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UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549

FORM 10-QSB

(Mark One)

[X]Quarterly Report Under Section 13 Or 15(d) Of
The Securities Exchange Act Of 1934

For the quarterly period ended July 31, 2007

[   ]  Transition Report Under Section 13 Or
15(d) Of The Exchange Act

For the transition period from ________ to ________

COMMISSION FILE NUMBER **000-51261**

SKYFLYER INC.(Exact name
of small business issuer as specified in its charter)

|NEVADA                                           | 20-1147435                       
|------------------------------------------------ | ---------------------------------
|(State or other jurisdiction of incorporation or | (IRS Employer Identification No.)
|organization)                                    |                                  

#205  1480 Gulf Road Point Roberts, WA 98281(Address of principal executive offices)

(360) 927-7354(Issuer's telephone number)

NOT APPLICABLE(Former name, former address
and former fiscal year, if changed since last report)

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

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

State the number of shares outstanding of each of the issuer's
classes of common equity, as of the latest practicable date: As of
September 13, 2007, the Issuer had 103,200,000 Shares of Common Stock
outstanding.

Transitional Small Business Disclosure Format (check one): Yes
[   ]   No [X]

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PART I - FINANCIAL INFORMATION

ITEM
1.           FINANCIAL
STATEMENTS.

2

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SKYFLYER INC.

(formerly Triton Resources, Inc.)

(A Development Stage Company)







CONSOLIDATED FINANCIAL STATEMENTS

(Expressed in U.S. Dollars)





July 31, 2007 
  (Unaudited)

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SKYFLYER INC.(formerly Triton Resources, Inc.) 
  (A Development Stage Company)CONSOLIDATED BALANCE SHEET(Expressed in U.S. Dollars) 
  (Unaudited)

|                                                                         |   | July 31, |  
|------------------------------------------------------------------------ | - | -------- | -
|                                                                         |   | 2007     |  
|                                                                         |   |          |  
|ASSETS                                                                   |   |          |  
|                                                                         |   |          |  
|Current Assets                                                           |   |          |  
|Other receivables                                                        | $ | 5,993    |  
|Prepaid expenses                                                         |   | 14,947   |  
|Deferred
      tax asset, less valuation allowance of $164,788           |   | -        |  
|Total Current Assets                                                     |   | 20,940   |  
|                                                                         |   |          |  
|Equipment (Note 4)                                                       |   | 31,356   |  
|Patents
      (Note 4)                                                   |   | 86,222   |  
|                                                                         |   |          |  
|Total Assets                                                             | $ | 138,518  |  
|                                                                         |   |          |  
|LIABILITIES AND STOCKHOLDERS DEFICIT                                    |   |          |  
|                                                                         |   |          |  
|Current Liabilities                                                      |   |          |  
|Bank indebtedness                                                        | $ | 40,141   |  
|Accounts payable and accrued liabilities                                 |   | 190,105  |  
|Accounts payable and accrued
      liabilities related parties (Note 7) |   | 13,237   |  
|Loans payable current (Note 5)                                          |   | 126,057  |  
|Loans payable current related
      parties (Note 7)                   |   | 16,095   |  
|Total Current Liabilities                                                |   | 385,635  |  
|                                                                         |   |          |  
|Loans
      payable (Note 6)                                             |   | 163,929  |  
|                                                                         |   |          |  
|Total Liabilities                                                        |   | 549,564  |  
|                                                                         |   |          |  
|Commitments (Note 10)                                                    |   |          |  
|                                                                         |   |          |  
|Stockholders Deficit                                                    |   |          |  
|Common stock (Note 8)                                                    |   |          |  
|Authorized                                                               |   |          |  
|975,000,000 common shares, par value $0.001                              |   |          |  
|Issued and outstanding                                                   |   |          |  
|103,200,000                                                              |   | 103,200  |  
|Additional paid-in capital                                               |   | -        |  
|Accumulated other comprehensive
      loss:                              |   |          |  
|Foreign currency cumulative
      translation adjustment                 |   | (7,282   | )
|Deficit                                                                  |   | (22,294  | )
|Deficit
      accumulated during the development stage                   |   | (484,670 | )
|                                                                         |   |          |  
|Total Stockholders
      Deficit                                        |   | (411,046 | )
|                                                                         |   |          |  
|Total Liabilities
      and Stockholders Deficit                        | $ | 138,518  |  

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

F-2

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SKYFLYER INC.(formerly Triton Resources, Inc.) 
  (A Development Stage Company)CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS(Expressed in U.S. Dollars) 
  (Unaudited)

CumulativeAmounts
      
      
      Nine
      
      
      Nine
      
      
      Three
      
      
      ThreeFrom Inception
      
      
      Months
      
      
      Months
      
      
      Months
      
      
      Months(April 14, 2005)
      
      
      Ended
      
      
      Ended
      
      
      Ended
      
      
      Endedto July 31,
      
      
      July 31,
      
      
      July 31,
      
      
      July 31,
      
      
      July 31,2007
      
      
      2007
      
      
      2006
      
      
      2007
      
      
      2006EXPENSESAmortization
      $
      1,486
      
      $
      520
      
      $
      478
      
      $
      177
      
      $
      166Professional fees
      
      202,958
      
      
      85,569
      
      
      54,883
      
      
      32,421
      
      
      21,452Management fees
      
      168,959
      
      
      64,686
      
      
      53,603
      
      
      21,940
      
      
      20,771Other operating expenses
      
      94,321
      
      
      43,563
      
      
      31,697
      
      
      8,943
      
      
      14,096Foreign currency loss
      
      500
      
      
      271
      
      
      107
      
      
      173
      
      
      63LOSS BEFORE OTHER ITEM ANDINCOME TAXES
      
      468,224
      
      
      194,609
      
      
      140,768
      
      
      63,654
      
      
      56,548Interest expense
      
      16,446
      
      
      10,830
      
      
      2,591
      
      
      4,523
      
      
      1,786LOSS BEFORE INCOME TAXES
      
      484,670
      
      
      205,439
      
      
      143,359
      
      
      68,177
      
      
      58,334Provision for income taxes
      
      -
      
      
      -
      
      
      -
      
      
      -
      
      
      -NET LOSS
      
      484,670
      
      
      205,439
      
      
      143,359
      
      
      68,177
      
      
      58,334OTHER COMPREHENSIVE LOSSForeign currency translation adjustment
      
      7,282
      
      
      2,735
      
      
      3,554
      
      
      370
      
      
      824COMPREHENSIVE LOSS
      $
      491,952
      
      $
      208,174
      
      $
      146,913
      
      $
      68,547
      
      $
      59,158BASIC AND DILUTED NET LOSS PER SHARE
      
      
      
      
      (0.00
      )
      $
      (0.00
      )
      $
      (0.00
      )
      $
      (0.00
      )WEIGHTED AVERAGE NUMBER OFCOMMON SHARES OUTSTANDING
      
      
      
      
      103,200,000
      
      
      82,771,429
      
      
      103,200,000
      
      
      103,200,000


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

F-3

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SKYFLYER INC.(formerly Triton Resources, Inc.) 
  (A Development Stage Company)CONSOLIDATED STATEMENTS OF CASH FLOWS(Expressed in U.S. Dollars) 
  (Unaudited)

|                                                                                        |   | Cumulative       |   |   |          |   |   |          |  
|--------------------------------------------------------------------------------------- | - | ---------------- | - | - | -------- | - | - | -------- | -
|                                                                                        |   | Amounts          |   |   | Nine     |   |   | Nine     |  
|                                                                                        |   | From Inception   |   |   | Months   |   |   | Months   |  
|                                                                                        |   | (April 14, 2005) |   |   | Ended    |   |   | Ended    |  
|                                                                                        |   | to July 31,      |   |   | July 31, |   |   | July 31, |  
|                                                                                        |   | 2007             |   |   | 2007     |   |   | 2006     |  
|                                                                                        |   |                  |   |   |          |   |   |          |  
|CASH FLOWS FROM OPERATING ACTIVITIES                                                    |   |                  |   |   |          |   |   |          |  
|Net loss for the period                                                                 | $ | (484,670         | ) | $ | (205,439 | ) | $ | (143,359 | )
|Adjustments to reconcile net income to cash
      used in development stage activities: |   |                  |   |   |          |   |   |          |  
|Amortization                                                                            |   | 1,486            |   |   | 520      |   |   | 478      |  
|Change in operating assets and liabilities                                              |   |                  |   |   |          |   |   |          |  
|Decrease (increase) in other receivables                                                |   | (5,712           | ) |   | (4,983   | ) |   | 9,799    |  
|Decrease (increase) in
      prepaid expenses                                           |   | (13,095          | ) |   | 5,951    |   |   | (21,531  | )
|Increase in accounts payable and accrued
      liabilities                              |   | 143,021          |   |   | 141,849  |   |   | (59,602  | )
|Increase in accounts payable
      and accrued liabilities related parties             |   | 12,941           |   |   | 12,941   |   |   | -        |  
|Increase
      in accrued interest payable                                              |   | 14,528           |   |   | 9,717    |   |   | -        |  
|                                                                                        |   |                  |   |   |          |   |   |          |  
|Net
      cash used in operating activities                                             |   | (331,501         | ) |   | (39,444  | ) |   | (214,215 | )
|                                                                                        |   |                  |   |   |          |   |   |          |  
|CASH FLOWS FROM INVESTING ACTIVITIES                                                    |   |                  |   |   |          |   |   |          |  
|Acquisition of equipment                                                                |   | (29,171          | ) |   | (781     | ) |   | (3,093   | )
|Acquisition
      of patents                                                            |   | (80,354          | ) |   | (38,046  | ) |   | (6,755   | )
|                                                                                        |   |                  |   |   |          |   |   |          |  
|Net
      cash used in investing activities                                             |   | (109,525         | ) |   | (38,827  | ) |   | (9,848   | )
|                                                                                        |   |                  |   |   |          |   |   |          |  
|CASH FLOWS FROM FINANCING ACTIVITIES                                                    |   |                  |   |   |          |   |   |          |  
|Cash acquired from Triton
      Resources, Inc.                                         |   | 18,538           |   |   | -        |   |   | 18,538   |  
|Bank indebtedness                                                                       |   | 39,026           |   |   | 39,026   |   |   | -        |  
|Issuance of capital stock
      for cash                                                |   | 32,275           |   |   | -        |   |   | -        |  
|Shareholder contributions                                                               |   | 72,947           |   |   | -        |   |   | 5,277    |  
|Return of capital to shareholder                                                        |   |                  |   |   |          |   |   | (17,173  | )
|Proceeds from loan receivable                                                           |   | -                |   |   | -        |   |   | 12,060   |  
|Proceeds from loans payable                                                             |   | 268,142          |   |   | 10,000   |   |   | 250,263  |  
|Proceeds
      from loans payable related parties                                      |   | 15,049           |   |   | 15,049   |   |   | -        |  
|                                                                                        |   |                  |   |   |          |   |   |          |  
|Net
      cash provided by financing activities                                         |   | 445,977          |   |   | 64,075   |   |   | 268,965  |  
|                                                                                        |   |                  |   |   |          |   |   |          |  
|EFFECT OF FOREIGN CURRENCY TRANSLATION ON                                               |   |                  |   |   |          |   |   |          |  
|CASH AND CASH EQUIVALENTS DURING THE PERIOD                                             |   | (4,951           | ) |   | 395      |   |   | 4,229    |  
|                                                                                        |   |                  |   |   |          |   |   |          |  
|NET INCREASE (DECREASE) IN CASH                                                         |   | -                |   |   | (13,801  | ) |   | 49,131   |  
|                                                                                        |   |                  |   |   |          |   |   |          |  
|CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD                                          |   | -                |   |   | 13,801   |   |   | 11,187   |  
|                                                                                        |   |                  |   |   |          |   |   |          |  
|CASH AND CASH EQUIVALENTS, END OF PERIOD                                                | $ | -                |   | $ | -        |   | $ | 60,318   |  

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

F-4

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|SKYFLYER INC.                                 
|----------------------------------------------
|(formerly Triton Resources, Inc.)             
|(A Development Stage Company)                 
|NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
|(Expressed in U.S. Dollars)                   
|July 31, 2007                                 
|(Unaudited)                                   
|                                              
|                                              

|1. | HISTORY AND ORGANIZATION OF THE COMPANY                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|-- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|   | Skyflyer Inc. (formerly Triton Resources, Inc.) (the
        Company) was incorporated on May 18, 2004, under the Laws
        of the State of Nevada and was in the business of exploring mineral properties.
        Effective April 19, 2006, the Company acquired 100% of the issued and
        outstanding shares of Skyflyer Technology GmbH (Skyflyer Technology),
        a company engaged in the development and commercialization of a one or
        two person, recreation flying device. The Company has abandoned its mineral
        exploration business in order to focus its resources on the development
        of Skyflyer Technologys proprietary technology. The Company is considered
        to be a development stage company, as it has not generated revenues from
        operations.                                                                                                                                
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|   | Effective April 19, 2006, the Company acquired 100%
        of the issued and outstanding shares of Skyflyer Technology from Inventa
        Holding GmbH (Inventa) in exchange for an aggregate of 33,000,000
        shares of the Companys common stock. Completion of the acquisition
        resulted in the former sole shareholder of Skyflyer Technology holding
        the majority of the Companys issued and outstanding common stock.
        As a result, the transaction was accounted for as a recapitalization of
        Skyflyer Technology.                                                                                                                                                                                                                                                                                                                                                                                      
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|   | The unaudited consolidated financial statements of the
        Company prior to April 19, 2006 are those of Skyflyer Technology. The
        Companys date of incorporation is considered to be April 14, 2005,
        the date of inception of Skyflyer Technology. Effective October 17, 2006,
        the Company changed its name from Triton Resources, Inc. to Skyflyer Inc.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|   | These financial statements have been prepared in conformity
        with generally accepted accounting principles in the United States of
        America for interim financial information. The accompanying consolidated
        financial statements do not include all information and footnote disclosures
        required for an annual set of financial statements prepared under United
        States of America generally accepted accounting principles. In the opinion
        of management, all adjustments (consisting solely of normal recurring
        accruals) considered necessary for a fair presentation of financial position,
        results of operations and cash flows as at July 31, 2007 and for all periods
        presented, have been included. Interim results for the period ended July
        31, 2007 are not necessarily indicative of the results that may be expected
        for the fiscal year as a whole.
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|2. | GOING CONCERN                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|   | These consolidated financial statements have been prepared
        with the on-going assumption that the Company will be able to realize
        its assets and discharge its liabilities in the normal course of business.
        However, certain conditions noted below raise substantial doubt about
        the Companys ability to continue as a going concern. These financial
        statements do not include any adjustments to the amounts and classifications
        of assets and liabilities that might be necessary should the Company be
        unable to continue as a going concern.                                                                                                                                                                                                                                                                                                                                              
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|   | The operations of the Company have primarily been funded
        by the sale of common stock and loans received. Continued operations of
        the Company are dependent on the Companys ability to complete equity
        financings or generate profitable operations in the future. Managements
        plan in this regard is to secure additional funds through future equity
        financings. Such financings may not be available or may not be available
        on reasonable terms to the Company.                                                                                                                                                                                                                                                                                                                                                                                                                                     

F-5

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|SKYFLYER INC.                                 
|----------------------------------------------
|(formerly Triton Resources, Inc.)             
|(A Development Stage Company)                 
|NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
|(Expressed in U.S. Dollars)                   
|July 31, 2007                                 
|(Unaudited)                                   
|                                              
|                                              

|3. | SIGNIFICANT ACCOUNTING POLICIES                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|-- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|   | The financial statements of the Company have
        been prepared in conformity with generally accepted accounting principles
        in the United States of America and are stated in U.S. dollars. The significant
        accounting policies adopted by the Company are as follows:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|   | (a)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|   | The preparation of financial statements in
        conformity with generally accepted accounting principles in the United
        States requires management to make estimates and assumptions that affect
        the reported amount of assets and liabilities and the disclosure of contingent
        assets and liabilities at the date of the financial statements and the
        reported amount of revenues and expenses during the reporting period.
        Actual results could differ from these estimates.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|   | (b)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|   | The functional currency of the Company is
        the U.S. dollar. The Companys subsidiary, Skyflyer Technology, uses
        the Euro as its functional currency. Accordingly, monetary assets and
        liabilities denominated in a foreign currency are translated at the exchange
        rate in effect at the balance sheet date while non-monetary assets and
        liabilities are translated at historical rates. Revenue and expense items
        denominated in a foreign currency are translated at exchange rates prevailing
        when such items are recognized in the statement of operations. Exchange
        gains and losses arising on translation of foreign currency items are
        included in the statement of operations.
      The Company follows the current rate method of translation
        with respect to its foreign subsidiary. Accordingly, assets and liabilities
        are translated into U.S. dollars at the period-end exchange rates while
        revenue and expenses are translated at the average exchange rates during
        the period. Related exchange gains and losses are included in a separate
        component of stockholders equity as accumulated other comprehensive
        income.
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|   | (c)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|   | The Company considers cash held at banks and
        all highly liquid investments with original maturities of three months
        or less to be cash and cash equivalents.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|   | (d)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|   | Prepaid expenses consist primarily of prepaid
        vehicle insurance and lease payments.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|   | (e)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|   | Other receivables consist primarily of Value
        Added Tax in Germany.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         

F-6

---

|SKYFLYER INC.                                 
|----------------------------------------------
|(formerly Triton Resources, Inc.)             
|(A Development Stage Company)                 
|NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
|(Expressed in U.S. Dollars)                   
|July 31, 2007                                 
|(Unaudited)                                   
|                                              
|                                              

|3. | SIGNIFICANT ACCOUNTING POLICIES (continued)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|-- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|   | (f)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|   | Equipment is recorded at cost and consists
        of aircraft, computer equipment and a motorcycle. Depreciation is calculated
        using the straight-line method over the useful lives of the assets. Maintenance
        and repairs are expensed as incurred while betterments or renewals are
        capitalized. Computer equipment is amortized over the estimated useful
        life of three years. No depreciation for the aircraft or motorcycle is
        provided for as construction has not yet been completed.                                                                                                                                                                                        
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|   | (g)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|   | Patents and patent applications are recorded
        at cost. Capitalized amounts relate solely to legal and advisory costs
        incurred in registration of the patents. Depreciation is calculated using
        the straight-line method over the useful lives of the patents. No depreciation
        is provided for as the patents have not yet been awarded and/or begun
        to generate revenues.                                                                                                                                                                                                                                                                                                             
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|   | (h)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|   | The Company has adopted Statement of Financial
        Accounting Standards (SFAS) 142, Goodwill and Intangible
        Assets,which requires that costs of internally developing,
        maintaining or restoring intangible assets that are not specifically identifiable,
        that have indeterminate lives, or that are inherent in a continuing business
        and related to an entity as a whole, be recognized as an expense when
        incurred. Goodwill and intangible assets acquired for fair value having
        definite lives are amortized over their useful life.                                                                                                                            
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|   | (i)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|   | The Company reviews all long-lived assets
        for impairment whenever events or changes in circumstances indicate that
        the carrying amount of an asset may not be recoverable. Recoverability
        of assets to be held and used is measured by a comparison of the carrying
        amount of an asset to future net cash flows expected to be generated by
        the asset. If such assets are considered to be impaired, the impairment
        recognized is measured by the amount by which the carrying amount of the
        assets exceeds the fair value of the assets. Assets to be disposed of
        are reported at the lower of the carrying amount or fair value less costs
        to sell.
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|   | (j)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|   | A deferred tax asset or liability is recorded
        for all temporary differences between financial and tax reporting and
        net operating loss carryforwards. Deferred tax expenses (benefit) result
        from the net change during the period of deferred tax assets and liabilities.                                                                                                                                                                                                                                                                                                                                                                                                                           
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|   | Deferred tax assets are reduced by a valuation
        allowance when, in the opinion of management, it is more likely than not
        that some portion or all of the deferred tax assets will not be realized.
        Deferred tax assets and liabilities are adjusted for the effects of changes
        in tax laws and rates on the date of enactment.                                                                                                                                                                                                                                                                                                                                                                

F-7

---

|SKYFLYER INC.                                 
|----------------------------------------------
|(formerly Triton Resources, Inc.)             
|(A Development Stage Company)                 
|NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
|(Expressed in U.S. Dollars)                   
|July 31, 2007                                 
|(Unaudited)                                   
|                                              
|                                              

|3. | SIGNIFICANT ACCOUNTING POLICIES (continued)                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|-- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   | (k)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   | The Company's financial instruments consist
        of cash and cash equivalents, other receivables, accounts payable and
        accrued liabilities and loans payable. Unless otherwise noted, it is management's
        opinion that the Company is not exposed to significant interest, currency
        or credit risks arising from these financial instruments. The fair value
        of these financial instruments approximates their carrying values, unless
        otherwise noted.
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   | (l)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   | Effective February 1, 2006, the Company accounts
        for stock-based compensation issued to employees in accordance with the
        provisions of SFAS 123R, Share-Based Payment.which
        superseded Accounting Principles Board (APB) Opinion 25, Accounting
        for Stock Issued to Employees.                                                                                                                                                                             
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   | The Company accounts for stock-based compensation
        issued to non-employees in accordance with the provisions of SFAS 123,
        Accounting for Stock-Based Compensation,and the consensus
        in Emerging Issues Task Force (EITF) No. 96-18, Accounting
        for Equity Instruments that are Issued to Other Than Employees for Acquiring
        or in Conjunction with Selling, Goods or Services.                                                                      
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   | As of July 31, 2007, there have been no stock
        options granted.                                                                                                                                                                                                                                                                                                                                                                                                                           
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   | (m)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   | Basic net loss per share is computed by dividing
        the net loss for the period by the weighted average number of shares of
        common stock outstanding during the period. Diluted earnings per share
        takes into consideration shares of common stock outstanding (computed
        under basic earnings per share) and potentially dilutive shares of common
        stock. As of July 31, 2007, there were no potentially dilutive securities
        outstanding.           
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   | (n)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   | The Company has adopted SFAS 130, Reporting
        of Comprehensive Income,which establishes guidelines for the
        reporting and display of comprehensive income (loss) and its components
        in financial statements. Comprehensive income (loss) includes foreign
        currency translation adjustments.                                                                                                                                                                       
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   | (o)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   | The Company is a development stage company
        as defined in SFAS 7, Accounting and Reporting by Development
        Stage Enterprises,as it is devoting substantially all of its
        efforts to establish a new business and planned principal operations have
        not yet commenced.                                                                                                                                                                                             

F-8

---

|SKYFLYER INC.                                 
|----------------------------------------------
|(formerly Triton Resources, Inc.)             
|(A Development Stage Company)                 
|NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
|(Expressed in U.S. Dollars)                   
|July 31, 2007                                 
|(Unaudited)                                   
|                                              
|                                              

|3. | SIGNIFICANT ACCOUNTING POLICIES (continued)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|-- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|   | (p)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|   | Cash and cash equivalents is the only financial
        instrument that potentially subjects the Company to concentration of credit
        risk. The Company maintains cash in bank accounts that, at times, may
        exceed federally insured limits. The Company has not experienced any losses
        in such accounts and believes it is not exposed to any significant risks
        on its cash in bank accounts.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|   | (q)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|   | In July 2006, the Financial Accounting Standards
        Board (FASB) issued FASB Interpretation No. (FIN)
        48, Accounting for Uncertainty in Income Taxes. FIN
        48 clarifies the accounting and reporting for uncertainties in income
        tax law. FIN 48 prescribes a comprehensive model for the financial statement
        recognition, measurement, presentation, and disclosure of uncertain tax
        positions taken or expected to be taken in income tax returns. FIN 48
        is effective for fiscal years beginning after December 15, 2006.                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|   | In September 2006, the SEC issued Staff Accounting
        Bulletin (SAB) No. 108, Considering the Effects of
        Prior Year Misstatements when Quantifying Misstatements in Current Year
        Financial Statements. SAB No. 108 provides guidance on how prior
        year misstatements should be taken into consideration when quantifying
        misstatements in current year financial statements for purposes of determining
        whether the current years financial statements are materially misstated.
        SAB No. 108 is effective for fiscal years ending on or after November
        15, 2006.                                                                                                                                                                                                                                                                                                                                                                                     
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|   | In September 2006, the FASB issued SFAS No.
        157, Fair Value Measurements.SFAS No. 157 establishes
        a framework for measuring the fair value of assets and liabilities. This
        framework is intended to provide increased consistency in how fair value
        determinations are made under various existing accounting standards which
        permit, or in some cases require, estimates of fair market value. SFAS
        No. 157 is effective for fiscal years beginning after November 15, 2007,
        and interim periods within those fiscal years. Earlier application is
        encouraged, provided that the reporting entity has not yet issued financial
        statements for that fiscal year, including any financial statements for
        an interim period within that fiscal year.                                                                                                                                                                                   
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|   | In February 2007, the FASB issued SFAS No.
        159, The Fair Value Option for Financial Assets and Financial
        Liabilities  Including an Amendment of FASB Statement No. 115.
        This statement permits entities to choose to measure many financial instruments
        and certain other items at fair value. Most of the provisions of SFAS
        No. 159 apply only to entities that elect the fair value option. However,
        the amendment to SFAS No. 115 Accounting for Certain Investments
        in Debt and Equity Securities applies to all entities with available-for-sale
        and trading securities. SFAS No. 159 is effective as of the beginning
        of an entitys first fiscal year that begins after November 15, 2007.
        Early adoption is permitted as of the beginning of a fiscal year that
        begins on or before November 15, 2007, provided the entity also elects
        to apply the provision of SFAS No. 157, Fair Value Measurements.
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|   | The Company does not expect that the adoption
        of these new accounting pronouncements will have a significant effect
        on its financial statements.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       

F-9

---

|SKYFLYER INC.                                 
|----------------------------------------------
|(formerly Triton Resources, Inc.)             
|(A Development Stage Company)                 
|NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
|(Expressed in U.S. Dollars)                   
|July 31, 2007                                 
|(Unaudited)                                   
|                                              
|                                              

|3. | SIGNIFICANT ACCOUNTING POLICIES (continued)                                                                                  
|-- | -----------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                              
|   | (r)      Reclassifications                                                                                                   
|   |                                                                                                                              
|   | Certain amounts reported in the prior periods have been
        reclassified to conform to the current periods presentation.
|   |                                                                                                                              
|4. | EQUIPMENT AND PATENTS                                                                                                        
|   |                                                                                                                              
|   | Equipment                                                                                                                    

| |                                      |   | July 31, |  
| | ------------------------------------ | - | -------- | -
| |                                      |   | 2007     |  
| |                                      |   |          |  
| | Construction in progress -Aircraft   | $ | 24,188   |  
| | Construction in progress -Motorcycle |   | 6,633    |  
| |                                      |   | 30,821   |  
| |                                      |   |          |  
| | Computer equipment                   |   | 2,018    |  
| | Accumulated depreciation             |   | (1,483   | )
| |                                      |   | 535      |  
| |                                      |   |          |  
| | Net book value                       | $ | 31,356   |  

During the period ended July 31, 2007,
  the Company did not amortize its aircraft or motorcycle equipment as construction
  has not yet been completed. The net carrying amount of aircraft and motorcycle
  not being amortized was $30,821 as of July 31, 2007.

Patents

| |                          |   | July 31, | 
| | ------------------------ | - | -------- | 
| |                          |   | 2007     | 
| |                          |   |          | 
| | Patents                  | $ | 86,222   | 
| | Accumulated depreciation |   | -        | 
| |                          |   |          | 
| | Net book value           | $ | 86,222   | 

During the period ended July 31, 2007,
  the Company did not amortize its patents as the patents have not yet been awarded
  and/or they have not begun to generate revenues. The net carrying amount of
  patents not being amortized was $86,222 as of July 31, 2007.

F-10

---

|SKYFLYER INC.                                 
|----------------------------------------------
|(formerly Triton Resources, Inc.)             
|(A Development Stage Company)                 
|NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
|(Expressed in U.S. Dollars)                   
|July 31, 2007                                 
|(Unaudited)                                   
|                                              
|                                              

|4. | EQUIPMENT AND PATENTS (continued)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|-- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|   | In the event that facts and circumstances indicate that
        the carrying amount of an asset may not be recoverable and an estimate
        of future undiscounted cash flows is less than the carrying amount of
        the asset, an impairment loss will be recognized. Management's estimates
        of revenues, operating expenses, and operating capital are subject to
        certain risks and uncertainties which may affect the recoverability of
        the Company's investments in its assets. Although management has made
        its best estimate of these factors based on current conditions, it is
        possible that changes could occur which could adversely affect management's
        estimate of the net cash flow expected to be generated from its operations.
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|5. | LOANS PAYABLE - CURRENT                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|   | During the nine months ended July 31, 2007, a loan was
        granted from a third party company for $10,000. The loan is non-interest
        bearing and has no specific terms for repayment.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|   | During the year ended October 31, 2006, a loan was granted
        from a third party company for Euro 25,000 (US -$34,135). The loan is
        non-interest bearing and has no specific terms for repayment.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|   | During the year ended October 31, 2006, a loan was granted
        from a third party company for Euro 60,000 (US -$81,922). The loan is
        non-interest bearing and has no specific terms for repayment. The third
        party company may make a demand for payment by providing four months
        advance notice, in writing.                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|6. | LOANS PAYABLE                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|   | During the year ended October 31, 2006, two loans were
        granted from a third party company for $50,000 and $100,000. The loans
        bear interest at 8% per annum, are compounded annually, and are due May
        16, 2008 and June 19, 2008 respectively. Interest expense accrued for
        the nine and three months ended July 31, 2007 totaled $9,118 and $3,168,
        respectively.                                                                                                                                                                                                                                                                                                                                                                                            
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|7. | RELATED PARTY TRANSACTIONS                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|   | Loans Payable Current                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|   | During the nine months ended July 31, 2007, a loan was
        granted from a company with common shareholders as Inventa for Euro 1,337
        (US -$1,825). The loan is non-interest bearing and has no specific terms
        for repayment.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      

F-11

---

|SKYFLYER INC.                                 
|----------------------------------------------
|(formerly Triton Resources, Inc.)             
|(A Development Stage Company)                 
|NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
|(Expressed in U.S. Dollars)                   
|July 31, 2007                                 
|(Unaudited)                                   
|                                              
|                                              

|7. | RELATED PARTY TRANSACTIONS (continued)
      Loans Payable Current (continued)
|-- | -------------------------------------------------------------------------------

During the nine months ended July 31,
  2007, a loan was granted from a company owned by a managing director of Skyflyer
  Technology for Euro 10,000 (US -$13,654). The loan bears interest at 7% and
  was due August 1, 2007. On July 30, 2007, the loan was extended to December
  31, 2007. The lender may make a demand for payment by providing one months
  advance notice, in writing. Interest expense accrued for the nine and three
  months ended July 31, 2007 totaled Euro 451 (US -$601) and Euro 181 (US -$245),
  respectively.

Other

At July 31, 2007, included in accounts
  payable and accrued liabilities related parties is Euro 3,139 (US -$4,286)
  owed to a company with common directors of Skyflyer Technology for vehicle maintenance.
  Net vehicle costs reimbursed from a company with common directors of Skyflyer
  Technology for the nine and three months ended July 31, 2007 totaled Euro 9,666
  (US -$12,808) and Euro 3,033 (US -$4,109), respectively, and are included in
  other operating costs on the statement of operations.

At July 31, 2007, included in accounts
  payable and accrued liabilities related parties is $2,588 owed to an officer
  of the Company for consulting fees and reimbursement of expenses and Euro 4,660
  (US -$6,363) owed to officers and directors of Skyflyer Technology for management
  fees.

Consulting fees paid to an officer of
  the Company for the nine and three months ended July 31, 2007 totaled $9,000
  and $3,000 respectively. Management fees paid to officers and directors of Skyflyer
  Technology for the nine and three months ended July 31, 2007 totaled Euro 41,940
  (US -$55,686) and Euro 13,980 (US -$18,940), respectively. Amounts due to and
  from officers and directors are unsecured, non-interest bearing and due on demand.

|8. | COMMON STOCK                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|-- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|   | The Companys articles of incorporation allow it
        to issue up to 975,000,000 shares of common stock, par value $0.001. Effective
        September 30, 2005, the Company effected a stock split of its common stock
        by issuing thirteen new shares for each old share. Except as otherwise
        stated to the contrary in these financial statements, all references to
        shares and prices per shares have been adjusted to give retroactive effect
        to the stock split.
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|   | On April 14, 2005, the Company issued 70,200,000 shares
        of common stock for total proceeds of Euro 25,000 (US -$32,275).                                                                                                                                                                                                                                                                                                                                                                        

F-12

---

|SKYFLYER INC.                                 
|----------------------------------------------
|(formerly Triton Resources, Inc.)             
|(A Development Stage Company)                 
|NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
|(Expressed in U.S. Dollars)                   
|July 31, 2007                                 
|(Unaudited)                                   
|                                              
|                                              

|8.  | COMMON STOCK (continued)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|--- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|    | On April 19, 2006, the Company acquired all the issued
        and outstanding stock of Skyflyer Technology, which was accounted for
        as a recapitalization of the Company (Note 1) in exchange for 33,000,000
        shares of common stock. The issued number of shares of common stock is
        that of the Company with adjustments made for differences in par value
        between the Company and Skyflyer Technology.                                                                                                                                                                        
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|9.  | SEGMENT INFORMATION                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|    | The Companys operations following the acquisition
        of Skyflyer Technology were conducted in one reportable segment, being
        the development and commercialization of a one person, recreational flying
        device in Germany. All of the Companys equipment and patents are
        located in Germany.                                                                                                                                                                                                                                                                                      
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|10. | COMMITMENTS                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|    | On April 17, 2006, Skyflyer Technology entered into
        a technology transfer agreement with a director and officer of Skyflyer
        Technology to formally acquire patents in consideration for the payments
        by Skyflyer Technology for the patents and patents pending applications
        and an additional payment of 10 Euro (US -$12). Skyflyer Technology agreed
        not to sell, assign or otherwise transfer title of the technology to any
        third party without the written consent of the inventor, provided that
        such consent shall not be unreasonably withheld.
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|    | On February 8, 2006, Skyflyer Technology entered into
        a vehicle lease agreement that expires on February 9, 2009. The vehicle
        lease agreement required an initial payment of Euro 20,000 (US -$27,296)
        plus taxes and requires monthly lease payments of Euro 761 (US -$1,039)
        plus taxes. The initial payment is being expensed to the statement of
        operations over the term of the lease.                                                                                                                                                                             
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|    | On January 1, 2006, Skyflyer Technology entered into
        an employment contract with a director and officer of Skyflyer Technology
        effective January 1, 2006, to pay monthly management fees of 2,330 Euro
        (US -$3,180) and a management bonus based on of the selling price for
        each system sold to be determined at the end of 2007. The contract ends
        on December 31, 2008 and if not terminated at this date, will be extended
        for another three years. The contract may be terminated after December
        31, 2008 by giving written notice of one year.    
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|    | On June 1, 2005, Skyflyer Technology entered into an
        employment contract with a director and officer of Skyflyer Technology
        effective June 1, 2005, to pay monthly management fees of 2,330 Euro (US
        -$3,180) and a management bonus of 1.5% of the selling price for each
        system sold for an indefinite term. The contract may be terminated at
        the end of each calendar year by giving written notice of one year. On
        July 1, 2007, the director and officer of Skyflyer Technology resigned,
        effective August 1, 2007.                               

F-13

---

|SKYFLYER INC.                                 
|----------------------------------------------
|(formerly Triton Resources, Inc.)             
|(A Development Stage Company)                 
|NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
|(Expressed in U.S. Dollars)                   
|July 31, 2007                                 
|(Unaudited)                                   
|                                              
|                                              

|11. | SUPPLEMENTAL DISCLOSURE WITH RESPECT TO CASH FLOWS
|--- | --------------------------------------------------

| |                |   | Cumulative       |  |   |             |  |   |             | 
| | -------------- | - | ---------------- |  | - | ----------- |  | - | ----------- | 
| |                |   | Amounts from     |  |   |             |  |   |             | 
| |                |   | Inception (April |  |   | Nine Months |  |   | Nine Months | 
| |                |   | 14, 2005) to     |  |   | Ended       |  |   | Ended       | 
| |                |   | July 31,         |  |   | July 31,    |  |   | July 31,    | 
| |                |   | 2007             |  |   | 2007        |  |   | 2006        | 
| |                |   |                  |  |   |             |  |   |             | 
| | Cash paid for: |   |                  |  |   |             |  |   |             | 
| | Interest       | $ | 1,915            |  | $ | 1,110       |  | $ | -           | 
| | Income taxes   | $ | -                |  | $ | -           |  | $ | -           | 
| |                |   |                  |  |   |             |  |   |             | 

Non-cash Transaction

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

During the period from inception (April
  14, 2005) to October 31, 2005, the Company issued 33,000,000 common shares for
  the acquisition of Skyflyer Technology.

F-14

---

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

Cautionary Statement Regarding Forward-Looking Statements

Certain statements contained in this Quarterly Report
constitute "forward-looking statements. These statements, identified by words
such as plan, anticipate, believe, estimate, should, expect and
similar expressions include our expectations and objectives regarding our future
financial position, operating results and business strategy. These statements
reflect the current views of management with respect to future events and are
subject to risks, uncertainties and other factors that may cause our actual
results, performance or achievements, or industry results, to be materially
different from those described in the forward-looking statements. Such risks and
uncertainties include those set forth under the caption "Management's Discussion
and Analysis or Plan of Operation" and elsewhere in this Quarterly Report. We
advise you to carefully review the reports and documents we file from time to
time with the United States Securities and Exchange Commission (the SEC),
particularly our Annual Reports on Form 10-KSB, our Quarterly Reports on Form
10-QSB and our Current Reports on Form 8-K.

As used in this Quarterly Report on Form 10-QSB, the terms
"we, "us, "our, Skyflyer and the Company mean Skyflyer Inc. and its
subsidiaries unless otherwise indicated. All dollar amounts in this Quarterly
Report are in U.S. dollars unless otherwise stated.

INTRODUCTION

We were incorporated on March 18, 2004 under the laws of the
State of Nevada. Through our wholly owned subsidiary, Skyflyer Technology GmbH
(Skyflyer GmbH), we are in the process of developing a recreational VTOL
(vertical take-off and landing) flying machine that is expected to serve as a
flying go-kart and an indoor facility in which the flying machine can operate.

The following discussion and analysis summarizes our plan of
operation for the next twelve months, our results of operations for the nine
months ended July 31, 2007 and changes in our financial condition from October
31, 2006. This discussion should be read in conjunction with the Managements
Discussion and Analysis or Plan of Operation included in our Annual Report on
Form 10-KSB for the year ended October 31, 2006.

PLAN OF OPERATION

Our plan of operation for the next twelve months will depend
primarily upon our ability to obtain the funding necessary to engage in our
research and development efforts. Although we have secured commitments from a
number of parties to assist us in the development of our VTOL (vertical take-off
and landing) prototype, we have not yet been able to obtain sufficient financing
for us to proceed with our plan of operation, and as such, no progress has been
made under our research and development plan. Although we will continue to seek
financing for the development of our VTOL prototype, our management is also
currently evaluating alternative business opportunities.

Assuming that we are able to obtain sufficient financing, of
which there is no assurance, the first phase of our product development efforts
will be to build a full-scale prototype of the VTOL flying device. The prototype
is expected to take approximately six months to construct, and will involve the
following:

3

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Production Details
      Approximate Timeline1.    Production of detailed engineering
      plans and schematics.
    Months 1 to 22.    Purchasing and acquisition of raw
      materials and parts.
    Months 2 to 33.    Fabrication and assembly.
    Months 2 to 54.    Design of preliminary navigation
      system.
    Months 1 to 35.    Construction of preliminary navigation
      system.
    Months 2 to 56.    Product and safety testing.
    Months 4 to 6


The above timeline is an estimate only and does not take into
account possible delays that may arise during the construction of the prototype.
If we experience any difficulties or delays during the construction process, it
could take substantially longer for us to complete the construction of the
full-scale prototype. Such difficulties could include unanticipated engineering
difficulties arising from scaling up the designs for the flying device from the
1:6 scale model to the full-sized prototype.

Construction and testing of the flying device prototype is
expected to take place in Wegberg, Germany. As such, the costs of constructing
the prototype have first been estimated in Euros and converted to US dollars at
an approximate exchange rate of $1.37 per EUR, which is equal to the approximate
exchange rate as at July 31, 2007, the end of our most recent fiscal quarter. We
estimate that it will cost approximately EUR 510,000 ($698,700) to complete
construction of the full-sized prototype. This amount can be broken down as
follows:

Approximate Cost (Euros)
    Approximate Cost (USD)Materials and parts
    EUR 220,000
    $301,400Personnel and labor
    EUR 130,000
    $178,100Equipment
    EUR 15,000
    $20,550Electronic components
    EUR 50,000
    $68,500Testing
    EUR 50,000
    $68,500Contingency
    EUR 45,000
    $61,650Total
    EUR 510,000
    $698,700


Initially, the prototype is expected to have only a basic
navigation system that will allow the flying device to be steered along all
three axis lines (forwards  backwards, up  down, and left  right). If we are
successful in constructing a working, full-scale prototype of the flying device,
of which there are no assurances, we will focus our attention on the design,
development and construction of an electronic control and guidance system that
includes a GPS tracking system, ultrasonic proximity sensors and a remote
control override. The purpose of this advanced guidance system will be to allow
the flying device to be operated indoors, within the flight facility, by
assisting the pilot in avoiding collisions and allowing for operators of the
flight facility to remotely take control of the flyer. The design and
construction of this navigation system is expected to cost approximately EUR
2,500,000 ($3,425,000) and is expected to take approximately one to two years to
develop. We expect that a large part of the development process for the advanced
guidance system will be contracted to outside consultants.

4

---

In addition to the amounts described above, we anticipate that
we will require an additional $50,000 for general administrative purposes and to
pay for the legal and accounting fees associated with meeting our ongoing
reporting obligations under applicable US securities laws.

RESULTS OF OPERATIONS

Third Quarter and Nine Months Summary

Three
        Months Ended July
      Percentage
      
      Nine
        Months Ended July
      Percentage31,
      Increase /
      
      31,
      Increase /2007
      2006
      (Decrease)
      
      2007
      2006
      (Decrease)Revenue
      $--
      $--
      n/a
      
      $--
      $--
      n/aExpenses
      (63,654)
      (56,548)
      12.6%
      
      (194,609)
      (140,768)
      38.2%Interest Expense
      (4,523)
      (1,786)
      153.2%
      
      (10,830)
      (2,591)
      318.0%Net (Loss)
      $(68,177)
      $(58,334)
      16.9%
      
      $(205,439)
      $(143,359)
      43.3%


Revenues

We have not earned any revenues since our inception and we do
not anticipate earning revenues in the foreseeable future. Our ability to earn
revenues in the future is dependent upon our ability to develop a working
prototype of the flying device and the flight facility and our ability to
develop commercially marketable products or technologies based on our
development program. There are no assurances that we will be able to accomplish
either of these goals.

Expenses

We incurred the following expenses during the three and nine
month period ended July 31, 2007:

Three
        Months Ended
      Percentage
      
      Nine
        Months Ended July
      PercentageJuly
        31
      Increase /
      
      31
      Increase /2007
      2006
      (Decrease)
      
      2007
      2006
      (Decrease)Amortization
      $177
      $166
      6.6%
      
      $520
      $478
      8.8%Professional fees
      32,421
      21,452
      51.1%
      
      85,569
      54,883
      55.9%Management fees
      21,940
      20,771
      5.6%
      
      64,686
      53,603
      20.7%Other operating expenses
      8,943
      14,096
      (36.6)%
      
      43,563
      31,697
      37.4%Foreign currency loss
      173
      63
      174.6%
      
      271
      107
      153.3%TOTAL
      $63,654
      $56,548
      12.6%
      
      $194,609
      $140,768
      38.2%


Management fees include amounts paid as compensation to our
officers and directors and to the officers and directors of Skyflyer GmbH.
Additional professional fees for the period ended July 31, 2007 relate primarily
to legal and accounting fees incurred in connection with meeting our ongoing
reporting obligations under the Securities Exchange Act of 1934. The increase in
additional operating expenses during the six months ended July 31, 2007 relate
primarily to expenses associated with our efforts to develop our business.

5

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We anticipate that our expenses will increase significantly if
we are able to obtain sufficient financing to allow us to undertake our research
and development program for the flying device and the flight facility.

LIQUIDITY AND CAPITAL RESOURCES

|Working Capital           |                        |                           |                      
|------------------------- | ---------------------- | ------------------------- | ---------------------
|                          |                        |                           | Percentage           
|                          | At
      July 31, 2007 | At
      October 31, 2006 | Increase / (Decrease)
|Current Assets            | $20,940                | $34,240                   | (38.8)%              
|Current Liabilities       | (385,635)              | (152,033)                 | 153.7%               
|Working Capital (Deficit) | $(364,695)             | $(117,793)                | 209.6%               

|Cash Flows                                    |                     |                    
|--------------------------------------------- | ------------------- | -------------------
|                                              | Nine Months Ended   | Nine Months Ended  
|                                              | July
      31, 2007 | July
      31, 2006
|Cash Flows used in Operating
      Activities | $(39,444)           | $(214,215)         
|Cash Flows used in Investing Activities       | (38,827)            | (9,848)            
|Cash Flows from Financing
      Activities    | 64,075              | 268,965            
|Effect of Foreign Currency Translations       | 395                 | 4,229              
|Net Increase (Decrease) in Cash During Period | $(13,801)           | $49,131            

The increase in our working capital deficit at July 31, 2007
from October 31, 2006 is primarily a result of the fact that we had no revenues
or sources of long-term financing during the nine months ended July 31, 2007.

As at July 31, 2007, we had a net cash overdraw of $40,141.
Currently, we do not have sufficient financial resources to complete our plan of
operation for the next twelve months. We have not earned any revenues to date
and we do not anticipate earning revenues from our operations until such time as
we have completed the development of our proposed flying device and/or flight
facility, of which there are no assurances. As such, our ability to complete our
plan of operation is dependent upon our ability to obtain substantial financing
in the near term. To date, we have been unable to obtain financing for our
research and development program for the VTOL flying machine and the flight
facility. As such, although we are still seeking to obtain financing for our
research and development program, our management is also currently evaluating
alternative business opportunities. However, even if our management identifies
alternative business opportunities, our ability to pursue those opportunities
will be dependent upon our obtaining additional financing. If we are not able to
obtain substantial financing, our business may fail.

On January 23, 2007, we approved an offering on a private
placement basis of 1,041,666 units at a price of $0.60 per unit to non-U.S.
persons pursuant to Regulation S of the Securities Act. Each unit consists of
one share of our common stock and one share purchase warrant, each warrant
entitling the holder thereof to purchase an additional share of our common stock
at a price of $0.75 for a period of two years from the date of issuance. To
date, no units under this offering have been sold. There is

6

---

no assurance that this offering or any part of it will be
completed.

Any financing that we obtain is expected to be in the form of
sales of our equity securities as sufficient long-term debt financing is not
expected to be available to us. If we are successful in completing any equity
financings, of which there is no assurance, our existing shareholders will
experience a dilution of their interest in our company. If we are not successful
in raising sufficient financing, we will not be able to complete our research
and development plans for the VTOL flying machine. Although our management is
currently evaluating alternative business opportunities, we have not identified
any specific alternatives to our current plan of operation and have not planned
for any such contingency. If we are not successful in raising sufficient
financing, our business may fail and our shareholders may lose all or part of
their investment.

OFF-BALANCE SHEET ARRANGEMENTS

We have no significant off-balance sheet arrangements that have
or are reasonably likely to have a current or future effect on our financial
condition, changes in financial condition, revenues or expenses, results of
operations, liquidity, capital expenditures or capital resources.

CRITICAL ACCOUNTING POLICIES

The preparation of financial statements in conformity with
generally accepted accounting principles requires our management to make
estimates and assumptions that affect the reported amount of assets and
liabilities and disclosure of contingent assets and liabilities at the date of
the financial statements and the reported amounts of revenues and expenses
during the reporting period. Actual results could differ from those estimates.
Our management routinely makes judgments and estimates about the effects of
matters that are inherently uncertain.

Our significant accounting policies are described at Note 3 to
our financial statements for the period ended July 31, 2007.

RISKS AND UNCERTAINTIES

We Require Additional Financing

We do not currently have the financial resources to complete
our plan of operation for the next twelve months. We anticipate that we will
require EUR 510,000 (approximately $698,700) to complete the construction of the
prototype for the flying device, plus an additional $50,000 to meet the
administrative costs of running our business. In addition, if we are successful
in building a working prototype of the flying device, of which there is no
assurance, we will begin the development of an advance electronic navigation
system for the flying device, which is expected to cost approximately EUR
2,500,000 ($3,425,000).

We currently do not have any financing arrangements in place
and there is no assurance that we will be able to acquire sufficient financing
on terms acceptable to us or at all. To date, we have not been able to obtain
financing for the development of they VTOL flying device or the flight facility
and we may not ever be able to obtain such financing. Our management is
currently evaluating our financing options as well as alternative business
opportunities. However, if we are not able to obtain substantial long-term
financing, our business may fail.

7

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The Flying Device And the Flight Facility Are Still In The
Research And Development Stage

To date, we have only constructed a small scale model of the
flying device, which is approximately 1:6 of the expected size of the full-sized
prototype. We are still in the process of developing the flying device and the
flight facility, and have not earned any revenues from the sale of flying
devices or the flight facility. In their current state of development, neither
the flying device nor the flight facility is marketable as a product. There are
no assurances that our product development programs for the flying device and
the flight facility will be successful or that we will be able to develop any
commercially marketable systems based on the technologies underlying those
proposed products. Even if our development programs are successful, we do not
anticipate that those programs will be completed in the near future.

We May Experience Delays In The Construction Of Our
Prototype

If we are able to obtain financing for the development of a
prototype for the VTOL flying device, of which there are no assurances, we
expect to begin construction of the prototype within the next twelve months.
Construction and testing of the prototype is expected to take approximately 6
months to complete. However, construction and development projects of this type
often experience delays and technical difficulties. Our ability to complete
construction on schedule is dependent on many circumstances, some of which may
be outside of our control. These factors may include, but are not limited to,
factors such as the availability of outside contractors, materials and
equipment. In addition, although we believe that the principles underlying the
design of the flying device are sound, they have been demonstrated only in our
small-scale model of the flying device. Engineering problems can arise when
attempting to scale up designs from the size of a model to the actual size of
the prototype. Even if we are able to complete construction of the prototype as
scheduled, there are no assurances that the prototype will perform as expected.

We Have Limited Operating History And As A Result There Are
Risks Of A New Business Venture

Skyflyer GmbH was formed on April 14, 2005 and, as such, it has
a very short operating history upon which future performance may be assessed.

Potential investors should be aware of the difficulties
normally encountered by a new enterprise and the high rate of failure of such
enterprises. The potential for future success must be considered in light of the
problems, expenses, difficulties complications and delays encountered in
connection with the development of a business in the area in which we intend to
operate and in connection with the formation and commencement of operations of a
new business in general. These include, but are not limited to, unanticipated
problems relating to research and development programs, marketing, approvals by
government agencies, competition and additional costs and expenses that may
exceed current estimates. There is no history upon which to base any assumption
as to the likelihood that our business will prove to be successful, and there
can be no assurance that we will generate any operating revenues or ever achieve
profitable operations.

Our Operations May Be Subject To Extensive Government
Regulations

We expect that the flying device and the flight facility will
be subject to a number of government regulations, including strict safety and
environmental guidelines. There will be an inherent element of danger involved
with operating the flying device and the flight facility. As such, we expect
that we will be required to demonstrate that those proposed products fully
comply with applicable safety and environmental regulations, which could be an
expensive and lengthy process. As we are still in the

8

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process of developing the flying device and the flight
facility, the full extent to which these regulations will affect our future
business prospects is not yet fully known and there can be no assurance that we
can successfully comply with all present or future government regulations.

Asserting And Defending Intellectual Property Rights May
Impact Results Of Operations

The success of our business may depend on our ability to
protect our proprietary process and technology from competitors. A number of
international patent applications have been filed with respect to the flying
device and the flight facility. However, there is no assurance that a final
patent will be granted for any of the patent pending technologies underlying our
proposed products. If we are not able to obtain a patent for any of the
technologies, we will only be able to protect our products and technological
processes by maintaining the secrecy of those products and processes.

Even if we are able to obtain patents for the flying device and
the flight facility, we may be required to defend our intellectual property
rights through litigation. The financial cost of such litigation could have a
material impact on our financial condition even if we are successful in
developing and marketing products and in defending any of our intellectual
property rights, of which there is no assurance. Furthermore, an adverse outcome
in any litigation or interference proceeding could subject us to significant
liabilities to third parties and require us to cease using the technology that
is at issue or to license the technology from third parties. In addition, a
finding that any of our intellectual property rights are invalid could allow
competitors to more easily and cost-effectively compete. Thus, an unfavorable
outcome in any patent litigation or interference proceeding could have a
material adverse effect on our business, financial condition and results of
operations.

We Intend To Operate In A Highly Competitive Industry

Although we are not aware of any competing flying devices or
flight facilities, our proposed products will compete with other recreational
and amusement attractions such as go-karts and roller coasters for the attention
of customers. Although our proposed product is unique, the amount that customers
are willing to spend on recreational activities is somewhat price sensitive. Our
future success will be dependent upon our ability to develop the flying device
and flight facility at an economical cost and to successfully market those
products in competition with other recreational and amusement attractions. There
is no assurance that we will be able to successfully perform either of these
objectives.

We Are Dependent On Key Personnel

Our success will largely depend on the performance of our
management and on the management of Skyflyer GmbH. We are currently dependent
upon a limited number of employees and consultants. As such, our success will
also depend on our ability to attract and retain highly skilled technical,
research, management, regulatory compliance, sales and marketing personnel.
Competition for such personnel is intense. The loss of the services of such
personnel or the inability to attract and retain other key personnel could
impair the development of our business, operating results and financial
condition.

ITEM
3.           CONTROLS AND
PROCEDURES.

Under the supervision and with the participation of our
management, including our Principal Executive Officer and Principal Financial
Officer, we have evaluated the effectiveness of our disclosure controls and
procedures as required by Exchange Act Rule 13a-15(b) as of the end of the
period covered by

9

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this report. Based on that evaluation, our Principal Executive
Officer and Principal Financial Officer has concluded that these disclosure
controls and procedures are effective.

There were no changes in our internal control over financial
reporting during the last fiscal quarter that have materially affected, or are
reasonably likely to materially affect, our internal control over financial
reporting.

10

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PART II - OTHER INFORMATION

ITEM
1.           LEGAL
PROCEEDINGS.

None.

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

None.

ITEM
3.           DEFAULTS UPON
SENIOR SECURITIES.

None.

ITEM
4.           SUBMISSION OF
MATTERS TO A VOTE OF SECURITY HOLDERS.

None.

ITEM
5.           OTHER
INFORMATION.

None.

ITEM
6.           EXHIBITS.

|Exhibit |                                                                                                                                                                                                
|------- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Number  | Description of Exhibits                                                                                                                                                                        
|        |                                                                                                                                                                                                
|3.1     | Articles of
        Incorporation.(1)                                                                                                                                                          
|        |                                                                                                                                                                                                
|3.2     | Certificate
        of Change  13-for-1 Stock Split effective September 30, 2005.                                                                                                             
|        |                                                                                                                                                                                                
|3.3     | Certificate
        of Amendment to Articles  Name Change from Triton Resources, Inc.
        to Skyflyer Inc. effective October 17, 2006.                                                    
|        |                                                                                                                                                                                                
|3.4     | Bylaws.(1)                                                                                                                                                                                     
|        |                                                                                                                                                                                                
|10.1    | Property Agreement
        dated effective July 5, 2004 between Decoors Mining Corp. and Triton Resources,
        Inc.(1)                                                                     
|        |                                                                                                                                                                                                
|10.2    | Trust Agreement
        dated July 5, 2004 between Triton Resources, Inc. and Perry Augustson.(1)                                                                                              
|        |                                                                                                                                                                                                
|10.3    | Declaration
        of Trust by Perry Augustson dated January 1, 2006.(2)                                                                                                                      
|        |                                                                                                                                                                                                
|10.4    | Share Purchase
        Agreement between Inventa Holding GmbH, Triton Resources, Inc., Skyflyer
        Technology GmbH and Perry Augustson, dated for reference the 31stday of March, 2006.(3)
|        |                                                                                                                                                                                                
|10.5    | Agreement and
        Deed of Transfer between Inventa Holding GmbH and Triton Resources, Inc.
        dated for reference as of the 19thday of April, 2006.(4)                                
|        |                                                                                                                                                                                                
|10.6    | Patent Transfer
        Agreement between Dieter Wagels and Skyflyer Technology GmbH,                                                                                                          

11

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|Exhibit |                                                                                                                                                                            
|------- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Number  | Description of Exhibits                                                                                                                                                    
|        |                                                                                                                                                                            
|        | dated effective
        as of April 17, 2006.(4)                                                                                                                           
|        |                                                                                                                                                                            
|10.7    | Loan Agreement
        between Dast GmbH and Skyflyer Technology GmbH dated December 8, 2006.(5)                                                                           
|        |                                                                                                                                                                            
|10.8    | Employment contract
        between Skyflyer Technology GmbH and Dr. Manfred Sappok, dated for reference
        as of June 1, 2005 (translated from German to English).(6)
|        |                                                                                                                                                                            
|10.9    | Employment contract
        between Skyflyer Technology GmbH and Dieter Wagels, dated for reference
        as of January 1, 2006 (translated from German to English).(6)  
|        |                                                                                                                                                                            
|31.1    | Certification
        of Chief Executive Officer and Chief Financial Officer as adopted pursuant
        to Section 302 of the Sarbanes-Oxley Act of 2002.                 
|        |                                                                                                                                                                            
|32.1    | Certification
        of Chief Executive Officer and Chief Financial Officer as adopted pursuant
        to Section 906 of the Sarbanes-Oxley Act of 2002.                 

|(1) | Filed as an exhibit to our Registration Statement on Form
      SB-2 originally filed on January 14, 2005, as amended.
|--- | ----------------------------------------------------------------------------------------------------------------------
|(2) | Filed as an exhibit to our Annual Report on Form 10-KSB
      filed on January 30, 2006.                              
|(3) | Filed as an exhibit to the Companys Current Report on
      Form 8-K filed on April 10, 2006.                        
|(4) | Filed as an exhibit to the Companys Current Report on
      Form 8-K filed on April 26, 2006.                        
|(5) | Filed as an exhibit to the Companys Current Report on
      Form 8-K filed on December 15, 2006.                     
|(6) | Filed as an exhibit to the Companys Annual Report on
      Form 10-KSB filed on January 30, 2007.                    

12

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SIGNATURES

In accordance with the requirements of the Exchange Act, the
registrant caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.



|      |                    |     | SKYFLYER INC.                     
|----- | ------------------ | --- | ----------------------------------
|      |                    |     |                                   
|      |                    |     |                                   
|Date: | September 19, 2007 | By: | /s/
      Rolf G. Horchler        
|      |                    |     | ROLF G. HORCHLER                  
|      |                    |     | President, Chief Executive Officer
|      |                    |     | & Chief Financial Officer         
|      |                    |     | (Principal Executive Officer      
|      |                    |     | and Principal Accounting Officer) 

---