UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549


                                   FORM 10-KSB

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

                   For the fiscal year ended December 31, 2005

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

 For the transition period from ______________________ to _____________________

                         Commission file number 0-27229

                             WORLDSTAR ENERGY, CORP.
                 (Name of small business issuer in its charter)


              NEVADA                                         88-0409163
              ------                                         ----------
(State or other jurisdiction of                           (I.R.S.  Employer
incorporation or organization)                            Identification No.)



          4181 NORFOLK AVENUE BURNABY, BRITISH COLUMBIA CANADA V6C 3A6
               (Address of principal executive offices) (Zip Code)

                    Issuer's telephone number (604) 434-5256

         Securities registered under Section 12(b) of the Exchange Act:

                                 Not applicable.

          Securities registered under Section 12(g) ofthe Exchange Act:

                    COMMON STOCK , WITH A PAR VALUE OF $0.001
                                (Title of class)



<PAGE>

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 [ ]

Check if there is no disclosure of delinquent  filers in response to Item 405 of
Regulation  S-B is not  contained  in  this  form,  and no  disclosure  will  be
contained,  to the  best of  registrant's  knowledge,  in  definitive  proxy  or
information statements incorporated by reference in Part III of this Form 10-KSB
or any amendment to this Form 10-KSB [ ].

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

The issuer's revenues for its most recent fiscal year were $nil.

Based  on the  closing  sale  price  of $0.95  for our  common  stock on the OTC
Bulletin Board System on May 12, 2006, the aggregate market value of outstanding
shares of common stock held by non-affiliates was approximately $168,230.

As of May 12, 2006,  377,084 shares of our common stock,  $.001 par value,  were
outstanding.

Documents incorporated by reference:

     o    The proposed  acquisition of WorldStar  Energy Corp.  concerning which
          the Company filed a Definitive 14C Information  Statement on March 18,
          2005, with the Securities and Exchange Commission.

     o    Articles  of   Incorporation   (incorporated  by  reference  from  our
          Registration Statement on Form 10-SB filed on September 3, 1999)

     o    Bylaws  (incorporated by reference from our Registration  Statement on
          Form 10-SB filed on September 3, 1999)



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

<PAGE>

                                      INDEX


PART 1
       ITEM 1   DESCRIPTION OF BUSINESS                                      5
                  GENERAL                                                    5
                  OUR CURRENT BUSINESS                                       7
                  PLAN OF OPERATION                                          7
                  CASH REQUIREMENTS                                          8
                  PURCHASE OF SIGNIFICANT EQUIPMENT                          8
                  EMPLOYEES                                                  8
           EVALUATION OF OPPORTUNITIES                                       8
           ACQUISITION OF OPPORTUNITIES                                      9
           REPORTS TO SECURITY HOLDERS                                      16
       ITEM 2   DESCRIPTION OF PROPERTY                                     17
       ITEM 3   LEGAL PROCEEDINGS                                           17
       ITEM 4   SUBMISSIONS OF MATTERS TO A VOTE OF SECURITY HOLDERS        17

PART II
       ITEM 5   MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS    19
                DIVIDEND POLICY                                             19
                RECENT SALE OF UNREGISTERED SECURITIES                      19

       ITEM 6   MANAGEMENT'S DISCUSSION & ANALYSIS OR PLAN OF OPERATION     20
                  GENERAL                                                   20
                  COMPARISON OF 2004 RESULTS OF OPERATIONS  WITH 2003       20
                  LACK OF REVENUES                                          20
                  EXPENSES                                                  20
                  LIQUIDITY AND CAPITAL RESOURCES                           21
                  PLAN OF OPERATION FOR 2005                                21
                  CASH REQUIREMENTS                                         21
                  PRODUCT RESEARCH AND DEVELOPMENT                          21
                  PURCHASE OF SIGNIFICANT EQUIPMENT                         21
                  EMPLOYEES                                                 21
                  NEW ACCOUNTING PRONOUNCEMENTS                             22

       ITEM 7   FINANCIAL STATEMENTS AND AUDITORS REPORTS THEREON

       ITEM 8   CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
                  ACCOUNTING MATTERS AND FINANCIAL DISCLOSURE

       ITEM 8A  CONTROLS AND PROCEDURES

       ITEM 8B  OTHER INFORMATION

<PAGE>


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

       ITEM 10  EXECUTIVE COMPENSATION

       ITEM 11  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT.
                AND RELATED STOCKHOLDER MATTERS

       ITEM 12  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

       ITEM 13  EXHIBITS AND REPORTS AND MATERIAL AGREEMENTS

       ITEM 14  ACCOUNTANTS


CERTIFICATIONS


<PAGE>


PART I


FORWARD-LOOKING   STATEMENTS   This  annual  report   contains   forward-looking
statements as that term is defined in the Private  Securities  Litigation Reform
Act of 1995.  These  statements  relate to future events or our future financial
performance.  In some cases,  you can  identify  forward-looking  statements  by
terminology such as "may", "will", "should", "expects", "plans",  "anticipates",
"believes",  "estimates",  "predicts", "potential" or "continue" or the negative
of these  terms or  other  comparable  terminology.  These  statements  are only
predictions  and  involve  known  and  unknown  risks,  uncertainties  and other
factors,  including the risks in the section  entitled "Risk Factors",  that may
cause our or our industry's actual results,  levels of activity,  performance or
achievements  to be  materially  different  from any future  results,  levels of
activity,   performance   or   achievements   expressed   or  implied  by  these
forward-looking statements.

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

ITEM 1.  DESCRIPTION OF BUSINESS

All dollar amounts refer to US dollars unless otherwise indicated.

GENERAL

As used in this annual report, the terms "we", "us", "our", and "WorldStar" mean
WorldStar  Energy,   Corp.   (formerly  Auteo  Media,  Inc.),  unless  otherwise
indicated.

WorldStar  was  incorporated  on November 8, 1996 under the laws of the State of
Nevada under the name Flintrock  Financial  Services,  Inc.  Concurrent with the
reverse  merger  with Tysa  Corporation  on March 1, 2000 we changed our name to
Auteo Media, Inc. effective March 14, 2000. On April 1, 2005 we changed our name
to WorldStar Energy, Corp.

We were initially focused on operating as an automotive  communications  company
offering  online  and   point-of-purchase   marketing,   commerce  and  customer
relationship  systems to auto dealerships.  We captured revenue from dealerships
at multiple  stages in the process of marketing  new and used  vehicles to their
buyers.  The  California and Northwest  Dealer  Specialties  business  collected
automotive  data and digital  pictures and printed  customized  window labels on
behalf of car  dealerships.  The data was sent to multiple  automotive  internet
sites  including the  dealerships'  in some cases.  Our Company also created and
managed web sites for car  dealerships  under our  Go2Dealer.net  trade name and
offered lead management services to several dealerships with its ContactAuto.com
software.  The majority of our revenues came from dealerships  paying us for our
data  collection  and window label  services.  This revenue was collected at the
time the service was provided and not dependant upon the sale of the vehicle.

On July 15,  2002,  substantially  all of the assets  relating to our  Company's
primary  operations  were  purchased by the Trader  Publishing  Company.  Trader
Publishing is the largest  automotive  classifieds  company in the United States
and has been acquiring  certain  companies in the data collection  business.  In
2000,  Trader  Publishing  purchased  Dealer  Specialties  Intl.  and their next
largest  competitor.  Auteo  Media was a licensee of Dealer  Specialties,  Intl.
under separate  franchise  agreements for Washington and California.  During the
second quarter of 2002 Trader  Publishing or their  subsidiary  company acquired
the assets of certain licensee's, demonstrating their intent of competing in the
data collection  market. We believed these events presented certain risks to our
ability to grow and compete  effectively  in the data  collection  business as a
large,  established  and well funded company such as Trader  Publishing or their
subsidiaries  would also be competing in our markets.  Because of these  events,
our Board of  Directors  actively  sought  negotiations  with,  and  secured  an
agreement whereby the Trader Publishing  Company acquired  substantially all our

                                       7
<PAGE>

assets related to the data collection business from Auteo Media for $1.5 million
less  certain  hold backs.  The  remaining  operations  of our  business,  which
included web site management services for automotive dealerships, cannot operate
profitably.  Effective July 16, 2002, we stopped or scaled back most  operations
in order to protect the cash position of our Company acquired from Trader in the
asset sale.

On July 15, 2002, we entered into a license  agreement with  Motorwebs,  Inc. to
manage  the  remaining   customers  for  an  up-front   license  fee  and  other
consideration. Motorwebs, Inc. was a new corporation operated by Ronald Clayton,
previously the President of the Company.  Mr. Clayton  resigned from our Company
effective July 15, 2002, without dispute, to begin this venture.

On July 29, 2002, our Company filed a Tender Offer Statement,  as amended,  with
the Securities and Exchange Commission wherein we offered to purchase all of the
issued and outstanding shares of our common stock,  together with the associated
rights,  for $0.14 net per share in cash.  The Offer expired on August 29, 2002.
Pursuant to the Offer, we accepted for payment  5,595,869  shares,  representing
approximately 76% of the outstanding shares of our common stock.

As a result of the sale of substantially  all of our assets to Trader Publishing
Company,  Albert James resigned from our board of directors effective August 29,
2002, Mike Morrison resigned from our board of directors effective September 10,
2002,  Steve Van Leeuwen  resigned as our Chairman and Chief  Executive  Officer
effective  September 10, 2002 and Kathleen Van Leeuwen resigned as our Secretary
and Director effective September 10, 2002.

Effective  September 5, 2002,  we  appointed  Donald Bell as our  President  and
Director.  Mr. Bell was also  appointed our  Secretary  and Treasurer  effective
September 10, 2002.

Effective  October 24,  2002,  we  appointed  Kyle  L.Tingle as our  independent
accountant to replace Grant Thornton who resigned as our independent accountants
on August 19, 2002.

Effective  December  2, 2003,  we  appointed  Michael  Kinley as a director  and
President.  Mr.  Bell,  remained a director,  and was  re-appointed  to serve as
Chairman and Secretary on December 2, 2003.  Effective  June 30, 2004,  Mr. Bell
resigned as an officer and Director of the Company.

Effective  January 1, 2004, the Company was considered to be in the  development
stage.

On January 26, 2005, the Company  entered into a share  exchange  agreement (the
"Agreement")  with WorldStar  Energy Corp ("WEC"),  a private  British  Columbia
company,  whereby it wass proposed that the Company will issue 31,000,000 shares
to  acquire  100% of WEC's  outstanding  shares.  WEC has an 80%  interest  in a
methanol  joint venture  project in Indonesia (the  "Project").  Its interest is
held through its 80% owned subsidiary, PT MubaStar International,  the remaining
20% being owned by PT Muba Chemicals, an Indonesian state-owned company.

The Company filed a Definitive 14C Information Statement on March 18, 2005, with
the Securities and Exchange  Commission in connection with its proposed issuance
of the 31,000,000 shares to acquire WEC, and certain proposed  amendments to its
Articles of  Incorporation  increasing  its  authorized  capital to  100,000,000
shares  and  changing  the  name  of  the  Company  to  WorldStar  Energy,  Corp
("WorldStar"). The transaction did not close, and on March 27, 2006, the Company
announced that it would not be making further investments in connection with WEC
and the proposed Indonesian methanol plant, due principally to lack of financing
for the  project.  Arrangements  for the  Company  to issue  shares  to  satisfy
subscriptions  of European  investors in WEC have  commenced  on a  registration
exempt basis instead of the  shareholder  approved  merger basis proposed in the
share exchange  agreement.  Upon completion of the settlement  arrangements with
the WEC shareholders,  assuming all WEC shareholders elect to participate in the
exchange, the Company expects to issue an additional two million shares.

                                       8
<PAGE>


Effective February 28, 2005, the Company appointed Dohan and Company,  CPA's, P.
A. as our independent auditors to replace Mr. Kyle Tingle who resigned effective
the same date.

Effective May 9, 2006,  the Company  appointed  STS Partners  LLP,  CPA's as our
independent  auditors to replace  Dohan and  Company  who  declined to stand for
re-appointment.


OUR CURRENT BUSINESS

During the year ended  December  31,  2005,  the  Company did not have an active
business,  but was  actively  involved in a merger  opportunity.  On January 26,
2005,  the  Company  entered  into the  Agreement  with WEC  referred  to in the
previous paragraph, however the transaction was not completed.

We no longer have an active operating business that we can pursue.  Accordingly,
we are seeking to either identify a suitable business  opportunity or enter into
a suitable business combination. Until we secure a suitable business opportunity
or combination,  we will operate as a "blank check"  company.  Management of our
company  does not  believe  that it will be able to  generate  revenues  without
finding and completing the acquisition of a suitable  business  opportunity.  In
addition,  if no suitable business opportunity is identified,  shareholders will
not realize any further  return on their  investment  in our company,  and there
will be no market for our shares of common stock. Once a business opportunity or
business  combination has been identified,  we will investigate and evaluate the
business opportunity or business  combination.  In selecting a suitable business
opportunity  or  business  combination,  management  intends  to  focus  on  the
potential for future profits and strength of current operating management of the
business  opportunity  or  business  combination.  We have not put  industry  or
geographically  specific  limitations on the nature of  acquisitions or business
opportunities to be evaluated.  Management  believes that the greatest potential
lies in  technology  and  goods  or  products-related  industries,  rather  than
principally  service  industries.  Nevertheless,  this  shall not  preclude  the
investigation  or evaluation of any other  category of business or industry.  We
will  conduct  our  own  investigation  to  identify  an  appropriate   business
opportunity  or  business  combination,  and  will  seek  a  potential  business
opportunity or business combination from all known sources,  relying principally
upon  personal  contacts  of our  officers  and  directors,  as well as indirect
associations between them and other business and professional people.


PLAN OF OPERATION

As we do not have an active operating  business that we can pursue,  we continue
to seek either identify a suitable business opportunity or enter into a suitable
business combination over the 12 month period ending December 31, 2006. Until we
secure a suitable  business  opportunity  or  combination,  we will operate as a
"blank check"  company.  Management of our company does not believe that it will
be able to generate revenues without finding and completing the acquisition of a
suitable business opportunity.  In addition, if no suitable business opportunity
is  identified,  shareholders  will not  realize  any  further  return  on their
investment in our company,  and there will be no market for our shares of common
stock. Once a business  opportunity or business combination has been identified,
we  will   investigate  and  evaluate  the  business   opportunity  or  business
combination. Should our company wish to pursue any specific business opportunity
or business  combination,  we will have to comply with all applicable  corporate
and securities  laws in order to complete the  acquisition of or merger with any
such  business  opportunity.  Since we have  had no  operating  history  nor any
revenues or earnings  from  operations  and  currently  have  limited  financial
resources,  we will in all  likelihood  continue to sustain  operating  expenses
without corresponding  revenues.  This may result in our company incurring a net
operating  loss which will  increase  continuously  until we can  implement  its
business  plan  and  generate  sufficient  revenues  therefrom..  The  Board  of
Directors  of WorldStar  will  continue to conduct all  activities  necessary to
conserve cash and pay all liabilities.

                                       9
<PAGE>

CASH REQUIREMENTS

We will be dependent  upon proceeds from the sale of our securities for the near
future.  We  anticipate  that we will require  approximately  $100,000  over the
twelve months ending December 31, 2006 for general and administrative  expenses.
Once we locate a suitable business opportunity or business  combination,  we may
seek to obtain equity and/or debt financing from third parties to facilitate and
complete the acquisition of such a business  opportunity or a suitable  business
combination.  We may also issue shares of our common stock as consideration  for
the  acquisition  of a suitable  business  opportunity  or a  suitable  business
combination.


PRODUCT RESEARCH AND DEVELOPMENT

We do not anticipate that we will expend any significant  monies on research and
development over the next twelve months.


PURCHASE OF SIGNIFICANT EQUIPMENT

We do not intent to purchase  any  significant  equipment  through  December 31,
2006.


EMPLOYEES

Over the twelve  months  ending  December 31, 2006, we anticipate an increase in
the  number  of  employees  we  retain  only if we  identify  and  complete  the
acquisition of a business opportunity or enter into a business combination. Such
an increase in the number of employees  may  significantly  increase our monthly
burn rate and such  increase in the monthly  burn rate  depends on the number of
employees we retain, if any.

EVALUATION OF OPPORTUNITIES

The analysis of new business  opportunities  will be undertaken by, or under the
supervision of, our officers and our director. Management intends to concentrate
on identifying prospective business opportunities or business combinations which
may be  brought to  management's  attention  through  present  associations.  In
analyzing   prospective   business   opportunities  or  business   combinations,
management will consider, among other factors, such matters as:
(a) the available technical, financial and managerial resources;

(b) working capital and other financial requirements;

(c) history of operations, if any;

(d) prospects for the future;

(e) present and expected competition;

(f) the quality and experience of management services which may be available and
the depth of that management;

(g) specific risk factors not now  foreseeable  but which may be  anticipated as
having an impact on our proposed activities;

(h) the potential for growth or expansion;

(i) the potential for profit;

(j) the perceived  public  recognition  or  acceptance of products,  services or
trades; and

(k) name identification.

                                       10
<PAGE>

Management  will meet  personally  with management and key personnel of the firm
sponsoring  the business  opportunity  or business  combination as part of their
investigation.  To the extent possible, we intend to utilize written reports and
personal  investigation  to evaluate the above  factors.  We will not acquire or
merge  with any  company  for  which  audited  financial  statements  cannot  be
obtained. Opportunities in which we participate will present certain risks, many
of  which  cannot  be  identified  adequately  prior  to  selecting  a  specific
opportunity.  Our shareholders must, therefore, depend on management to identify
and evaluate such risks. Promoters of some opportunities may have been unable to
develop a going concern or may present a business in its  development  stage (in
that it has not  generated  significant  revenues  from its  principal  business
activities prior to our participation). Even after our participation, there is a
risk that the  combined  enterprise  may not  become a going  concern or advance
beyond the development stage.  Other  opportunities may involve new and untested
products, processes, or market strategies which may not succeed. Such risks will
be assumed by us and, therefore, our shareholders. The investigation of specific
business  opportunities or business combinations and the negotiation,  drafting,
and  execution  of  relevant  agreements,   disclosure   documents,   and  other
instruments  will require  substantial  management time and attention as well as
substantial  costs for accountants,  attorneys and others. If a decision is made
not to participate in a specific business  opportunity the costs incurred in the
related  investigation  would  not  be  recoverable.  Furthermore,  even  if  an
agreement is reached for the participation in a specific  business  opportunity,
the  failure to  consummate  that  transaction  may result in the loss by of the
related costs  incurred.  There is the  additional  risk that we will not find a
suitable  target.  Management  does not believe  that we will  generate  revenue
without  finding  and  completing  the   acquisition  of  a  suitable   business
opportunity or a transaction with a suitable target company. If no such business
opportunity  target is found,  therefore,  no  return  on an  investment  in our
company will be realized,  and there will not, most likely,  be a market for our
shares of common stock.


ACQUISITION OF OPPORTUNITIES

In implementing a structure for a particular business acquisition, we may become
a party to a merger, consolidation,  reorganization, joint venture, franchise or
licensing  agreement with another  corporation  or entity.  We may also purchase
stock or assets of an  existing  business.  It is likely that any merger with an
existing  company will be in the form of a reverse  takeover,  which may require
both  shareholder  approval and a disclosure  document.  Once a  transaction  is
complete,  it is possible that our present  management and shareholders will not
be in control of our company. In addition, a majority or all of our officers and
directors may, as part of the terms of the  transaction,  resign and be replaced
by new  officers  and  directors  without  a vote  of  our  shareholders.  It is
anticipated that securities issued in any such reorganization would be issued in
reliance on exemptions from  registration  under applicable  securities laws. In
some   circumstances,   however,  as  a  negotiated  element  of  the  potential
transaction,  we may agree to register  such  securities  either at the time the
transaction  is  consummated,  under certain  conditions or at a specified  time
thereafter.  The  issuance  of  substantial  additional  securities,  and  their
potential  sale into any trading  market in our shares of common stock which may
develop,  may have a  depressive  effect on the  market for and the price of our
shares of common stock.

As part of our investigation of a potential business combination or opportunity,
our officers and directors may:

(a) meet personally with management and key personnel;

(b) visit and inspect material facilities;

(c) obtain independent analysis or verification of certain information provided;

(d) check references of management and key personnel; and

(e) take other  reasonable  investigative  measures,  as our  limited  financial
resources and management expertise allow.

                                       11
<PAGE>

The manner in which we participate  in an  opportunity  with a target company or
acquire a business opportunity will depend on the nature of the opportunity, our
needs and desires,  the needs and desires of the other party,  management of the
opportunity,  and our relative  negotiating  strength and such other management.
With respect to any mergers or  acquisitions,  negotiations  with target company
management  will be expected to focus on the percentage of our company which the
target company's  shareholders would acquire in exchange for their shareholdings
in the target company.  Depending upon, among other things, the target company's
assets and liabilities, our shareholders will, in all likelihood, hold a smaller
percentage   ownership   interest  in  our  company   following  any  merger  or
acquisition. The percentage ownership may be subject to significant reduction in
the event we acquire a target  company with  substantial  assets.  Any merger or
acquisition effected by us can be expected to have a significant dilutive effect
on the  percentage  of shares held by our then  shareholders.  During the fiscal
year ended  December  31,  2005,  we  continued  to review a number of potential
business  opportunities,  all of which we determined were not suitable to pursue
having  regard  to a number  of  factors  including,  among  other  things,  our
Company's limited resources. There can be no assurance that management will ever
be  able  to  identify  and  secure  a  suitable  business  opportunity  or that
management  has the requisite  experience to recognize and understand a business
operation that would benefit us. In the event that  management is able to locate
what  it  considers  to be a  suitable  business  opportunity,  there  can be no
assurance that the acquisition of such business opportunity or the entering into
of a business  combination will be successful.  Selecting a business opportunity
will  likely be  complex  and  extremely  risky.  Because  of  general  economic
conditions,  rapid  technological  advances being made in some  industries,  and
shortages  of available  capital,  management  believes  that there are numerous
firms seeking the benefits of a publicly-traded corporation.  Such benefits of a
publicly traded corporation may include:

(a) facilitating or improving the terms on which additional equity financing may
be sought;

(b) providing liquidity for the principals of a business;

(c) creating a means for providing  incentive stock options or similar  benefits
to key employees; and/or

(d) providing liquidity (subject to restrictions of applicable statutes) for all
shareholders.

In  contrast,  negative  aspects  of  becoming  a  publicly  traded  corporation
registered in the United States may include:

(a) complying with the requirements of the SECURITIES EXCHANGE ACT OF 1934;

(b) complying with the requirements of the Nevada corporations statute;

(c) exposure of our officers and directors to lawsuits and liabilities under the
SECURITIES ACT OF 1933;

(d) distracting management's attention from our day to day operations;

(e) restricting  publicity and other marketing  activities to ensure  compliance
with securities law requirements  and minimizing the potential  liability of our
management and our company; and/or

(f) increased legal,  accounting and other expenses  associated with operating a
public company.

Potentially  available business  opportunities and/or business  combinations may
occur in many different industries and at various stages in the development of a
company,  all of  which  will  make the task of  comparative  investigation  and
analysis of such business opportunities extremely difficult and complex.

                                       12
<PAGE>

RISK FACTORS

Much of the information  included in this registration  statement includes or is
based upon estimates,  projections or other "forward looking  statements".  Such
forward looking  statements  include any projections or estimates made by us and
our  management  in  connection  with  our  business  operations.   While  these
forward-looking  statements,  and any assumptions upon which they are based, are
made in good faith and reflect our current judgement  regarding the direction of
our business, actual results will almost always vary, sometimes materially, from
any estimates, predictions, projections, assumptions or other future performance
suggested  herein.  Such  estimates,   projections  or  other  "forward  looking
statements"  involve  various  risks and  uncertainties  as outlined  below.  We
caution the reader that  important  factors in some cases have  affected and, in
the future,  could materially  affect actual results and cause actual results to
differ materially from the results expressed in any such estimates,  projections
or other "forward looking statements". Our shares of common stock are considered
speculative  during  our  search  for a new  business  opportunity.  Prospective
investors should consider carefully the risk factors set out below.

SCARCITY OF AND COMPETITION FOR BUSINESS OPPORTUNITIES AND COMBINATIONS

We are, and will continue to be, an insignificant  participant  amongst numerous
other companies seeking a suitable business opportunity or business combination.
A large number of established  and  well-financed  entities,  including  venture
capital firms, are actively seeking suitable business  opportunities or business
combinations which may also be desirable target candidates for us. Virtually all
such  entities  have  significantly   greater  financial  resources,   technical
expertise and managerial  capabilities  than we do. We are,  consequently,  at a
competitive  disadvantage in identifying  possible  business  opportunities  and
successfully  completing a business combination.  Moreover, we will also compete
with  numerous  other  small  public   companies   seeking   suitable   business
opportunities or business combinations.

GOVERNMENTAL REGULATION

To the best of our knowledge,  we are not currently  subject to direct  federal,
state  or  local  regulation  in  the  United  States,  other  than  regulations
applicable to businesses generally.

KEY PERSONNEL

Although  none of our present  officers or directors  are key to our  continuing
operations, we rely upon the continued service and performance of these officers
and directors,  and our future success depends on the retention of these people,
whose knowledge of our business and whose technical expertise would be difficult
to  replace.  At this  time,  none of our  officers  or  directors  are bound by
employment  agreements,  and as a result, any of them could leave with little or
no prior  notice.  If we are  unable  to hire and  retain  technical,  sales and
marketing and operational personnel, any business we acquire could be materially
adversely affected.  It is likely that we will have to hire a significant number
of  additional  personnel  in  the  future  if  we  identify  and  complete  the
acquisition  of  a  business  opportunity,  or  if  we  enter  into  a  business
combination.
Competition for qualified individuals is likely to be intense, and we may not be
able to attract,  assimilate, or retain additional highly qualified personnel in
the  future.  The  failure to  attract,  integrate,  motivate  and retain  these
employees could harm our business.



GOING CONCERN QUALIFICATION

There is substantial  doubt about our ability to continue as a going concern due
to the losses incurred since inception, our stockholders'  deficiency,  and lack
of revenues.  We anticipate  that we may require  financing from unrelated third
parties in order to continue seeking a suitable business opportunity or business
combination.  We  anticipate  that we will have  sufficient  capital to fund our
ongoing  operations  until  that  time.  However,  we may be  required  to raise
additional   financing  for  a  particular  business   combination  or  business
opportunity.  We would likely seek to secure any additional  financing necessary
through a private placement of our common stock. There can be no assurance that,
if required,  any such  financing  will be available  upon terms and  conditions
acceptable  to us, if at all. Our inability to obtain  additional  financing ina
sufficient  amount when needed and upon terms and  conditions  acceptable  to us

                                       13
<PAGE>

could have a materially  adverse  effect upon our  company.  Although we believe
that we have  funds  sufficient  to meet our  immediate  needs,  we may  require
further funds to finance the  development  of any business  opportunity  that we
acquire.  There  can be no  assurance  that  such  funds  will be  available  or
available on terms satisfactory to us. If additional funds are raised by issuing
equity securities, further dilution to existing or future shareholders is likely
to result.  If adequate funds are not available on acceptable terms when needed,
we may be required to delay,  scale back or  eliminate  the  development  of any
business  opportunity that we acquire.  Inadequate funding could also impair our
ability to compete in the  marketplace,  which may result in the  dissolution of
our company.

LIMITED OPERATING HISTORY

We have a  limited  operating  history  on  which to base an  evaluation  of our
business and prospects.  Our prospects must be considered in light of the risks,
uncertainties,  expenses and  difficulties  frequently  encountered by companies
seeking to acquire or establish a new business opportunity.  Some of these risks
and  uncertainties  relate to our ability to  identify,  secure and  complete an
acquisition of a suitable business  opportunity.  We cannot be sure that we will
be successful in addressing these risks and  uncertainties and our failure to do
so could  have a  materially  adverse  effect  on our  financial  condition.  In
addition,  our  operating  results are  dependent to a large degree upon factors
outside of our control.  There are no  assurances  that we will be successful in
addressing  these risks, and failure to do so may adversely affect our business.
It is unlikely that we will generate any or significant revenues while we seek a
suitable business opportunity or business  combination.  Our short and long-term
prospects  depend  upon our  ability to select  and  secure a suitable  business
opportunity or business  combination.  In order for us to make a profit, we will
need to  successfully  acquire a new business  opportunity  in order to generate
revenues in an amount  sufficient to cover any and all future costs and expenses
in connection with any such business opportunity.  Even if we become profitable,
we may not sustain or increase our profits on a quarterly or annual basis in the
future.  We  will,  in  all  likelihood,   sustain  operating  expenses  without
corresponding  revenues,  at least until we complete a business  combination  or
acquire a business  opportunity.  This may result in our company incurring a net
operating  loss which will  increase  continuously  until we complete a business
combination or acquire a business  opportunity  that can generate  revenues that
result in a net  profit to us.  There is no  assurance  that we will  identify a
suitable business opportunity or complete a business combination.

ABILITY TO GENERATE REVENUES IS UNCERTAIN

For the year ended  December  31,  2005,  we incurred a net loss of 211,868 from
continuing operations.  We do not anticipate generating any significant revenues
until we acquire a business opportunity or complete a business  combination.  We
also have an  accumulated  deficit of $361,741 as at December 31,  2005,  plus a
deficit of $346,250  accumulated  during the  development  stage to December 31,
2005.  At this time,  our ability to generate  any  revenues is  uncertain.  The
auditor's  report on our  December  31, 2005  financial  statements  contains an
additional  explanatory paragraph which identifies issues that raise substantial
doubt about our ability to continue as a going concern. The financial statements
do not  include  any  adjustment  that  might  result  from the  outcome of this
uncertainty.

SPECULATIVE NATURE OF OUR PROPOSED OPERATIONS

The success of our proposed  plan of operation  will depend to a great extent on
the operations,  financial  condition and management of any identified  business
opportunity.  While  management  intends to seek business  opportunities  and/or
business  combinations with entities which have established operating histories,
there is no assurance that we will  successfully  locate business  opportunities
meeting such criteria.  In the event that we complete a business  combination or
otherwise acquire a business  opportunity,  the success of our operations may be
dependent  upon  management  of the  successor  firm or  venture  partner  firm,
together with a number of other factors beyond our control.

                                       14
<PAGE>

NO AGREEMENT  FOR BUSINESS  COMBINATION  OR OTHER  TRANSACTION/NO  STANDARDS FOR
BUSINESS COMBINATION

We have no  agreement  with  respect  to  acquiring  a business  opportunity  or
engaging  in a business  combination  with any private  entity.  There can be no
assurance  that we will  successfully  identify and evaluate  suitable  business
opportunities or conclude a business combination.  There is no assurance that we
will be  able to  negotiate  the  acquisition  of a  business  opportunity  or a
business  combination  on  terms  favorable  to us.  We have not  established  a
specific length of operating  history or a specified level of earnings,  assets,
net worth or other criteria which we will require a target business  opportunity
to have achieved, and without which we would not consider a business combination
in any form with such  business  opportunity.  Accordingly,  we may enter into a
business combination with a business opportunity having no significant operating
history, losses, limited or no potential for earnings,  limited assets, negative
net worth or other negative characteristics.

CONTINUED MANAGEMENT CONTROL/LIMITED TIME AVAILABILITY

We are  dependent  upon  management's  personal  abilities to evaluate  business
opportunities  that may be presented in the future.  While  seeking to acquire a
business opportunity, management anticipates devoting up to 50% of their time to
our business.  Management may or may not have prior  experience in the technical
aspects  of the  industry  or the  business  within  that  industry  that may be
acquired.  Our officers have not entered into written employment agreements with
us with respect to our proposed  plan of operation and are not expected to do so
in the  foreseeable  future.  We have not obtained key man life insurance on our
officers or our directors.  Notwithstanding  the combined limited experience and
time commitment of management,  loss of the services of any of these individuals
would  adversely  affect  development  of our  business  and our  likelihood  of
continuing operations.

LACK OF MARKET RESEARCH OR MARKETING ORGANIZATION

We have not conducted or received  results of market  research  indicating  that
there is a demand for the  acquisition  of a business  opportunity  or  business
combination  as  contemplated  by our  company.  Even if there is demand for the
acquisition of a business  opportunity or combination as contemplated,  there is
no assurance we will successfully complete such an acquisition or combination.

LACK OF DIVERSIFICATION

In all likelihood, our proposed operations,  even if successful, may result in a
business  combination  with  only  one  entity.   Consequently,   the  resulting
activities will be limited to that entity's business. Our inability to diversify
our  activities  into a number of areas may subject us to economic  fluctuations
within  a  particular  business  or  industry,   thereby  increasing  the  risks
associated with our operations.

REGULATION

Although we will be subject to regulation  under the SECURITIES  EXCHANGE ACT OF
1934,  management  believes that we will not be subject to regulation  under the
INVESTMENT  COMPANY  ACT OF  1940,  insofar  as we will  not be  engaged  in the
business of investing or trading in  securities.  In the event that we engage in
business combinations which result in us holding passive investment interests in
a number of entities,  we could be subject to  regulation  under the  INVESTMENT
COMPANY  ACT OF 1940,  meaning  that we  would be  required  to  register  as an
investment  company and could be expected to incur significant  registration and
compliance costs. We have obtained no formal  determination  from the Securities
and Exchange  Commission  as to the status of our company  under the  INVESTMENT
COMPANY ACT OF 1940 and,  consequently,  any violation of such act would subject
us to material adverse consequences.

PROBABLE CHANGE IN CONTROL AND MANAGEMENT

A business  combination or acquisition of a business  opportunity  involving the
issuance  of  our  shares  of  common  stock  may  result  in  new  or  incoming
shareholders  obtaining a controlling interest in our company. Any such business
combination or acquisition of a business  opportunity may require  management of

                                       15
<PAGE>

our company to sell or transfer  all or a portion of our common  stock that they
hold or resign as members of our board of directors. The resulting change in our
control  could  result in removal  of one or more of our  present  officers  and
directors,   and  a   corresponding   reduction  in  or   elimination  of  their
participation in the future affairs of our company.

REDUCTION OF PERCENTAGE SHARE OWNERSHIP FOLLOWING BUSINESS COMBINATION

Our  primary  plan of  operation  is based  upon the  acquisition  of a business
opportunity or a business  combination  with a private  concern,  which,  in all
likelihood, would result in us issuing shares of common stock to shareholders of
such private company.  Issuing previously  authorized and unissued shares of our
common  stock will reduce the  percentage  of common  stock owned by present and
prospective  shareholders  and may  result  in a change  in our  control  and/or
management.

TAXATION

United States and, if applicable,  international  tax consequences  will, in all
likelihood,  be major  considerations in any business acquisition or combination
we may undertake.  Typically,  these transactions may be structured to result in
tax-free treatment  pursuant to various United States tax provisions.  We intend
to structure any business  combination so as to minimize the tax consequences to
both our company,  our  management,  our  principal  shareholder  and the target
entity.  Management  cannot  ensure  that a business  combination  will meet the
statutory requirements for a tax-free  reorganization,  or that the parties will
obtain the intended  tax-free  treatment upon a transfer of shares of our common
stock or assets. A non-qualifying  reorganization could result in the imposition
of taxes, which may have an adverse effect on both parties to the transaction.

REQUIREMENT OF AUDITED FINANCIAL STATEMENTS MAY DISQUALIFY BUSINESS OPPORTUNITY

Management  believes that any potential  business  opportunity or target company
should provide audited financial statements for review and for the protection of
all parties to the business acquisition or combination,  although management may
waive this  requirement in  appropriate  circumstances.  One or more  attractive
business  opportunities  may forego a business  combination  with us rather than
incur the expenses associated with preparing audited financial statements.

UNCERTAIN ABILITY TO MANAGE GROWTH

Our  ability to achieve any planned  growth upon the  acquisition  of a suitable
business  opportunity or business combination will be dependent upon a number of
factors including, but not limited to, our ability to hire, train and assimilate
management and other employees and the adequacy of our financial  resources.  In
addition,  there can be no assurance that we will be able to manage successfully
any business opportunity or business combination.  Failure to manage anticipated
growth effectively and efficiently could have a materially adverse effect on our
business.

"PENNY STOCK" RULES MAY RESTRICT THE MARKET FOR THE COMPANY'S SHARES

Our shares of common stock are subject to rules  promulgated  by the  Securities
and Exchange  Commission  relating to "penny  stocks,"  which apply to companies
whose  shares  are not  traded on a  national  stock  exchange  or on the NASDAQ
system,  trade at less than $5.00 per share,  or who do not meet  certain  other
financial  requirements  specified by the  Securities  and Exchange  Commission.
These  rules  require  brokers  who sell  "penny  stocks" to persons  other than
established   customers  and   "accredited   investors"   to  complete   certain
documentation,  make suitability  inquiries of investors,  and provide investors
with  certain  information  concerning  the risks of  trading  in the such penny
stocks.  These rules may  discourage  or restrict the ability of brokers to sell
our shares of common stock and may affect the secondary market for our shares of
common  stock.  These  rules could also hamper our ability to raise funds in the
primary market for our shares of common stock.

                                       16
<PAGE>

POSSIBLE VOLATILITY OF SHARE PRICES

Our shares of common stock are currently publicly traded on the Over-the-Counter
Bulletin Board service of the National  Association of Securities Dealers,  Inc.
The  trading  price of our  shares of  common  stock  has been  subject  to wide
fluctuations.  Trading  prices of our shares of common  stock may  fluctuate  in
response to a number of factors,  many of which will be beyond our control.  The
stock market has generally  experienced  extreme  price and volume  fluctuations
that have often been unrelated or disproportionate to the operating  performance
of companies with no current business operation.  There can be no assurance that
trading prices and price earnings ratios previously experienced by our shares of
common  stock will be matched or  maintained.  These broad  market and  industry
factors may  adversely  affect the market  price of our shares of common  stock,
regardless  of our  operating  performance.  In the past,  following  periods of
volatility   in  the  market  price  of  a  company's   securities,   securities
class-action  litigation  has  often  been  instituted.   Such  litigation,   if
instituted,  could  result  in  substantial  costs  for  us and a  diversion  of
management's attention and resources.

INDEMNIFICATION OF DIRECTORS, OFFICERS AND OTHERS

Our  by-laws  contain  provisions  with  respect to the  indemnification  of our
officers and  directors  against all expenses  (including,  without  limitation,
attorneys' fees, judgments,  fines, settlements,  and other amounts actually and
reasonably  incurred in connection with any proceeding  arising by reason of the
fact that the person is one of our officers or directors) incurred by an officer
or director in defending any such proceeding to the maximum extent  permitted by
Nevada  law.  Insofar  as  indemnification  for  liabilities  arising  under the
SECURITIES ACT OF 1933 may be permitted to directors,  officers and  controlling
persons of our company under Nevada law or  otherwise,  we have been advised the
opinion of the Securities and Exchange  Commission is that such  indemnification
is against  public  policy as  expressed in the  SECURITIES  ACT OF 1933 and is,
therefore, unenforceable.

FUTURE DILUTION

Our constating  documents  authorize the issuance of 25,000,000 shares of common
stock,  each with a par value of $0.001  In the event  that we are  required  to
issue any additional shares or enter into  privateplacements  to raise financing
through the sale of equity securities,  investors' interests in our company will
be diluted and investors  may suffer  dilution in their net book value per share
depending on the price at which such  securities  are sold. If we issue any such
additional   shares,   such  issuances  also  will  cause  a  reduction  in  the
proportionate ownership and voting power of all other shareholders. Further, any
such issuance may result in a change in our control.

ANTI-TAKEOVER PROVISIONS

We do not  currently  have  a  shareholder  rights  plan  or  any  anti-takeover
provisions in our By-laws.  Without any  anti-takeover  provisions,  there is no
deterrent  for a take-over of our  company,  which may result in a change in our
management and directors.

REPORTS TO SECURITY HOLDERS

Under the  securities  laws of Nevada,  we are not required to deliver an annual
report  to our  shareholders  but we  intend  to send an  annual  report  to our
shareholders.

                                       17

<PAGE>


                                     ITEM 2.

DESCRIPTION OF PROPERTY.

Our  principal  executive  office is located at 4181  Norfolk  Avenue,  Burnaby,
British  Columbia.  We occupy these  premises on a  proportional  cost basis for
office rent and administration services and expenses, on a month-to-month basis.


                                     ITEM 3.

LEGAL PROCEEDINGS.

We know of no material,  active or pending legal proceedings against us, nor are
we involved as a plaintiff in any material proceedings or pending litigation.

There are no proceedings in which any of our directors,  officers or affiliates,
or any  registered  or  beneficial  shareholders  are an adverse  party or has a
material interest adverse to us.


                                     ITEM 4.

SUBMISSIONS OF MATTERS TO A VOTE OF SECURITY HOLDERS.

On June 25, 2002, we filed a Schedule 14A Proxy  Statement  with the  Securities
and  Exchange  Commission  in  regards to the sale of  substantially  all of our
assets.  We held a Special Meeting of our shareholders on July 13, 2002, to vote
on two resolutions: the sale of substantially all of the assets of the Company's
data  collection  business and for any other  business  that may come before the
meeting. We had 7,996,481 shares outstanding.  The votes registered in person or
proxies were 4,960,190 or 62% of the  outstanding  shares.  A quorum was reached
and voting on the issues occurred.  Item #1 To approve the sale of substantially
all of our assets  that  related  directly to the  business of creating  vehicle
window labels,  collecting and  disseminating  unique vehicle  description data.
Votes for this resolution were 4,268,500 or 86% of the represented shares. Votes
against this resolution were 691,690 or 14% of the  represented  shares.  It was
therefore  approved by the shareholders to sell the assets to Trader Publishing.
Item #2 Put forth for shareholder vote to transact such business as may properly
come before the Special  Meeting and any  postponement  or adjournment  thereof,
there  were no  further  items  brought  forth  for  vote  and the  meeting  was
adjourned.

On July 29, 2002, our company filed a Tender Offer Statement,  as amended,  with
the Securities and Exchange Commission wherein we offered to purchase all of the
outstanding shares of our common stock, together with the associated rights, for
$0.14 net per share in cash.  The  Offer  expired  August  29,  2002.  Effective
September  22,  2002,  5,595,869  shares of our common  stock were  returned  to
treasury, representing approximately 76% of the outstanding shares of our common
stock.

There were no matters  submitted  to a vote of the security  holders  during the
fiscal year ended December 31, 2003.

The Company filed a Definitive Information  Statement,  Schedule 14C Information
Statement on February 5, 2004,  with the Securities  and Exchange  Commission in
connection with the proposed combination (reverse-split) of the Company's common
stock  on  a  1-for-15  basis.  A  resolution  authorizing  the  proposed  stock
combination was consented and approved to in writing by the holders of more than
51 percent of our outstanding  common stock.  Accordingly,  it was not necessary
for the  Company  to call a special  meeting of  stockholders  to  consider  the
proposed stock  combination.  The effective date for the reverse split was March
4, 2004.

The Company filed a Definitive 14C Information Statement on March 18, 2005, with
the Securities and Exchange  Commission in connection with its proposed issuance
of 31,000,000  shares to acquire WEC, a private British  Columbia  company,  and
certain  proposed  amendments to its Articles of  Incorporation  increasing  its
authorized capital to 100,000,000 shares and changing the name of the Company to
WorldStar Energy, Corp. The transaction was not completed.

                                       18

<PAGE>


                                     PART II


ITEM 5.  MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS.

Our  common  stock  is  quoted  on the  OTC  Bulletin  Board  under  the  symbol
"WSTR"(formerly "AUOM", and "AUTM"). Our common stock began quotation on the OTC
Bulletin Board on March 1, 2000. The following  quotations  reflect the high and
low bids for our common stock (before price adjustment for 15 to 1 reverse split
in Q1 of 2004) based on inter-dealer prices,  without retail mark-up,  mark-down
or commission and may not represent actual transactions. The high and low prices
of our common stock (obtained from Canada  Stockwatch and Yahoo Finance) for the
periods indicated below are as follows:


         -------------------------------- ----------------- -----------------
                      QUARTER ENDED             HIGH                 LOW

         -------------------------------- ----------------- -----------------
         March 31, 2003                         n/a                  n/a
         -------------------------------- ----------------- -----------------
         June 30, 2003                          n/a                  n/a
         -------------------------------- ----------------- -----------------
         September 30, 2003                    $0.12                $0.05
         -------------------------------- ----------------- -----------------
         December 31, 2003                     $0.16                $0.06
         -------------------------------- ----------------- -----------------
         March 31, 2004                        $6.75                $5.00
         -------------------------------- ----------------- -----------------
         June 30, 2004                         $6.30                $1.65
         -------------------------------- ----------------- -----------------
         September 30, 2004                    $6.25                $3.25
         -------------------------------- ----------------- -----------------
         December 31, 2004                     $9.00                $5.15
         -------------------------------- ----------------- -----------------
         December 31, 2005                     $20.00               $3.00
         -------------------------------- ----------------- -----------------

Our  shares  of common  stock  are  issued in  registered  form.  Pacific  Stock
Transfer,  500 E.  Warm  Springs  Road,  Suite  240,  Las  Vegas,  Nevada  89120
(Telephone  702.361.3033,  facsimile 702.433.1979) is the registrar and transfer
agent for our shares of common stock.

As of December 31, 2004, we had 177,084 shares of common stock outstanding (post
reverse split) and  approximately  100  stockholders  of record.  This number of
stockholders  does not include  stockholders  who hold our  securities in street
name.


DIVIDEND POLICY

We have not declared or paid any cash dividends  since  inception.  We intend to
retain  future  earnings,  if any, for use in the operation and expansion of our
business and do not intend to pay any cash dividends in the foreseeable future.

Although  there are no  restrictions  that limit our ability to pay dividends on
our shares of common stock,  we intend to retain future  earnings for use in our
operations and the expansion of our business.

RECENT SALES OF UNREGISTERED SECURITIES

The Company did not issue any shares during the year ended December 31, 2005.

Arrangements  for the  Company  to issue  shares  to  satisfy  subscriptions  of
European investors in WEC have commenced on a registration  exempt basis instead
of  the  shareholder  approved  merger  basis  proposed  in the  share  exchange
agreement.   Upon  completion  of  the  settlement  arrangements  with  the  WEC
shareholders,  assuming  all  WEC  shareholders  elect  to  participate  in  the
exchange, the Company expects to issue an additional 1.8 million shares.

                                       19
<PAGE>

                                     ITEM 6.

MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION.

The  following  discussion  should  be read in  conjunction  with our  financial
statements and the related notes that appear elsewhere in this annual report.

The following  discussion contains  forward-looking  statements that reflect our
plans,  estimates and beliefs.  Our actual results could differ  materially from
those discussed in the forward looking  statements.  Factors that could cause or
contribute to such differences  include, but are not limited to, those discussed
below and elsewhere in this annual report,  particularly in the section entitled
"Risk Factors" found under "Item 1. Description of Business".



GENERAL

We did not have an operating  business  during the year ended December 31, 2004.
On January 26, 2005, the Company entered into the Agreement with WEC referred to
earlier in this document.

RESULTS OF  OPERATIONS  FISCAL YEAR ENDED  DECEMBER 31, 2005  COMPARED TO FISCAL
YEAR ENDED DECEMBER 31, 2004

We incurred a net loss of ($211,868)  from  operations for the fiscal year ended
December  31,  2005  compared  to a net loss of  ($134,382)  for the year  ended
December 31, 2004. The net loss from  continuing  operations is due primarily to
costs  associated  with actively  seeking an acquisition of a suitable  business
opportunity and  investigating  the proposed  transaction  with WEC that was not
completed.  We have  generated a  cumulative  loss since  inception  of $707,991
($346,250 during the development stage). Due to our continued losses and lack of
revenues  there is  substantial  doubt  about our ability to continue as a going
concern.

During 2004, we did incur costs of $94,786  relating to the  investigation  of a
methanol plant project in Indonesia, the project that was being acquired through
the share exchange with WEC. As the transaction  was not completed,  those costs
were charged to operations in 2005.

LACK OF REVENUES

At this time,  our ability to generate any revenues  continues to be  uncertain.
The auditor's report on our December 31, 2005,  financial statements contains an
additional  explanatory paragraph which identifies issues that raise substantial
doubt about our ability to continue as a going concern. The financial statements
do not  include  any  adjustment  that  might  result  from the  outcome of this
uncertainty.

EXPENSES

At this time,  the company  anticipates  general  administrative  and operations
expenses for the year ended December 31st, 2004 to be approximately $100,000. We
will be dependent  upon  proceeds from the sale of our  securities  for the near
future. Once we locate a suitable business opportunity or business  combination,
we may seek to obtain  equity  and/or  debt  financing  from  third  parties  to
facilitate  and complete the  acquisition  of such a business  opportunity  or a
suitable business  combination.  We may also issue shares of our common stock as
consideration  for the  acquisition  of a  suitable  business  opportunity  or a
suitable business combination.

                                       20
<PAGE>


LIQUIDITY AND CAPITAL RESOURCES

These  financial  statements have been prepared on the basis of a going concern,
which contemplates the realization of assets and the satisfaction of liabilities
in the normal course of business.  Our company has suffered recurring losses and
has not generated profitable operations since inception.  The continuance of our
company as a going  concern  is  dependent  on  obtaining  financing  from third
parties.  We are  currently  relying on our existing  cash  reserves to fund our
continuing operating expenses and to fund the identification and evaluation of a
suitable business opportunity or business  combination.  As of December 31, 2005
and December  31,  2004,  our cash and cash  equivalent  balances  were $Nil and
$2,100 respectively.  We anticipate that we will require additional financing in
order  to  continue  seeking  a  suitable   business   opportunity  or  business
combination.  We would likely seek to secure any additional  financing necessary
through a private placement of our shares of common stock.


PLAN OF OPERATION FOR THE 12 MONTHS ENDING DECEMBER 31, 2006

We will continue to seek a new business opportunity or business combination over
the 12 month period ending  December 31, 2006.  Once a business  opportunity  or
business  combination has been identified,  we will investigate and evaluate the
business opportunity or business combination.  Should our company wish to pursue
any  specific  business  opportunity  or business  combination,  we will have to
comply with all applicable  corporate and  securities  laws in order to complete
the acquisition of or merger with any such business opportunity.

CASH REQUIREMENTS

There is substantial  doubt about our ability to continue as a going concern due
to the losses incurred since inception, our stockholders'  deficiency,  and lack
of revenues.  We anticipate  that we may require  financing from unrelated third
parties in order to continue seeking a suitable business opportunity or business
combination.  We  anticipate  that we will have  sufficient  capital to fund our
ongoing  operations  until  that  time.  However,  we may be  required  to raise
additional   financing  for  a  particular  business   combination  or  business
opportunity.  We would likely seek to secure any additional  financing necessary
through a private placement of our common stock.

PRODUCT RESEARCH AND DEVELOPMENT

We do not anticipate that it will expend any significant  monies on research and
development over the next twelve months.


PURCHASE OF SIGNIFICANT EQUIPMENT

We do not intent to purchase  any  significant  equipment  through  December 31,
2005.


EMPLOYEES

Over the twelve  months  ending  December 31, 2006, we anticipate an increase in
the  number  of  employees  we  retain  only if we  identify  and  complete  the
acquisition of a business opportunity or enter into a business combination. Such
an increase on the number of employees  may  significantly  increase our monthly
burn rate and such  increase in the monthly  burn rate  depends on the number of
employees we ultimately retain, if any

NEW ACCOUNTING PRONOUNCEMENTS

The following accounting pronouncements have been introduced since the filing of
the Company's Form 10K filed in May, 2005:

                                       21
<PAGE>




     a)   In March 2005,  the Emerging  Issue Task Force issued EITF Issue 04-6,
          "Accounting  for Stripping  Costs in the Mining  Industry ("EITF Issue
          04-6"),  stating that post-production  stripping costs are a component
          of mineral  inventory  costs subject to the provisions of the American
          Institute of Certified Public Accountants Accounting Research Bulletin
          No.43,  "Restatement  and Revision of Accounting  Research  Bulletins,
          Chapter  4,  "Inventory  Pricing",  ("ARB  No.43").  Based  upon  this
          statement,  post production stripping costs are considered as costs of
          the extracted  minerals under a full absorption costing system and are
          recognized  as a component of inventory to be  recognized  in costs of
          coal  sales in the same  period  as the  revenue  from the sale of the
          inventory.  In  addition,   capitalization  of  such  costs  would  be
          appropriate  only  to the  extent  inventory  exists  at the  end of a
          reporting  period.  The  provisions  will be effective  for  financial
          statements  issued  for the first  reporting  period  in fiscal  years
          beginning after December 15, 2005, with early adoption permitted.  The
          Company has  determined  that the adoption of EITF Issue 04-6 does not
          have an impact on its  results of  operations  or  financial  position
          since the  Company is still in the  exploration  stage and has not yet
          realized any revenues from its operations.

     b)   In March  2005,  the FASB  issued  Interpretation  No.  47 ("FIN  47")
          "Accounting  for  Conditional  Asset  Retirement   Obligations  --  an
          interpretation  of  FASB  Statement  No.  143".  A  conditional  asset
          retirement obligation refers to a legal obligation to perform an asset
          retirement  activity in which the timing and (or) method of settlement
          are  conditional  on a future  event that may or may not be within the
          control of the entity.  The obligation to perform the asset retirement
          activity is  unconditional  even though  uncertainty  exists about the
          timing and (or) method of settlement. Thus, the timing and (or) method
          of settlement may be conditional on a future event. FIN 47 requires an
          entity to  recognize a liability  for the fair value of a  conditional
          asset retirement  obligation if the fair value of the liability can be
          reasonably  estimated.  FIN 47 is  effective  no later than the end of
          fiscal years ending after  December 15, 2005  (December 31, 2005,  for
          calendar-year  enterprises).  Retrospective  application  for  interim
          financial  information  is permitted but is not required.  The Company
          does not have any conditional asset retirement obligations.

     c)   The following  standards  issued by the FASB do not impact the Company
          at this time:

          SFAS No. 151, "Inventory Costs--an amendment of ARB No. 43, Chapter 4"
          effective for inventory  costs incurred  during fiscal years beginning
          after June 15, 2005.

          SFAS No. 153,  "Exchanges of Nonmonetary  Assets--an  amendment of APB
          Opinion No. 29" effective for nonmonetary asset exchanges occurring in
          fiscal years beginning after June 15, 2005.

The  adoption of these new  pronouncements  are not  expected to have a material
effect on our financial position or results of operations.

                                       22
<PAGE>


                                     ITEM 7.

FINANCIAL STATEMENTS.

Our  financial  statements  are stated in United  States  Dollars  (US$) and are
prepared  in  conformity  with  United  States  Generally  Accepted   Accounting
Principles.





                             WORLDSTAR ENERGY, CORP.
                          (FORMERLY AUTEO MEDIA, INC.)
                          (A DEVELOPMENT STAGE COMPANY)

                              FINANCIAL STATEMENTS
                      (EXPRESSED IN UNITED STATES DOLLARS)

                                DECEMBER 31, 2005

                                       23

<PAGE>


             REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM



The Board of Directors and Shareholders
Worldstar Energy, Corp. (formerly Auteo Media Inc.)
(A Development Stage Company):


We have  audited the  accompanying  balance  sheet of  Worldstar  Energy,  Corp.
(formerly  Auteo Media Inc.) (A  Development  Stage  Company) as of December 31,
2005,  and the related  statements of operations,  stockholders'  deficiency and
cash  flows for the year then  ended and for the period  from  inception  of the
development  stage on January 1, 2004 to  December  31,  2005.  These  financial
statements   are  the   responsibility   of  the   Company's   management.   Our
responsibility  is to express an opinion on these financial  statements based on
our audit. We did not audit the Company's financial statements as of and for the
year ended  December 31,  2004,  and the  cumulative  data from January 1, 2004,
inception of the  development  stage,  to December 31, 2004 in the statements of
operations,  shareholders'  deficiency  which were  audited  by another  firm of
auditors  whose  report  dated April 8, 2005,  which  expressed  an  unqualified
opinion,  has been  furnished to us. Our  opinion,  insofar as it related to the
amounts included for cumulative data from inception of the development  stage on
January 1, 2004 to December 31, 2004, is based solely on the report of the other
auditor.

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

In our opinion,  the financial  statements  referred to above present fairly, in
all  material  respects,  the  financial  position of  WorldStar  Energy,  Corp.
(formerly  Auteo Media Inc.) (A  Development  Stage  Company) as of December 31,
2005,  and the  results of its  operations  and its cash flows for the year then
ended,  and for the period from January 1, 2004,  inception  of the  development
stage, to December 31, 2005 in conformity with accounting  principles  generally
accepted in the United States of America.

The  accompanying  financial  statements  have been  prepared  assuming that the
Company  will  continue  as a  going  concern.  As  discussed  in  Note 1 to the
financial  statements,  the Company has suffered  recurring  losses and net cash
outflows from operations since inception.  These factors raise substantial doubt
about the Company's ability to continue as a going concern. Management's plan in
regard to this matter is also  discussed in Note 1. The financial  statements do
not  include  any  adjustments  that  might  result  from  the  outcome  of this
uncertainty.




                                             /s/ TELFORD SADOVNICK, P.L.L.C.
                                                 Certified Public Accountants

May 12, 2006
Bellingham, Washington

                                       24
<PAGE>


             REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM


To the Board of Directors and Stockholders
WorldStar Energy Corp. formerly Auteo Media, Inc.
(A Development Stage Company)
Burnaby, British Columbia, CANADA

We have  audited  the  accompanying  balance  sheet of  WorldStar  Energy  Corp.
formerly  Auteo Media,  Inc. (A  Development  Stage  Company) as of December 31,
2004, and the related  statements of operations,  cash flows and  (deficiency in
assets)  stockholders'  equity  for  the  year  ended  December  31,  2004,  and
cumulative from January 1, 2004 (new business start) to December 31, 2004. These
financial  statements are the  responsibility of the Company's  management.  Our
responsibility  is to express an opinion on these financial  statements based on
our audit.

We conducted  our audit in accordance  with the standards of the Public  Company
Accounting Oversight Board (United States). Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements  are free of material  misstatement.  The Company is not  required to
have,  nor were we engaged to perform,  an audit of its  internal  control  over
financial reporting.  Our audit included  consideration of internal control over
financial  reporting  as  a  basis  for  designing  audit  procedures  that  are
appropriate  in the  circumstances,  but not for the  purpose of  expressing  an
opinion on the  effectiveness  of the Company's  internal control over financial
reporting.  Accordingly,  we express  no such  opinion.  An audit also  includes
examining,  on a test basis,  evidence supporting the amounts and disclosures in
the  financial  statements.  An audit also  includes  assessing  the  accounting
principles  used  and  significant  estimates  made  by  management,  as well as
evaluating the overall  financial  statement  presentation.  We believe that our
audit provides a reasonable basis for our opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all material respects, the financial position of WorldStar Energy Corp. formerly
Auteo Media, Inc. (A Development Stage Company) as of December 31, 2004, and the
results  of their  operations  and their  cash  flows for the year then ended in
conformity with U.S. generally accepted accounting principles.

The  accompanying  financial  statements  have been  prepared  assuming that the
Company  will  continue  as a  going  concern.  As  discussed  in  Note 1 to the
financial statements,  the Company is a development stage company, has continued
to incur operating losses, has used, rather than provided,  cash from operations
and has an accumulated  deficit of $496,123.  These factors,  and others,  raise
substantial  doubt about the Company's  ability to continue as a going  concern.
The ability of the Company to continue  operations  is subject to its ability to
secure  additional  capital  to meet  its  obligations  and to fund  operations.
Management's  plans in regard to these  matters are also  described in Note 1 to
the  financial   statements.   The  financial  statements  do  not  include  any
adjustments that might result from the outcome of this uncertainty.

                                             /s/ Dohan and Company, CPA's, P;A;

April 8, 2005

                                       25

<PAGE>
<TABLE>
<CAPTION>


WORLDSTAR ENERGY, CORP.
(Formerly Auteo Media, Inc.)
(A Development Stage Company)
BALANCE SHEET
(Expressed in United States Dollars)
AS AT DECEMBER 31

=============================================================================================================================

                                                                                                     2005              2004
------------------------------------------------------------------------------------------- ----------------- --------------



<S>                                                                                         <C>               <C>
ASSETS

CURRENT ASSETS
    Cash and cash equivalents                                                               $          -      $       2,100


DEFERRED ACQUISITION COSTS                                                                             -             94,786
                                                                                            -------------     -------------

TOTAL ASSETS                                                                                $        -        $      96,886
=============================================================================================================================

LIABILITIES AND SHAREHOLDERS' DEFICIENCY

CURRENT LIABILITIES
    Accounts payable and accrued liabilities                                                $     146,921     $     108,913
    Due to related parties                                                                        121,875            44,901
                                                                                            -------------     -------------

Total current liabilities                                                                         268,796           153,814
                                                                                            -------------     -------------

SHAREHOLDERS' DEFICIENCY
    Capital stock
       Authorized - 100,000,000 common shares, par value $0.001
       Issued - 177,084  common shares as of December 31, 2005 and 2004                               177               177
    Additional paid-in capital                                                                    433,809           433,809
    Accumulated other comprehensive income                                                          5,209             5,209
    Deficit previously accumulated                                                               (361,741)         (361,741)
    Deficit accumulated during the development stage                                             (346,250)         (134,382)
                                                                                            --------------    --------------

                                                                                                 (268,796)          (56,928)
                                                                                            --------------    --------------

TOTAL LIABILITIES AND SHAREHOLDERS' DEFICIENCY                                              $        -        $      96,886
=============================================================================================================================

</TABLE>

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

                                       26
<PAGE>
<TABLE>
<CAPTION>

WORLDSTAR ENERGY, CORP.
(Formerly Auteo Media, Inc.)
(A Development Stage Company)
STATEMENT OF OPERATIONS
(Expressed in United States dollars)


=================================================================================================================================
                                                                                                                      Cumulative
                                                                                                                  from inception
                                                                                                                  of development
                                                                                                                  stage (January
                                                                                    Year Ended       Year Ended      1, 2004) to
                                                                                  December 31,     December 31,     December 31,
                                                                                          2005             2004             2005
--------------------------------------------- --------------- ---------------- ---------------- ---------------- ----------------


<S>                                                                            <C>              <C>              <C>
EXPENSES
    Consulting and management fees                                             $        60,000  $        25,175  $        85,175
    Foreign exchange loss                                                                 -               3,275            3,275
    Investor communications                                                              3,161             -               3,161
    Office and administration                                                               80            2,207            2,287
    Professional fees                                                                   47,712           42,625           90,337
    Rent                                                                                 -                7,500            7,500
    Transfer agent and filing fees                                                       6,129            3,385            9,514
    Write-off of refundable deposits                                                        -            52,375           52,375
    Write-off of deferred acquisition costs                                             94,786               -            94,786
                                                                               ---------------  ---------------  ---------------


LOSS BEFORE INTEREST INCOME                                                           (211,868)        (136,542)        (348,410)

Interest income                                                                             -             2,160            2,160
                                                                               ---------------  ---------------  ---------------


NET LOSS                                                                       $      (211,868) $      (134,382) $      (346,250)
=================================================================================================================================

BASIC AND DILUTED NET LOSS PER COMMON SHARE                                    $        (1.20)  $        (0.76)
=================================================================================================================================


BASIC AND DILUTED  WEIGHTED  AVERAGE  NUMBER
OF COMMON SHARES OUTSTANDING                                                           177,084          177,084
=================================================================================================================================
</TABLE>

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

                                       27
<PAGE>
<TABLE>
<CAPTION>


WORLDSTAR ENERGY, CORP.
(Formerly Auteo Media, Inc.)
(A Development Stage Company) STATEMENT OF SHAREHOLDERS'  DEFICIENCY  (Expressed
in United States dollars)

=================================================================================================================================

                             Common Stock
                     -----------------------------
                                                                                                       Deficit
                                                                     Accumulated                   Accumulated
                             Number                    Additional          Other       Deficit      During the
                          of Shares                       Paid-in  Comprehensive    Previously     Development
                            Issued         Amount        Capital         Income    Accumulated          Stage          Total
-------------------- -------------- -------------- -------------- -------------- -------------- -------------- --------------

<S>                        <C>      <C>            <C>            <C>            <C>            <C>            <C>
Balance at
  December 31,
  2002                     116,750  $         117  $     394,619  $          -   $    (259,559) $          -   $     135,177
Shares issued for
debt settlement at
$0.75                       26,667             27         19,973             -              -              -          20,000
Shares issued for
debt settlement at
$0.60                        6,667              6          3,994             -              -              -           4,000
Shares issued for
debt settlement at
$0.45                       16,667             17          7,483             -              -              -           7,500
Shares issued for
debt settlement at
$0.75                        5,333              5          3,995             -              -              -           4,000
Shares issued for
debt settlement at
$0.75                        5,000              5          3,745             -              -              -           3,750
Net loss                        -              -              -              -        (102,182)            -        (102,182)
Foreign currency
  translation
  adjustment                    -              -              -           5,209             -              -           5,209
                     -------------- -------------- -------------- -------------- -------------- -------------- --------------

Balance at
  December 31,
  2003                     177,084            177        433,809          5,209       (361,741)            -          77,454

Net loss                        -              -              -              -              -        (134,382)      (134,382)
                     -------------- -------------- -------------- -------------- -------------- -------------- --------------

Balance at
  December 31,
  2004                     177,084            177        433,809          5,209       (361,741)      (134,382)       (56,928)

Net loss                        -              -              -              -              -        (211,868)      (211,868)
                     -------------- -------------- -------------- -------------- -------------- -------------- --------------

Balance at
  December 31,
  2005                     177,084  $         177  $     433,809  $       5,209  $    (361,741) $    (346,250) $    (268,796)
=================================================================================================================================
</TABLE>

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

                                       28
<PAGE>
<TABLE>
<CAPTION>


WORLDSTAR ENERGY, CORP.
(Formerly Auteo Media, Inc.)
(A  Development  Stage  Company)  STATEMENT OF CASH FLOWS  (Expressed  in United
States dollars)

=================================================================================================================================
                                                                                                                  Cumulative from
                                                                                                                 new inception of
                                                                                                                      development
                                                                                                                   stage (January
                                                                                     Year Ended     Year Ended        1, 2004) to
                                                                                   December 31,   December 31,  December 31, 2005
                                                                                           2005           2004
---------------------------------------------------------------------------------------------------------------------------------

<S>                                                                             <C>              <C>             <C>
CASH FLOW FROM (USED IN) OPERATING ACTIVITIES:
    Net loss                                                                    $      (211,868) $      (134,382 $     (346,250)
    Items not involving cash:
       Accrued interest on note receivable                                                 -              (2,160)        (2,160)
       Foreign exchange loss                                                               -               3,275          3,275
       Write-off of refundable deposit                                                     -              52,375         52,375
       Write-off of deferred costs                                                       94,786             -            94,786
       Expenses accrued by related party                                                 63,176           22,500         85,676
      Changes in non-cash operating working capital:
       Increase   in   accounts   payable   and                                                                7
                                                                                                               -
        accrued liabilities                                                              51,806           50,01         101,823
                                                                                ---------------  -------------- ---------------

    Net cash used in operating activities                                                (2,100)          (8,375)       (10,475)
                                                                                ---------------  -------------- ---------------

CASH FLOWS FROM FINANCING ACTIVITIES:
    Advances from related parties                                                            -            10,467         10,467
                                                                                ---------------  -------------- ---------------

INCREASE    (DECREASE)   IN   CASH   AND   CASH                                                                2
EQUIVALENTS                                                                              (2,100)           2,09              (8)

CASH AND CASH EQUIVALENTS, BEGINNING OF YEAR                                              2,100                8              8
                                                                                ---------------  -------------- ---------------

CASH AND CASH EQUIVALENTS, END OF YEAR                                          $          -     $         2,100$          -
=================================================================================================================================

CASH PAID FOR INCOME TAXES                                                      $            -   $            - $            -
CASH PAID FOR INTEREST                                                          $            -   $            - $            -
=================================================================================================================================

SUPPLEMENTAL  DISCLOSURE  WITH  RESPECT TO CASH
FLOWS:
    SETTLEMENT OF RELATED PARTY DEBT IN
    EXCHANGE FOR THE ASSIGNMENT OF NOTES
    RECEIVABLE AND RELATED ACCRUED INTEREST
    RECEIVABLE                                                                  $         -      $        59,764 $        59,764
    DEFERRED ACQUISITION COSTS INCLUDED IN
    ACCOUNTS PAYABLE                                                            $         -      $        94,786 $        94,786
    NOTES RECEIVABLE SETTLED FOR ACCOUNTS
    PAYABLE                                                                     $         -      $        29,245 $        29,245
    ACCOUNTS PAYABLE PAID BY RELATED PARTIES                                    $        13,798  $        22,401 $        36,199
=================================================================================================================================
</TABLE>


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

                                       29
<PAGE>


WORLDSTAR ENERGY, CORP.
(Formerly Auteo Media, Inc.)
(A Development Stage Company)
NOTES TO THE FINANCIAL STATEMENTS
YEAR ENDED DECEMBER 31, 2005
(Expressed in United States dollars)
================================================================================


NOTE 1.      NATURE AND CONTINUANCE OF OPERATIONS

BASIS OF PRESENTATION

WorldStar  Energy,  Corp.  (the  "Company")  (formerly  Auteo  Media,  Inc.) was
incorporated  in the State of  Nevada on  November  8, 1996 and  operated  as an
online and point-of-purchase  automotive communications and commerce company and
operated  under the trade  name  "Dealer  Specialties".  On April 1,  2005,  the
Company changed its name from Auteo Media,  Inc. to WorldStar  Energy,  Corp. On
July 15, 2002, the Company sold assets,  including  those  associated  with data
collection and labeling  through its Dealers  Specialties  franchise,  to Trader
Labeling,  LLC.  Commencing January 1, 2004, the Company was considered to be in
the development stage.

The Company's  current  operating  activities are its business  development  and
consulting  practices,  particularly in mergers and acquisitions,  however,  the
Company has not generated any revenues in the past two fiscal years. The Company
is pursuing new business opportunities.

GOING CONCERN

The Company  incurred  cumulative net losses of $346,250 (2004 - $134,382) since
the inception of the  development  stage.  Currently,  the Company does not have
significant cash or other material assets,  nor does it have a source of revenue
sufficient to cover its operating  costs.  These facts raise  substantial  doubt
about its ability to continue as a going  concern.  The  Company's  director has
committed to financing  operating costs of the Company as required  through debt
and/or equity financing.

Management  does not believe that it will be able to generate  revenues  without
finding and completing an acquisition of a suitable  business  opportunity.  The
ability of the Company to continue as a going  concern is  dependent on securing
funding or from the  acquisition  of a  business  opportunity.  These  financial
statements do not include any adjustments that might be necessary if the Company
is unable to continue as a going concern.


NOTE 2.      SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

These  financial  statements  have been  prepared in conformity  with  generally
accepted accounting  principles in the United States of America. The significant
accounting policies adopted by the Company are as follows:

USE OF ESTIMATES

The preparation of financial  statements in conformity  with generally  accepted
accounting  principles  in the United States of America  requires  management to
make estimates and  assumptions  that affect the reported  amounts of assets and
liabilities  and disclosure of contingent  assets and liabilities at the date of
the  financial  statements  and the  reported  amounts of revenues  and expenses
during the reporting period. Actual results could differ from those estimates.

CASH AND CASH EQUIVALENTS

Cash consists of cash on deposit with high quality major financial institutions,
and to date the Company has not experienced  losses on any of its balances.  For
purposes of the balance sheet and statement of cash flows, the Company considers
all highly liquid  instruments with maturity of three months or less at the time
of issuance to be cash  equivalents.  At December 31,  2005,  the Company had no
cash equivalents.

                                       30
<PAGE>

WORLDSTAR ENERGY, CORP.
(Formerly Auteo Media, Inc.)
(A Development Stage Company)
NOTES TO THE FINANCIAL STATEMENTS
YEAR ENDED DECEMBER 31, 2005
(Expressed in United States dollars)
================================================================================

DEFERRED ACQUISITION COSTS

Costs, such as legal,  accounting,  due diligence,  sponsorship and filing fees,
relating to potential business acquisitions are deferred and applied towards the
cost of the acquisition when completed. Such costs are expensed if the potential
acquisition is no longer considered viable by management.


IMPAIRMENT OF LONG-LIVED ASSETS

Long-lived assets to be held and used by the Company are continually reviewed to
determine  whether  any  events or changes in  circumstances  indicate  that the
carrying amount of the asset may not be recoverable. For long-lived assets to be
held and used, the Company bases its evaluation on such impairment indicators as
the  nature of the  assets,  the future  economic  benefit  of the  assets,  any
historical  or  future  profitability  measurements,  as well as other  external
market  conditions  or factors that may be present.  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.  For the
years presented,  the only long-lived  assets reported on the Company's  balance
sheet are deferred acquisition costs.

INCOME TAXES

The Company  follows the asset and  liability  method of  accounting  for income
taxes. Under this method,  current income taxes are recognized for the estimated
income taxes  payable for the current year.  Deferred  income taxes are provided
based on the  estimated  future tax  effects of  temporary  differences  between
financial  statement  carrying  amounts  of  assets  and  liabilities  and their
respective tax bases,  as well as the benefit of losses  available to be carried
forward to future years for tax purposes.

Deferred tax assets and  liabilities  are  measured  using the enacted tax rates
that are  expected  to apply  to  taxable  income  in the  years in which  those
temporary  differences  are expected to be recovered and settled.  The effect on
deferred tax assets and  liabilities  of a change in tax rates is  recognized in
operations in the period that includes the enactment date. A valuation allowance
is recorded  for  deferred  tax assets when it is more likely than not that such
future tax assets will not be realized.


FOREIGN CURRENCY

Effective  January 1, 2004, the Company  adopted the United States dollar 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  denominated in a foreign
currency  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 or
losses  arising on  translation  of foreign  currency  items are included in the
statement of operations.

NET LOSS PER SHARE

Basic net loss per share is computed by dividing  the net loss  attributable  to
common  stockholders by the weighted average number of common shares outstanding
during  the year.  Diluted  net loss per share is  computed  using the  weighted
average  number  of  common  shares  and   potentially   dilutive  common  stock
equivalents.  For the years presented,  the Company had no potentially  dilutive
instruments.

                                       31
<PAGE>

WORLDSTAR ENERGY, CORP.
(Formerly Auteo Media, Inc.)
(A Development Stage Company)
NOTES TO THE FINANCIAL STATEMENTS
YEAR ENDED DECEMBER 31, 2005
================================================================================


NOTE 2.      SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

COMPREHENSIVE LOSS

SFAS No. 130, "Reporting  Comprehensive  Income"  establishes  standards for the
reporting and display of comprehensive  loss and its components in the financial
statements.  As at December 31, 2005,  the Company has no items that represent a
comprehensive loss and, therefore,  has not included a schedule of comprehensive
loss in the financial statements.


NEW ACCOUNTING PRONOUNCEMENTS

The following accounting pronouncements have been introduced since the filing of
the Company's  Form 10K filed on May 19, 2005,  none of which have any impact on
the Company at this time:



d)   In March  2005,  the  Emerging  Issue Task Force  issued  EITF Issue  04-6,
     "Accounting  for Stripping Costs in the Mining Industry ("EITF Issue 04-6")
     effective for financial statements issued for the first reporting period in
     fiscal years beginning after December 15, 2005.

e)   In March 2005, the FASB issued Interpretation No. 47 ("FIN 47") "Accounting
     for Conditional  Asset Retirement  Obligations -- an interpretation of FASB
     Statement  No. 143"  effective no later than the end of fiscal years ending
     after December 15, 2005. :

f)   SFAS No. 151,  "Inventory  Costs--an  amendment  of ARB No. 43,  Chapter 4"
     effective for inventory  costs incurred during fiscal years beginning after
     June 15, 2005.

g)   SFAS No. 153, "Exchanges of Nonmonetary Assets--an amendment of APB Opinion
     No. 29" effective for nonmonetary asset exchanges occurring in fiscal years
     beginning after June 15, 2005.

                                       32
<PAGE>

WORLDSTAR ENERGY, CORP.
(Formerly Auteo Media, Inc.)
(A Development Stage Company)
NOTES TO THE FINANCIAL STATEMENTS
YEAR ENDED DECEMBER 31, 2005
================================================================================


NOTE 3.      NOTES RECEIVABLE

 On June 1, 2004, the counter party of a $50,000 unsecured note receivable,  who
 is a  consultant  to and a  director  of the  Company,  assumed  $34,821 of the
 secured note receivable. On June 15, 2004, this counter party, who at that date
 was responsible for the total amount of notes receivable  outstanding including
 related  interest,  assumed an amount of $59,764 owing to a former  director of
 the Company pursuant to an assignment agreement.  Immediately thereafter,  this
 counter party settled notes receivable,  including related interest, of $59,764
 in  exchange  for the  $59,764  previously  owed to a  former  director  of the
 Company.  The  remaining  notes  receivable  balance was  exchanged for certain
 expenses  paid by the  counter  party on behalf  of the  Company,  included  in
 accounts payable, in the amount of $29,245.


NOTE 4.      REFUNDABLE DEPOSITS

The Company had deposited  funds with an advisory  group in  contemplation  of a
business acquisition.  The monies were refundable until such time that the group
sourced a completed merger transaction.  The Company subsequently entered into a
separate transaction, and had written-off this balance as of December 31, 2004.


NOTE 5.      DEFERRED ACQUISITION COSTS

During  the  year  ended  December  31,  2004,  the  Company  incurred  costs in
connection  with  the  investigation  of  a  methanol   development  project  in
Indonesia.  Those costs  included fees paid to a consulting  engineer,  together
with fees accrued to a third party  consultant for preliminary  project planning
services.  These expenditures relate directly to the share exchange  transaction
(Note 12), and therefore,  the Company had deferred  these costs.  Subsequent to
December 31, 2005, a decision to suspend any further  investment  in the project
was made, therefore these costs were written-off to operations.

NOTE 6.      CAPITAL STOCK

The  authorized  common  stock of the  Company  consists of  100,000,000  shares
(previously  25,000,000  shares)  with a par  value  of  $0.001,  following  the
approval  by  shareholders  of  an  Amendment  to  the  Company's   Articles  of
Incorporation effective April 1, 2005.

On March 4, 2004,  the State of Nevada  approved the Company's plan of a reverse
split of its common stock  whereby one share was issued for each fifteen  shares
of the outstanding shares. At that date, the number of common shares outstanding
decreased from  2,655,612 to 177,084.  All share and per share amounts have been
restated to reflect the stock split.

NOTE 7.    RELATED PARTY TRANSACTIONS

For the year, the Company paid or accrued $60,000 (2004 - $25,175) in management
fees and  $13,798  (2004 - $7,500)  in  expense  reimbursements  to a  director.
Amounts due to related parties at December 31, 2005 of $121,875 (2004 - $44,901)
are owed to a director,  are unsecured and have no specific  terms of repayment,
and are comprised of accrued fees and expenses paid on behalf of the Company

A  relative  of a  former  officer  and  director  had  advanced  funds to cover
operating  expenses of the Company.  All amounts owing to the  Company's  former
related parties were settled during the year ended December 31, 2004 (Note 3).

                                       33
<PAGE>

WORLDSTAR ENERGY, CORP.
(Formerly Auteo Media, Inc.)
(A Development Stage Company)
NOTES TO THE FINANCIAL STATEMENTS
YEAR ENDED DECEMBER 31, 2005
================================================================================


NOTE 8.      INCOME TAXES

The income tax provision reconciled to the tax computed at the statutory federal
rate of 34% is approximately as follows:

<TABLE>
<CAPTION>

                                                                DECEMBER 31, 2005   DECEMBER 31, 2004
                                                              --------------------  -----------------
<S>                                                           <C>                   <C>
              Expected tax benefit at statutory rate          $          (72,035)   $         (45,700)
              Unrecognized benefit of operating
                 loss carry-forwards                                      72,035    $          45,700
                                                              --------------------  -----------------

                                                              $               -     $               -
                                                              ==================    =================

<CAPTION>

The  components  of deferred tax assets and  liabilities  are  approximately  as
follows:
                                                               DECEMBER 31, 2005    DECEMBER 31, 2004
                                                              --------------------  -----------------
<S>                                                           <C>                   <C>
     Deferred tax asset:
              Income tax benefit
                 of operating loss carry-forwards             $          174,000    $         102,000
      Valuation allowance                                               (174,000)   $        (102,000)
                                                              -------------------   ------------------

      Net deferred tax asset                                  $               -     $               -
                                                              ==================    ==================

</TABLE>

At December 31, 2005,  the Company had a net  operating  loss  carry-forward  of
approximately  $510,000.  This loss may be  carried  forward  to offset  federal
income taxes in various  future years  through year 2025.  During the year ended
December 31, 2003,  there was a significant  ownership  change in the Company as
defined  in  Section  382 of the  Internal  Revenue  Code.  As a result of these
changes,  the Company's ability to utilize net operating losses available before
the  ownership  change is  restricted to a percentage of the market value of the
Company  at the  time  of  the  ownership  change.  Therefore,  substantial  net
operating loss carry forwards will, in all likelihood,  be reduced or eliminated
in future years due to the change in ownership.

The Company has provided a valuation  allowance  against its deferred tax assets
given that it is in the  development  stage and it is more  likely than not that
these benefits will not be realized.



NOTE 9.      SEGMENT INFORMATION

The Company  operates in one reportable  segment,  being the  identification  of
suitable business opportunities.


NOTE 10.     FINANCIAL INSTRUMENTS

The  Company's  financial  instruments  consist  of cash and  cash  equivalents,
accounts  payable and accrued  liabilities  and due to related  parties.  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  approximate  their
carrying values, unless otherwise noted.

                                       34
<PAGE>

WORLDSTAR ENERGY, CORP.
(Formerly Auteo Media, Inc.)
(A Development Stage Company)
NOTES TO THE FINANCIAL STATEMENTS
YEAR ENDED DECEMBER 31, 2005
================================================================================


NOTE 11      CONTRACTUAL OBLIGATIONS

The Company had no significant  commitments or contractual  obligations with any
parties  respecting  executive  compensation,  consulting  arrangements or other
matters, except as disclosed. Rental of premises is on a month-to-month basis



NOTE 12.     PROPOSED ACQUISITION

On January 26,  2005,  the Company  entered into a share  exchange  agreement to
acquire 100% of the  outstanding  shares of WorldStar  Energy Corp.  ("WEC"),  a
private  Canadian  company,  in exchange for the issuance of  31,000,000  common
shares of the Company.

The Company amended its Articles of Incorporation  authorizing the change of its
name to WorldStar Energy, Corp. and increased in its authorized share capital to
100,000,000  shares,  reflecting  the Company's  plans to enter in to the energy
business in connection with the share exchange.

On March 27, 2006,  the Company  announced  that it would not be making  further
investments in connection with WEC and the proposed  Indonesian  methanol plant,
due  principally  to lack of  financing  for the project.  Arrangements  for the
Company to issue shares to satisfy  subscriptions  of European  investors in WEC
have  commenced  on a  registration  exempt  basis  instead  of the  shareholder
approved merger basis proposed in the share exchange agreement.  Upon completion
of the  settlement  arrangements  with the WEC  shareholders,  assuming  all WEC
shareholders elect to participate in the exchange,  the Company expects to issue
an additional 1.8 million shares.


NOTE 13.     SUBSEQUENT EVENT

On  March  27,  2006,  the  Company  announced  the  suspension  of any  further
investment  in  the   Indonesian   methanol   project  and  its  intention  make
arrangements to issue shares to the cash-paid shareholders of WEC.




                                       35

<PAGE>



                                     ITEM 8.

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

On May 9, 2006, the Board of Directors of the Company  approved the  appointment
of Telford Sadovnick PLLC ("Telford"), as our new independent auditors effective
that date, and the termination of Dohan and Company,  CPA's,  P.A.  ("Dohan") of
Miami,  Florida  ("Dohan")  as the  principal  accountant  engaged  to audit the
Company's  financial   statements.   The  change  in  the  Company's  certifying
accountant was due to the Dohan not standing for re-appointment. During the year
ended  December  31,  2004,  and from the  date of  appointment  of Dohan as the
Company's  independent  accountant on February 28, 2005, and through the date of
this  report,  (i)  there  were  no  "reportable  events,"  as  defined  in Item
304(a)(1)(v)  of  Regulation  S-K, and (ii) we did not, and nobody on our behalf
has,  consulted  Telford regarding any of the accounting and auditing matters or
events set forth in Item  304(a)(2)(i)  or (ii) of Regulation S-K. The report of
Dohan on our financial  statements for the year ended December 31, 2004, did not
contain an adverse  opinion or  disclaimer  of opinion nor was it  qualified  or
modified as to uncertainty,  audit scope or accounting  principles,  except that
the report contained an explanatory  paragraph regarding our ability to continue
as a going concern. The change of Dohan was effective as of May 9, 2006, and was
approved by our  director,  and was not due to any  disagreement  between us and
Dohan. During the year ended December 31, 2004, and from the date of appointment
of Dohan as the Company's  independent  accountant on February 28, 2005, and the
subsequent   interim  periods  preceding  Dohan's   dismissal,   there  were  no
disagreements  with Dohan on any matter of  accounting  principles or practices,
financial   statement   disclosure,   or  auditing  scope  or  procedure   which
disagreements, if not resolved to the satisfaction of Dohan's, would have caused
Dohan to make reference to the subject matter of the  disagreement in connection
with its report. We have authorized Dohan to respond fully to any subject matter
with respect to our financial  statements.  We have not been advised by Dohan of
any of the following:

         a) lack of  internal  controls  necessary  for us to  develop  reliable
         financial statements;

         b) any  information  that has come to the attention of our  independent
         accountants  that  has  lead  them to no  longer  rely on  management's
         representations  or that has made them unwilling to be associated  with
         the financial statements prepared by management;

         c) any  need to  expand  significantly  the  scope  of  their  audit or
         information  that has come to their  attention  during the fiscal years
         prior to and preceding the change in independent  accountants  that, if
         further  investigated,  would:  (i)  materially  impact the fairness or
         reliability of the previously issued independent accountants' report or
         the financial  statements issued or covering such period; or (ii) cause
         Dohan to become  unwilling to rely on management's  representations  or
         that  has made  them  unwilling  to be  associated  with our  financial
         statements, or due to the dismissal of Dohan or any other reason, Dohan
         did not so  expand  the  scope of the  audit or  conduct  such  further
         investigation; or

         d) any  information  that has come to the  attention  of Dohan that has
         lead them to  conclude  that such  information  materially  impacts the
         fairness  or   reliability  of  the  audit  reports  or  the  financial
         statements  issued covering the two fiscal years prior to and preceding
         the change in the independent  accountants (including information that,
         unless resolved,  to the  satisfaction of such independent  accountant,
         would prevent it from  rendering an  unqualified  audit report on those
         financial  statements ) and due to the  dismissal of Dohan or any other
         reason, any issue has not been resolved to such independent accountants
         satisfaction prior to the dismissal of Dohan.

                                       36
<PAGE>

                                    ITEM 8A.

CONTROLS AND PROCEDURES.

Disclosure  controls and procedures are controls and other  procedures  that are
designed to ensure that information  required to be disclosed in Company reports
filed or submitted under the Exchange Act is recorded, processed, summarized and
reported,  within the time  periods  specified  in the  Securities  and Exchange
Commission's  rules and  forms.  Disclosure  controls  and  procedures  include,
without limitation,  controls and procedures designed to ensure that information
required to be  disclosed  in Company  reports  filed under the  Exchange Act is
accumulated  and  communicated  to  management,  including the  Company's  Chief
Executive  Officer and Chief Financial  Officer as appropriate,  to allow timely
decisions regarding required disclosure

EVALUATION OF DISCLOSURE ON CONTROLS AND PROCEDURES.

Based on an evaluation of our  disclosure  controls and procedures as of the end
of the period  covered by this annual  report,  our president and treasurer have
determined  that the Company's  current  disclosure  controls and procedures are
effective.

CHANGES IN INTERNAL CONTROL OVER FINANCIAL REPORTING.

There have not been any changes in the Company's internal control over financial
reporting (as such term is defined in Rule 13a-15(f)  under the Exchange Act) or
any other  factors  during the fiscal year ended  December 31,  2004,  that have
materially affected,  or are reasonably likely to materially affect our internal
control over financial reporting.




                                    ITEM 8B.

OTHER INFORMATION

None

                                       37
<PAGE>


PART III

                                     ITEM 9.

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



DIRECTORS AND EXECUTIVE OFFICERS

All  directors of our company  hold office until the next annual  meeting of the
shareholders  or until their  successors  have been elected and  qualified.  The
officers of our company are  appointed by our board of directors and hold office
until their death, resignation or removal from office.

As at May 17, 2006 our directors and executive officers,  their ages,  positions
held, and duration of such, are as follows:
----------------------- ------------------------- --------- --------------------
             NAME              POSITION HELD         AGE      DATE APPOINTED
----------------------- ------------------------- --------- --------------------

----------------------- ------------------------- --------- --------------------
Michael W. Kinley       President and Director        55      December, 2003
----------------------- ------------------------- --------- --------------------

BUSINESS EXPERIENCE

The following is a brief account of the education and business experience during
at least  the  past  five  years of each  director,  executive  officer  and key
employee,  indicating the principal  occupation during that period, and the name
and  principal  business  of the  organization  in  which  such  occupation  and
employment were carried out.


MICHAEL W.  KINLEY, PRESIDENT AND DIRECTOR

Mr.  Kinley is  currently  the  President  of Winslow  Associates  Management  &
Communications  Inc., a private  business and  financial  management  consulting
firm,  a position he has held since March 1993.  His other  relevant  experience
includes the following positions:

Director  and CFO of  StonePoint  Global  Brands  Inc.  since June 2004;  CFO of
Cardero  Resources Corp.  since August 2005, CFO of Wealth Mineral Limited since
July 2005;  Director and CFO of Indico  Technologies  Ltd. since January,  2005;
President,  CEO, CFO and  Director of Noise Media Inc..  from  February  1997 to
present;  President and Director of Can-Asia Minerals Inc.  (formerly Jon Daring
Group Inc.) since February, 2005; President and Director of Abstract Enterprises
Corp. from September 1997 to December 2005;


COMMITTEES OF THE BOARD

We do not have an audit or compensation committee at this time.

FAMILY RELATIONSHIPS

There are no family  relationships  between any of our  directors  or  executive
officers.

                                       38
<PAGE>


INVOLVEMENT IN CERTAIN LEGAL PROCEEDINGS

Other  than as  discussed  below,  none of our  directors,  executive  officers,
promoters or control  persons have been involved in any of the following  events
during the past five years:

         1. any  bankruptcy  petition  filed by or against any business of which
         such person was a general  partner or executive  officer  either at the
         time of the bankruptcy or within two years prior to that time;

         2. any  conviction  in a  criminal  proceeding  or being  subject  to a
         pending criminal  proceeding  (excluding  traffic  violations and other
         minor offenses);

         3. being subject to any order,  judgment,  or decree,  not subsequently
         reversed, suspended or vacated, of any court of competent jurisdiction,
         permanently or temporarily enjoining,  barring, suspending or otherwise
         limiting his involvement in any type of business, securities or banking
         activities; or

         4.  being  found  by a  court  of  competent  jurisdiction  (in a civil
         action),  the Commission or the Commodity Futures Trading Commission to
         have violated a federal or state securities or commodities law, and the
         judgment has not been reversed, suspended, or vacated.


SECTION 16(A) BENEFICIAL OWNERSHIP COMPLIANCE

Section 16(a) of the SECURITIES  EXCHANGE ACT OF 1934, as amended,  requires our
executive  officers  and  directors  and  persons  who own  more  than  10% of a
registered  class of our  equity  securities  to file  with the  Securities  and
Exchange  Commission  initial  statements  of beneficial  ownership,  reports of
changes in ownership and annual reports concerning their ownership of our common
stock and other equity securities,  on Forms 3, 4 and 5 respectively.  Executive
officers,  directors  and  greater  than 10%  shareholders  are  required by the
Securities  and  Exchange  Commission  regulations  to furnish our company  with
copies of all Section 16(a) reports they file.

To the best of our knowledge, all executive officers, directors and greater than
10% shareholders filed the required reports in a timely manner.


                                       39
<PAGE>


                                    ITEM 10.

EXECUTIVE COMPENSATION.

The following table summarizes the compensation  paid to our President and Chief
Executive  Officer  during  the last  three  completed  fiscal  years.  No other
officers or directors received annual  compensation in excess of $100,000 during
the last three complete fiscal years.

<TABLE>
<CAPTION>


---------------------------------------------------------------------------------- --------------------------------------------
                               Annual Compensation                                           Long Term Compensation
---------------------------------------------------------------------------------- --------------------------------------------
      Name and             Year          Salary          Bonus                       Securities
      Position                                                                     under option       Restricted
                                                                    Other Annual         / SARS        shares or         LTIP /
                                                                    Compensation        Granted            Units        Payouts
---------------------- -------------- -------------- -------------- -------------- -------------- -------------- --------------
<S>                        <C>              <C>                <C>            <C>            <C>            <C>            <C>
Michael Kinley             2005             $60,000            Nil            Nil            Nil            Nil            Nil
President and
Director
---------------------- -------------- -------------- -------------- -------------- -------------- -------------- --------------
                           2004             $22,500            Nil            Nil            Nil            Nil            Nil
---------------------- -------------- -------------- -------------- -------------- -------------- -------------- --------------
                           2003                 Nil            Nil            Nil            Nil            Nil            Nil
---------------------- -------------- -------------- -------------- -------------- -------------- -------------- --------------
Donald Bell,               2004              $7,500            Nil            Nil            Nil            Nil            Nil
Former Chairman,
CEO, Secretary (1)
---------------------- -------------- -------------- -------------- -------------- -------------- -------------- --------------
                           2003             $45,000            Nil            Nil            Nil            Nil            Nil
---------------------- -------------- -------------- -------------- -------------- -------------- -------------- --------------
</TABLE>

(1) Mr. Bell was appointed our President,  Chief Executive  Officer and director
on September 5,  2002.Mr.Bell  was also appointed our Secretary and Treasurer on
September  10, 2002.  Mr. Bell  resigned as  President on December 2, 2003.  Mr.
Michael Kinley was appointed President and Director on December 2, 2003.

As of the  date  of  this  annual  report,  we  have  no  compensatory  plan  or
arrangement  with  respect to any  officer  that  results or will  result in the
payment of  compensation  in any form from the  resignation,  retirement  or any
other  termination of employment of such officer's  employment with our company,
from  a  change  in  control  of our  company  or a  change  in  such  officer's
responsibilities following a change in control.


EMPLOYMENT/CONSULTING AGREEMENTS

We have not entered into any employment or consulting agreements with any of our
current officers, directors or employees.

There are no  arrangements or plans in which we provide  pension,  retirement or
similar benefits for directors or executive officers,  except that our directors
and executive  officers may receive stock options at the discretion of our board
of directors.  Other than the management  agreements  discussed above, we do not
have any  material  bonus or profit  sharing  plans  pursuant  to which  cash or
non-cash  compensation is or may be paid to our directors or executive officers,
except  that stock  options  may be granted  at the  discretion  of our board of
directors.

STOCK OPTIONS/SAR GRANTS

There were no grants of stock options or stock  appreciation  rights made during
the fiscal year ended December 31, 2005, to our named executive officers.

There were no  aggregated  option/SAR  exercises in the year ended  December 31,
2005.

                                       40
<PAGE>


LONG-TERM INCENTIVE PLANS


There are no  arrangements or plans in which we provide  pension,  retirement or
similar benefits for directors or executive officers,  except that our directors
and executive  officers may receive stock options at the discretion of our board
of directors. We do not have any material bonus or profit sharing plans pursuant
to which cash or non-cash  compensation  is or may be paid to our  directors  or
executive  officers,  except that stock options may be granted at the discretion
of our board of directors.

We have no plans or arrangements in respect of remuneration received or that may
be received by our executive  officers to compensate  such officers in the event
of termination of employment (as a result of resignation,  retirement, change of
control) or a change of  responsibilities  following a change of control,  where
the value of such compensation exceeds $60,000 per executive officer.


DIRECTORS COMPENSATION

We reimburse our directors for expenses  incurred in connection  with  attending
board meetings but did not pay director's  fees or other cash  compensation  for
services rendered as a director in the year ended December 31, 2005.

No cash  compensation  was  paid  to any of our  directors  for  the  director's
services as a director  during the fiscal year ended  December 31, 2005. We have
no standard  arrangement  pursuant to which our  directors are  compensated  for
their services in their capacity as directors  except for the granting from time
to time of incentive  stock  options.  The board of directors  may award special
remuneration to any director  undertaking any special  services on behalf of our
company  other than  services  ordinarily  required  of a  director.  Other than
indicated  below, no director  received and/or accrued any  compensation for his
services  as  a  director,  including  committee  participation  and/or  special
assignments.



                                       41
<PAGE>

                                    ITEM 11.

SECURITY  OWNERSHIP OF CERTAIN  BENEFICIAL  OWNERS AND  MANAGEMENT.  AND RELATED
STOCKHOLDER MATTERS

PRINCIPAL STOCKHOLDERS

The following table sets forth, as of February 24, 2005 certain information with
respect to the  beneficial  ownership  of our common  stock by each  stockholder
known by us to be the beneficial  owner of more than 5% of our common stock,  as
well as by each of our current directors and executive officers. Each person has
sole voting and  investment  power with  respect to the shares of common  stock,
except  as  otherwise  indicated.  Beneficial  ownership  consists  of a  direct
interest in the shares of common stock, except as otherwise indicated.

---------------------------- -------------------------- ------------------------
    NAME AND ADDRESS OF         AMOUNT AND NATURE OF        PERCENTAGE OF CLASS
    --------------------        --------------------        -------------------
      BENEFICIAL OWNER          BENEFICIAL OWNERSHIP
---------------------------- -------------------------- ------------------------

---------------------------- -------------------------- ------------------------
 Cede & Co                      157,403 common shares             41.74%
---------------------------- -------------------------- ------------------------

(1) Based on 377,084 shares of common stock issued and outstanding as of May 16,
2006.

Except as  otherwise  indicated,  we believe that the  beneficial  owners of the
common stock listed above, based on information  furnished by such owners,  have
sole  investment  and voting  power  with  respect  to such  shares,  subject to
community property laws where applicable.  Beneficial ownership is determined in
accordance with the rules of the SEC and generally includes voting or investment
power with respect to  securities.  Shares of common stock subject to options or
warrants  currently  exercisable,  or  exercisable  within 60 days,  are  deemed
outstanding  for purposes of computing  the  percentage  ownership of the person
holding such option or warrants,  but are not deemed outstanding for purposes of
computing the percentage ownership of any other person.

                                    ITEM 12.

CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.

Except  as  otherwise  indicated  below,  we  have  not  been  a  party  to  any
transaction, proposed transaction, or series of transactions in which the amount
involved exceeds $60,000, and in which, to its knowledge,  any of its directors,
officers,  five  percent  beneficial  security  holder,  or  any  member  of the
immediate  family  of the  foregoing  persons  has had or will  have a direct or
indirect material interest.


                                       42



<PAGE>


                                    ITEM 13.

EXHIBITS AND REPORTS ON FORM 8-K.

REPORTS OF FORM 8-K

         Incorporated by reference

         8K re auditor change filed May 16, 2006

EXHIBITS  REQUIRED BY ITEM 601 OF REGULATION S-B EXHIBIT NUMBER AND  DESCRIPTION
(3) ARTICLES OF INCORPORATION/BYLAWS

         3.1  Articles of  Incorporation  (incorporated  by  reference  from our
         Registration Statement on Form 10-SB filed on September 3, 1999)

         3.2 Bylaws (incorporated by reference from our Registration Statement
         on Form 10-SB filed on September 3, 1999)

         31 and 32 Certifications Pursuant To 18 U.S.C.Section 1350, As Adopted
         Pursuant To Section 906 of The Sarbanes-Oxley Act Of 2002


MATERIAL CONTRACTS

         Share Exchange Agreement incorporated by reference


                                       43
<PAGE>



                                    ITEM 14.

PRINCIPAL ACCOUNTANT FEES AND SERVICES.

Audit fees consist of fees billed or accrued for professional  services rendered
for the  audit of the  Company's  financial  statements  and the  review  of the
interim statements.  The total fees billed by Dohan and Company, CPA's, P.A. was
$24,274 for 2004 and $9,125 for 2005 interim reviews.




OTHER

There  were no  audit  related  services  and no fees  billed  for  professional
services  for tax  compliance,  tax advice and tax  planning for the fiscal year
ended December 31, 2004 and December 31, 2005.

                                       44
<PAGE>


                                   SIGNATURES

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



WORLDSTAR ENERGY, CORP.
a Nevada corporation


/s/ MICHAEL KINLEY
-----------------------
By: Michael Kinley
President and Director
Date:    May 17, 2006



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

SIGNATURES

/s/ MICHAEL KINLEY

Michael Kinley, President and Director

Date: May 17, 2006


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