,055


21.  Earnings
      per share
              
              31-Dec-07
              
              
              31-Dec-06
              
              
              31-Dec-05(a)  Basic
      and diluted loss per share (cents per share)
              
              
              (1.80c)
              
              
              
              (5.02c)
              
              
              
              (3.45c)The
      weighted average number of ordinary shares onissue
      used in the calculation of basic and diluted losses per
    share
              
              
              251,606,109
              
              
              
              139,905,758
              
              
              
              80,661,616




(b)  Diluted
losses per share are not disclosed, as they are not diluted.




22.  Financial
Reporting by Segments





(a)
Primary Segments


Investments
                                                
                                                
                                                Exploration
                                                
                                                
                                                Unallocated
                                                
                                                
                                                Consolidated31
      Dec 07
                                                
                                                
                                                31
      Dec 06
                                                
                                                
                                                31
      Dec 07
                                                
                                                
                                                31
      Dec 06
                                                
                                                
                                                31
      Dec 07
                                                
                                                
                                                31
      Dec 06
                                                
                                                
                                                31
      Dec 07
                                                
                                                
                                                31
      Dec 06$
                                                
                                                
                                                $
                                                
                                                
                                                $
                                                
                                                
                                                $
                                                
                                                
                                                
                                                
                                                
                                                
                                                
                                                
                                                $
                                                
                                                
                                                $Other
      revenue/income
                                                
                                                
                                                -
                                                
                                                
                                                
                                                -
                                                
                                                
                                                
                                                -
                                                
                                                
                                                
                                                -
                                                
                                                
                                                
                                                210,063
                                                
                                                
                                                
                                                49,185
                                                
                                                
                                                
                                                210,063
                                                
                                                
                                                
                                                49,185Segment
      profit/(loss) after income tax
                                                
                                                
                                                (4,863,671
                                                )
                                                
                                                
                                                (1,096,367
                                                )
                                                
                                                
                                                -
                                                
                                                
                                                
                                                (5,974,543
                                                )
                                                
                                                
                                                210,063
                                                
                                                
                                                
                                                49,185
                                                
                                                
                                                
                                                (4,653,608
                                                )
                                                
                                                
                                                (7,021,725
                                                )Segment
      Assets
                                                
                                                
                                                19,689,883
                                                
                                                
                                                
                                                2,969,661
                                                
                                                
                                                
                                                3,927,977
                                                
                                                
                                                
                                                -
                                                
                                                
                                                
                                                -
                                                
                                                
                                                
                                                -
                                                
                                                
                                                
                                                23,617,860
                                                
                                                
                                                
                                                2,969,661Segment
      Liabilities
                                                
                                                
                                                (300,105
                                                )
                                                
                                                
                                                (12,503
                                                )
                                                
                                                
                                                -
                                                
                                                
                                                
                                                -
                                                
                                                
                                                
                                                -
                                                
                                                
                                                
                                                -
                                                
                                                
                                                
                                                (300,105
                                                )
                                                
                                                
                                                (12,503
                                                )Depreciation/amortisation
                                                
                                                
                                                (7,329
                                                )
                                                
                                                
                                                (2,120
                                                )
                                                
                                                
                                                -
                                                
                                                
                                                
                                                -
                                                
                                                
                                                
                                                -
                                                
                                                
                                                
                                                -
                                                
                                                
                                                
                                                (7,329
                                                )
                                                
                                                
                                                (2,120
                                                )Investments
      in associates,
                                                  Exploration
      expenditure
                                                
                                                
                                                -
                                                
                                                
                                                
                                                -
                                                
                                                
                                                
                                                3,927,977
                                                
                                                
                                                
                                                -
                                                
                                                
                                                
                                                -
                                                
                                                
                                                
                                                -
                                                
                                                
                                                
                                                3,927,977
                                                
                                                
                                                
                                                -


The major
products and services covered by those segments are:


Investments from general
financing and corporate activities


Exploration of minerals and
oil and gas interests





53




CITYVIEW
      CORPORATION LIMITED
              
              NOTES
      TO AND FORMING PART OF THE FINANCIAL STATEMENTS
              FOR
      THE FINANCIAL YEAR ENDED 31 DECEMBER
2007







22.  Financial
Reporting by Segments (Continued)





(b)
Secondary Segments


Indonesia
                                                        
                                                        
                                                        Africa/Middle
      East
                                                        
                                                        
                                                        Australia
                                                        
                                                        
                                                        Unallocated
                                                        
                                                        
                                                        Consolidated31
      Dec 07
                                                          $
                                                        
                                                        
                                                        31
      Dec 06
                                                          $
                                                        
                                                        
                                                        31
      Dec 07
                                                          $
                                                        
                                                        
                                                        31
      Dec 06
                                                          $
                                                        
                                                        
                                                        31
      Dec 07
                                                          $
                                                        
                                                        
                                                        31
      Dec 06
                                                          $
                                                        
                                                        
                                                        31
      Dec 07
                                                          $
                                                        
                                                        
                                                        31
      Dec 06
                                                          $Other
      revenue/income
                                                        
                                                        
                                                        -
                                                        
                                                        
                                                        
                                                        -
                                                        
                                                        
                                                        
                                                        -
                                                        
                                                        
                                                        
                                                        -
                                                        
                                                        
                                                        
                                                        -
                                                        
                                                        
                                                        
                                                        -
                                                        
                                                        
                                                        
                                                        210,063
                                                        
                                                        
                                                        
                                                        49,185
                                                        
                                                        
                                                        
                                                        210,063
                                                        
                                                        
                                                        
                                                        49,185Segment
      profit/(loss) after income tax
                                                        
                                                        
                                                        -
                                                        
                                                        
                                                        
                                                        (5,974,543
                                                        )
                                                        
                                                        
                                                        (129,293
                                                        )
                                                        
                                                        
                                                        -
                                                        
                                                        
                                                        
                                                        (4,734,378
                                                        )
                                                        
                                                        
                                                        (1,096,367
                                                        )
                                                        
                                                        
                                                        210,063
                                                        
                                                        
                                                        
                                                        49,185
                                                        
                                                        
                                                        
                                                        (4,653,608
                                                        )
                                                        
                                                        
                                                        (7,021,725
                                                        )Segment
      Assets
                                                        
                                                        
                                                        2
                                                        
                                                        
                                                        
                                                        2
                                                        
                                                        
                                                        
                                                        11,355,756
                                                        
                                                        
                                                        
                                                        -
                                                        
                                                        
                                                        
                                                        12,262,102
                                                        
                                                        
                                                        
                                                        2,969,659
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        23,617,860
                                                        
                                                        
                                                        
                                                        2,969,661Segment
      Liabilities
                                                        
                                                        
                                                        -
                                                        
                                                        
                                                        
                                                        -
                                                        
                                                        
                                                        
                                                        -
                                                        
                                                        
                                                        
                                                        -
                                                        
                                                        
                                                        
                                                        (300,105
                                                        )
                                                        
                                                        
                                                        (12,503
                                                        )
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        (300,105
                                                        )
                                                        
                                                        
                                                        (12,503
                                                        )Depreciation
      / amortisation
                                                        
                                                        
                                                        -
                                                        
                                                        
                                                        
                                                        -
                                                        
                                                        
                                                        
                                                        -
                                                        
                                                        
                                                        
                                                        -
                                                        
                                                        
                                                        
                                                        (7,329
                                                        )
                                                        
                                                        
                                                        (2,120
                                                        )
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        (7,329
                                                        )
                                                        
                                                        
                                                        (2,120
                                                        )Investments
      in associates, exploration expenditure
                                                        
                                                        
                                                        -
                                                        
                                                        
                                                        
                                                        -
                                                        
                                                        
                                                        
                                                        3,927,977
                                                        
                                                        
                                                        
                                                        -
                                                        
                                                        
                                                        
                                                        -
                                                        
                                                        
                                                        
                                                        -
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        3,927,977
                                                        
                                                        
                                                        
                                                        -


The
pricing of inter-segmental transactions is the same as prices charged on
transactions with parties outside the economic entity.







54




CITYVIEW
      CORPORATION LIMITED
              
              NOTES
      TO AND FORMING PART OF THE FINANCIAL STATEMENTS
              FOR
      THE FINANCIAL YEAR ENDED 31 DECEMBER
2007








23.  Particulars
Relating to All Entities


Country
      of Incorporation
                    Type
      of Shares Held
                    Principal
      Activity
                    Ownership
      interestParent
      entity
                    
                    
                    
                    2007
                    2006CityView
      Corporation Limited
                    Australia
                    Ordinary
                    Investment
                    100%
                    100%Controlled
      entitiesCityView
      Asia Pty Ltd
                    Australia
                    Ordinary
                    Exploration
                    100%
                    100%Investments
      in AssociatesGlenvale
      Associates Limited
                    Belize
                    Ordinary
                    Exploration
                    79%
                    36.3%OthersFortitude
      Minerals Limited
                    Belize
                    Ordinary
                    Exploration
                    8.00%
                    -Quest
      Middle East
                    UAE
                    Ordinary
                    Exploration
                    8.30%
                    8.30%Medco
      Madura Pty Ltd
                    Australia
                    Ordinary
                    Exploration
                    2.65%
                    2.65%Medco
      Simenggaris Pty Ltd
                    Australia
                    Ordinary
                    Exploration
                    2.50%
                    2.50%





The
accounts of Medco Madura Pty Ltd and Medco Simenggaris Pty Ltd, Quest Middle
East and Fortitude Minerals Limited are not included in the consolidated
accounts according to the equity method of accounting for investments because
the Company does not exercise a significant influence over those
companies.





Consolidated
      Entity24.  Notes
      to Cash Flow Statement
                              
                              31-Dec-07
                                $
                              
                              
                              31-Dec-06
                                $
                              
                              
                              31-Dec-05
                                $(a)
      Reconciliation of cashCash
      at the end of the financial year as shown in the cash flow statement is
      reconciled to the related items in the balance sheet as
      follows:Cash
                              
                              
                              12,160,763
                              
                              
                              
                              906,440
                              
                              
                              
                              166,00412,160,763
                              
                              
                              
                              906,440
                              
                              
                              
                              166,004






55


CITYVIEW
CORPORATION LIMITED





NOTES
TO AND FORMING PART OF THE FINANCIAL STATEMENTS


FOR
THE FINANCIAL YEAR ENDED 31 DECEMBER 2007


24.  Notes to Cash
      Flow Statement
      (cont)Consolidated
      Entity31
      Dec 07
                              $
                            
                            
                            31
      Dec 06
                              $
                            
                            
                            31
      Dec 05
                              $(b)
      Reconciliation of loss from ordinary activities after tax to net cash
      (used by) operating activitiesLoss
      from ordinary activities
                            
                            
                            (4,653,608
                            )
                            
                            
                            (7,021,725
                            )
                            
                            
                            (2,784,287
                            )Add
      non cash operating items:Depreciation
                            
                            
                            7,329
                            
                            
                            
                            2,120
                            
                            
                            
                            3,007Exploration
      & Development expenditure Simenggaris written off
                            
                            
                            -
                            
                            
                            
                            294,409
                            
                            
                            
                            294,409Exploration
      & Development expenditure Madura written off
                            
                            
                            -
                            
                            
                            
                            -
                            
                            
                            
                            312,726Gain
      on sale of investment
                            
                            
                            -
                            
                            
                            
                            -
                            
                            
                            
                            -Issue
      of shares in lieu of payment
                            
                            
                            3,070,370
                            
                            
                            
                            150,000
                            
                            
                            
                            -Loan
      – Major shareholder
                            
                            
                            -
                            
                            
                            
                            -
                            
                            
                            
                            (100,000
                            )Change
      in assets and liabilities net of the effect of purchase and disposal of
      controlled entities:
                            
                            
                            (285,000
                            )
                            
                            
                            5,644,530
                            
                            
                            
                            -(Increase)/decrease
      in receivables
                            
                            
                            (48,770
                            )
                            
                            
                            -
                            
                            
                            
                            2,272,054(Decrease)/increase
      in payables
                            
                            
                            287,602
                            
                            
                            
                            (25,675
                            )
                            
                            
                            (428,529
                            )Increase/(decrease)
      in provisions
                            
                            
                            -
                            
                            
                            
                            -
                            
                            
                            
                            1,800Foreign
      exchange losses
                            
                            
                            (12,558
                            )
                            
                            
                            -
                            
                            
                            
                            -Minority
      interests
                            
                            
                            173,960Share
      of net profit of associates accounted for
                              Using
      the equity method of accounting
                            
                            
                            -
                            
                            
                            
                            (357
                            )
                            
                            
                            -Net
      cash (used) by operating activities
                            
                            
                            (1,460,675
                            )
                            
                            
                            (956,698
                            )
                            
                            
                            (428,820
                            )






(c)
            For
      the purpose of the statement of cash flows, cash includes cash on hand and
      in banks and investments in money market instruments,
      net of outstanding bank
overdrafts.





31-Dec-07
                          $
                        
                        
                        31-Dec-06
                          $
                        
                        
                        31-Dec-05
                          $25.  Non-cash
      investing activityAcquisition
      of shares in Glenvale
                        
                        
                        -
                        
                        
                        
                        920,000
                        
                        
                        
                        -Loan
      to controlled entity
                        
                        
                        -
                        
                        
                        
                        -
                        
                        
                        
                        -





CityView
Corporation Limited issued on behalf of the controlled entity 20 million
ordinary fully paid shares at
$0.046 to purchase 30% of Glenvale Associates Limited




56


CITYVIEW
CORPORATION LIMITED





NOTES
TO AND FORMING PART OF THE FINANCIAL STATEMENTS


FOR
THE FINANCIAL YEAR ENDED 31 DECEMBER 2007





26.  Financial
Instruments


Financial
Risk Management





CityView
is exposed in particular to risks to movements in interest rates that affect the
value of its assets. Financial risk management aims to limit these market risks
through the on going review of the interest rates and its predicted
outcomes.





(a)   Interest
Rate Risks





CityView
is exposed to interest rate risk in Australia. To minimise the effects of
reducing interest income that the group may receive, the board plans to invest
the excess cash position in the near future to avoid any adverse effects of
future interest rates. The group plans to invest the large cash balances, there
is no written internal policy on interest rate management.





Interest
rate risks are required to be presented by way of sensitivity analysis in
accordance with AASB 7; these show the effects of changes in the market interest
rates on interest income. The interest rate sensitivity analysis is based on the
following assumptions:





Changes
in market interest rates, affects the interest income of non derivative variable
interest financial instruments and is based on both historic trends and the
perceived market interest on year to 31 December 2008. This information has been
sourced from Bloomberg.





CityView
Group have determined that the effects of changes in these interest rates based
upon forward looking rates would not have a material effect on the group or the
parent for 2007 or 2006.





The
following table summarises the sensitivity of the Groups financial assets (cash)
to interest rate risk.





31
      December 2007
                Carrying
      amount $
                Interest
      rate risk-1%
                +1%Profit
      $
                Equity
      $
                Profit
      $
                Equity
      $Financial
      assetsCash
      and cash equivalents
                12,160,763
                (121,607)
                (121,607)
                121,607
                121,607Total
      increase/(decrease)
                
                (121,607)
                (121,607)
                121,607
                121,607




(b)   Liquidity
risk





The group
has no significant exposure to Liquidity risk as there is effectively no debt
however should there be a risk of a non material nature then the group manages
liquidity risk by monitoring forecast cash flows.





(c)    Foreign
exchange risk





Foreign
exchange risk arises when future commercial transactions and recognised assets
and liabilities are denominated in a currency that is not the entity’s
functional currency.





The group
operates internationally and is exposed to foreign exchange risk arising from
the exposure to the US dollar.








57





CITYVIEW
CORPORATION LIMITED





NOTES
TO AND FORMING PART OF THE FINANCIAL STATEMENTS


FOR
THE FINANCIAL YEAR ENDED 31 DECEMBER 2007





26.  Financial
Instruments (cont)





(d)    Credit
Risk





The
Company has adopted a policy of only dealing with credit worthy parties and,
where appropriate, obtaining sufficient collateral or security as a means of
mitigating the risk of financial loss through defaults in contractual
obligations.





The
Company does not have any significant credit risk exposure to a single debtor or
group of debtors having similar characteristics.





The
carrying amount of financial assets recorded in the financial statements,
without provision for losses, represents the maximum exposure of the
consolidated entity to credit risk without taking into account the value of any
collateral or other security.





The
credit risk exposure of the consolidated entity would also include the
difference between the carrying amount and the realisable amount.




(d)   Net
Fair Value





The
carrying amount of assets and liabilities recorded in the financial statements
represents their respective net fair values determined in accordance with the
accounting policies referred to in note 1.







27.  Key
management personal disclosure





(a) Directors


The
following persons were directors of the Company during the financial year ended
31 December 2007





(i)
            Chairman –
      non-executive


M
      al Ansari
            (from
      1 January 2007 – 3 July 2007)





(ii)
            Executive
      directors


M
      Smyth
              Chief
      Executive





(iii)
            Non
      - executive directors


P
      Smith
                                (from
      3 July 2007)N
      Hoexter
                                (from
      5 July 2007)P
      de Chazal
                                (from
      19 July 2007)R
      Brothers
                                (from
      4 December 2007)J
      Jacoby, Director and Company
    Secretary
                                (from
      1 January 2007 – 31 July
2007)





58


CITYVIEW
CORPORATION LIMITED





NOTES
TO AND FORMING PART OF THE FINANCIAL STATEMENTS


FOR
THE FINANCIAL YEAR ENDED 31 DECEMBER 2007





27.  Key
management personal disclosure (cont)





(b)
            Key
      management personal compensation




Consolidated
      Entity31
      Dec 07
                          $
                        
                        
                        31
      Dec 06
                          $
                        
                        
                        31Dec
      05
                          $Short
      term employee benefits
                        
                        
                        2,944,900
                        
                        
                        
                        300,360
                        
                        
                        
                        18,000Post
      employee benefits
                        
                        
                        -
                        
                        
                        
                        -
                        
                        
                        
                        -Long
      term benefits
                        
                        
                        -
                        
                        
                        
                        -
                        
                        
                        
                        -Share
      based payments
                        
                        
                        -
                        
                        
                        
                        -
                        
                        
                        
                        -2,944,900
                        
                        
                        
                        300,360
                        
                        
                        
                        18,000





The
company has taken advantage of the relief provided by Corporations Regulations
2M.6.04 and has transferred the detailed remuneration disclosures to the
directors report. The relevant information can be found in section A – E of the
remuneration report on pages 16-18.





(c)
            Equity
      instruments disclosures relating to key management
  personal








(i)           Option
holdings


The
number of options over ordinary shares in the company held during the financial
year by each director of CityView Corporation Limited and other key management
personnel of the group, including their personally related parties, are set out
below.





2007
                Name
              
              Balance
      at
                start
      of year
              
              
              Received
      during
                the
      year
              
              
              Exercised
      during
                the
      year
              
              
              Other
      changes
                during
      the year
              
              
              Balance
      at the
                end
      of the yearP
      M Smyth
              
              
              -
              
              
              
              5,000,000
              
              
              
              -
              
              
              
              210,086
              
              
              
              5,210,086P
      G H Smith
              
              
              -
              
              
              
              3,000,000
              
              
              
              -
              
              
              
              -
              
              
              
              3,000,000N
      P Hoexter
              
              
              -
              
              
              
              3,000,000
              
              
              
              -
              
              
              
              -
              
              
              
              3,000,000P
      A de Chazal
              
              
              -
              
              
              
              3,000,000
              
              
              
              -
              
              
              
              -
              
              
              
              3,000,000R
      J F Brothers
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              -M
      al Ansari
              
              
              750,000
              
              
              
              -
              
              
              
              -
              
              
              
              (750,000
              )
              
              
              -J
      H Jacoby
              
              
              100,000
              
              
              
              2,000,000
              
              
              
              -
              
              
              
              (100,000
              )
              
              
              2,000,000







2006
                Name
              
              Balance
      at
                start
      of year
              
              
              Received
      during
                the
      year
              
              
              Exercised
      during
                the
      year
              
              
              Other
      changes
                during
      the year
              
              
              Balance
      at the
                end
      of the yearM
      al Ansari
              
              
              -
              
              
              
              1,000,000
              
              
              
              (250,000
              )
              
              
              -
              
              
              
              750,000M
      Smyth
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              -J
      Jacoby
              
              
              -
              
              
              
              100,000
              
              
              
              -
              
              
              
              -
              
              
              
              100,000A
      Saddique
              
              
              -
              
              
              
              15,802,000
              
              
              
              -
              
              
              
              -
              
              
              
              15,802,000Ee
      Beng Yew
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              -Thinagaran
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              -Y K
      Goh
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              -J
      Arbouw
              
              
              -
              
              
              
              30,425
              
              
              
              -
              
              
              
              -
              
              
              
              30,425R
      Elliott
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              -





59





CITYVIEW
      CORPORATION LIMITED
              
              NOTES
      TO AND FORMING PART OF THE FINANCIAL STATEMENTS
              FOR
      THE FINANCIAL YEAR ENDED 31 DECEMBER
2007





27.  Key
management personal disclosure (cont)





(ii)           Share
holdings


The
number of shares in the company held during the financial year by each director
of CityView Corporation Limited and other key management personnel of the group,
including their personally related parties, are set out below. There were no
shares granted during the reporting period as compensation.





2007
                Name
              
              Balance
      at
                start
      of year
              
              
              Received
      during the year on option exercise
              
              
              Other
      changes
                during
      the year
              
              
              Balance
      at the
                end
      of the yearP
      M Smyth
              
              
              1,050,426
              
              
              
              -
              
              
              
              -
              
              
              
              1,050,426P
      G H Smith
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              -N
      P Hoexter
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              -P
      A de Chazal
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              -R
      J F Brothers
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              -M
      al Ansari
              
              
              1,250,000
              
              
              
              -
              
              
              
              -
              
              
              
              1,250,000J
      H Jacoby
              
              
              200,000
              
              
              
              -
              
              
              
              (200,000
              )
              
              
              -







2006
                Name
              
              Balance
      at
                start
      of year
              
              
              Received
      during the year on option exercise
              
              
              Other
      changes
                during
      the year
              
              
              Balance
      at the
                end
      of the yearM
      al Ansari
              
              
              -
              
              
              
              250,000
              
              
              
              1,000,000
              
              
              
              1,250,000M
      Smyth
              
              
              -
              
              
              
              -
              
              
              
              1,050,426
              
              
              
              1,050,426J
      Jacoby
              
              
              -
              
              
              
              -
              
              
              
              200,000
              
              
              
              200,000A
      Saddique
              
              
              15,802,000
              
              
              
              -
              
              
              
              15,802,000
              
              
              
              31,604,000Ee
      Beng Yew
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              -Thinagaran
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              -Y K
      Goh
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              -J
      Arbouw
              
              
              30,425
              
              
              
              30,425
              
              
              
              -
              
              
              
              60,850R
      Elliott
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              -








28.  Related
Party Disclosures





(a)           Parent
entities





The
parent entity as well as the ultimate Australian entity within the Group is
CityView Corporation Limited.





(b)           Subsidiaries





Interest
in subsidiaries are set out in note 23.





(c)           Key
management personnel





Disclosure
relating to key management personnel are set out in note 27.





60


CITYVIEW
CORPORATION LIMITED





NOTES
TO AND FORMING PART OF THE FINANCIAL STATEMENTS


FOR
THE FINANCIAL YEAR ENDED 31 DECEMBER 2007












28.  Related
      Party Disclosures (cont)(d)Loans
      to/from related partiesConsolidated
      Entity31-Dec-07

                                                          $
                                                      
                                                      
                                                      31-Dec-06

                                                          $
                                                      
                                                      
                                                      31-Dec-05

                                                          $Loans
      from other related partiesBeginning
      of the year
                                                      
                                                      
                                                      -
                                                      
                                                      
                                                      
                                                      204,666
                                                      
                                                      
                                                      
                                                      100,000Loans
      advanced
                                                      
                                                      
                                                      -
                                                      
                                                      
                                                      
                                                      -
                                                      
                                                      
                                                      
                                                      100,000Loans
      repaid
                                                      
                                                      
                                                      -
                                                      
                                                      
                                                      
                                                      (200,000
                                                      )
                                                      
                                                      
                                                      -Interest
      charged
                                                      
                                                      
                                                      -
                                                      
                                                      
                                                      
                                                      5,834
                                                      
                                                      
                                                      
                                                      4,666Interest
      paid
                                                      
                                                      
                                                      -
                                                      
                                                      
                                                      
                                                      (10,500
                                                      )
                                                      
                                                      
                                                      -End
      of year
                                                      
                                                      
                                                      -
                                                      
                                                      
                                                      
                                                      -
                                                      
                                                      
                                                      
                                                      204,666


Loans
to associates


Beginning
      of the year
                
                
                670,601
                
                
                
                -
                
                
                
                -Loans
      advanced
                
                
                -
                
                
                
                670,601
                
                
                
                -Loans
      taken up on consolidation
                
                
                (670,601
                )
                
                
                -
                
                
                
                -Interest
      charged
                
                
                -
                
                
                
                -
                
                
                
                -Interest
      paid
                
                
                -
                
                
                
                -
                
                
                
                -End
      of year
                
                
                -
                
                
                
                670,601
                
                
                
                -





(e)
              Terms
      and conditions


On 19
May, 2006 the company repaid in full an outstanding loan plus interest of
$210,500.00 to MidWestern Oil.





On 21
July, 2006 the company made an interest free loan of $670,601.00 to Glenvale
Associates. The terms of the loan state that Glenvale Associates will repay the
loan to CityView on the successful development and commercial exploitation of
the Longonjo lease in Angola held by Glenvale Associates. The loan has been
taken up on consolidation of Glenvale into CityView.





(f)
              Interests
      in director-related entities


Apart
from the disclosures in this note, no director has entered into a material
contract with the Company since the end of the financial year and there were no
material contracts involving interests of directors or payment upon termination
subsisting at the end of the financial year.





(g)
              Equity
      interests in controlled
entities


As
disclosed in Note 23 the Company has the entire ownership of CityView Asia Pty
Ltd and 79% of Glenvale Associates Limited.




Consolidated
      Entity31-Dec-07

                                                        $
                                                    
                                                    
                                                    31-Dec-06

                                                        $
                                                    
                                                    
                                                    31-Dec-05

                                                        $29.  Share
      Based Payments PlansTotal
      expenses arising from share based payment transactions recognised during
      the period as part of share based payment expense were as
      follows:Shares
      issued in lieu of marketing expenses
                                                    
                                                    
                                                    360,000
                                                    
                                                    
                                                    
                                                    150,000
                                                    
                                                    
                                                    
                                                    -Options
      issued under employee option plan fully vested
                                                    
                                                    
                                                    493,370
                                                    
                                                    
                                                    
                                                    -
                                                    
                                                    
                                                    
                                                    -Options
      issued to “KMP” fully vested
                                                    
                                                    
                                                    2,217,000
                                                    
                                                    
                                                    
                                                    -
                                                    
                                                    
                                                    
                                                    -3,070,370
                                                    
                                                    
                                                    
                                                    150,000
                                                    
                                                    
                                                    
                                                    -








61


CITYVIEW
      CORPORATION LIMITED





NOTES
TO AND FORMING PART OF THE FINANCIAL STATEMENTS


FOR
      THE FINANCIAL YEAR ENDED 31 DECEMBER
2007





(b)
            Type
      of share based payment plan





The
Company has established an employee share option plan (ESOP). The objective of
the ESOP is to assist in the recruitment, reward, retention and motivation of
employees of CityView Corporation Limited and its subsidiaries. Under the ESOP,
the directors may invite individuals acting in a manner similar to employees to
participate in the ESOP and receive options. An individual may receive the
options or nominate a relative or associate to receive the options. The plan is
open to executive officers, nominated consultants and employees of CityView
Corporation Limited and its subsidiaries.





The fair
value at grant date of options granted during the reporting period was
determined using the Black Scholes option pricing model that takes into account
the exercise price, the term of the option, the impact of dilution, the share
price at grant date and expected price volatility of the underlying share and
the risk free interest rate for the term of the option.





(c)
            Summary
      of options granted under ESOP





Grant
      Date
              Expiry
      Date
              
              Exercise
      Price
              
              
              Balance
      at Start of Year
              
              
              Granted
      During the Year
              
              
              Exercised
      During the Year
              
              
              Balance
      at end of Year
              
              
              Vested
      & Exercisable at end of Year28/09/2007
              30/11/2009
              
              
              $0.15
              
              
              
              -
              
              
              
              7,000,000
              
              
              
              (1,000,000
              )
              
              
              6,000,000
              
              
              
              6,000,000Weighted
      average exercise price
              
              
              
              
              
              
              
              
              
              
              $0.15
              
              
              
              $0.15
              
              
              
              $0.15




The model
inputs, not included in the table above, for options granted during the year
ended 31 December 2007 include:


a) Options
are granted for no consideration and vest over two years


b)           Share
price at grant date was $0.145


c)           Expected
volatility, based on the history of the companies share price, range from 0.2620
to 0.9076


d)           Expected
dividend yield of Nil


e) A
risk free interest rate of 6.03%





On 4
December 2007 all of the ESOP options were converted into listed and tradeable
options on the ASX under the code “CVIO”.





30.  Commitments
for Expenditure


During
the year there were the following changes to contingent liabilities; CityView
has entered into an option agreement to acquire the right to purchase 100% of
Petro Energy Africa Limited which is the beneficial owner of 57% of Turnberry
Resources Inc who hold 70% of the Matanda PH72 oil field in Cameroon. The
decision to proceed with the acquisition is dependent upon the completion of a
due diligence exercise.


Should
CityView proceed with the acquisition the following amounts must be paid to the
vendor:





-
            US$4.5
      million, plus


-
            US$15
      million worth of CityView shares.





Currently
CityView has on deposit US$1,500,000 which has been included under investments
non current assets.





62




CITYVIEW
      CORPORATION LIMITED





NOTES
TO AND FORMING PART OF THE FINANCIAL STATEMENTS


FOR
      THE FINANCIAL YEAR ENDED 31 DECEMBER
2007




31.  Business
Combinations




On 8
November, 2007 CityView Corporation Limited acquired 79% of Glenvale Group, an
exploration group for a total cash consideration over time of $3,049,734. This
acquisition has been achieved in stages.





Details
of net assets acquired and other identifiable intangible assets are as
follows:





Purchase
Consideration




Cash
                
                
                3,049,734Other
                
                
                -3,049,734Fair
      value of identifiable assets acquired (refer below)
                
                
                (1,310,288
                )Value
      of separable identifiable intangibles
                
                
                1,739,446The
      assets and liabilities arising from the acquisition are as
      follows:Cash
      and cash equivalents
                
                
                96,351Exploration
      assets
                
                
                2,232,842Payables
                
                
                (670,601
                )1,658,592CityView
      share (79%)
                
                
                1,310,288Attributable
      to minority interest (21%)
                
                
                348,3041,658,592Outflow
      of cash to acquire business (during year 2007)Cash
                
                
                1,949,772Less:
      Balances acquired
                
                
                (96,351
                )1,853,421





Note that
$1,100,317 was expended in prior years and had previously been classified on the
Consolidated Balance sheet as Investments accounted for using the equity method
of accounting.





Included
within the Glenvale group are two wholly owned dormant subsidiaries, namely
First Corp Limited and Foreign Trading Limited which are both incorporated in
the UK, both these companies hold the licenses over mining permits in
Angola.




63





CITYVIEW
      CORPORATION LIMITED





NOTES
TO AND FORMING PART OF THE FINANCIAL STATEMENTS


FOR
      THE FINANCIAL YEAR ENDED 31 DECEMBER
2007





32.
            Investments
      in Associates





(a)
              Carrying
      amounts


Information
relating to associates is set out below.




Name
      of Company
                                          Principal
      Activity
                                          
                                          Ownership
      Interest
                                          
                                          
                                          ConsolidatedUnlisted
                                          
                                          
                                          2007
                                            %
                                          
                                          
                                          2006
                                            %
                                          
                                          
                                          $
                                          2006
                                          
                                          
                                          $
                                          2005Glenvale
                                          Exploration
                                          
                                          
                                          -
                                          
                                          
                                          
                                          36.3
                                          
                                          
                                          
                                          1,100,317
                                          
                                          
                                          
                                          -1,100,317
                                          
                                          
                                          
                                          -





The above
associate is incorporated in Belize.





(b)
              Movements
      in carrying amounts


Consolidated2007
                          $
                        
                        
                        2006
                          $
                        
                        
                        2005
                          $Carrying
      amount at the beginning of the financial year
                        
                        
                        1,100,317
                        
                        
                        
                        -
                        
                        
                        
                        -Share
      of profits after income tax
                        
                        
                        -
                        
                        
                        
                        357
                        
                        
                        
                        -Increase
      in investment
                        
                        
                        -
                        
                        
                        
                        1,099,960
                        
                        
                        
                        -Share
      of increment on revaluation of freehold land
                        
                        
                        -
                        
                        
                        
                        -
                        
                        
                        
                        -Reclassified
      to controlling entity (note13)
                        
                        
                        (1,100,317
                        )Carrying
      amount at the end of the financial year
                        
                        
                        -
                        
                        
                        
                        1,100,317
                        
                        
                        
                        -





(c)
              Share
      of associates’ profits or
losses





Consolidated2007
                            $
                          
                          
                          2006
                            $
                          
                          
                          2005
                            $Profit
      before income tax
                          
                          
                          -
                          
                          
                          
                          357
                          
                          
                          
                          -Income
      tax expense
                          
                          
                          -
                          
                          
                          
                          -
                          
                          
                          
                          -Profit
      after income tax
                          
                          
                          -
                          
                          
                          
                          357
                          
                          
                          
                          -





(d)
              Summarised
      financial information of
associates





Groups
      share of:Assets
                $
              
              
              Liabilities
                $
              
              
              Revenues
                $
              
              
              Profit
                $2007
                Glenvale
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              -2006
                Glenvale
              
              
              310,468
              
              
              
              309,949
              
              
              
              381
              
              
              
              3572005
                Glenvale
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              -





Glenvale
became a controlled subsidiary during the financial year and therefore, formed
part of the CityView Corporation Limited group at
31/12/07.





64




CITYVIEW
      CORPORATION LIMITED





NOTES
TO AND FORMING PART OF THE FINANCIAL STATEMENTS


FOR
      THE FINANCIAL YEAR ENDED 31 DECEMBER
2007







33.   Subsequent
Events


On 17
January 2008, The Company announced that it had increased its holding in
Fortitude Minerals Limited from 8% to 16%.





On 21
January 2008, The Company announced that the restructuring of its holding in
Quest Energy Middle East had successfully been completed. CityView sold its
direct holding of 8.3% in Quest Energy Middle East and under a new arrangement
purchased a holding of 70.9% in European Oil Limited which in turn owns 6% of
Quest Energy Middle East.





On 29
January 2008, The Company announced that it had secured the exclusive rights to
acquire 100% of Canzar Resources plc, the holders of a 41% legal and beneficial
interest in three kimberlitic diamond concessions in Angola.





On 5
March 2008, The Company announced that it had concluded the sale of its holding
in Glenvale Associates Limited,   the holder of the Longonjo and
Ucua minerals licences in Angola to Fortitude Minerals Limited for a total of
15,000,000 shares valued at US$1.39 in Fortitude Minerals Limited increasing
CityView’s holding in Fortitude Minerals Limited to 39.6%. CityView intends to
increase its stake in Fortitude Minerals Limited with shareholder approval
through further subscriptions and acquisitions.








ITEM
18. FINANCIAL STATEMENTS





Not
applicable. Consolidated financial statements are provided under Item
17.





ITEM
19. EXHIBITS





Attached.








65




SIGNATURES





The
Registrant hereby certifies that it meets all of the requirements for filing on
Form 20-F and that it has duly caused and authorised the undersigned to sign
this annual report on its behalf.








CITYVIEW
CORPORATION LIMITED

















P M
Smyth


Director





Dated:
June 27, 2008









66