UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549  FORM
10-K  [X] ANNUAL REPORT PURSUANT TO SECTION 13
OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934  For the fiscal year ended:  December
31, 2008 or  [ ] TRANSITION REPORT PURSUANT TO SECTION
13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934  For the transition period from
                 to  Commission File Number:  000-53411  VIBROSAUN INTERNATIONAL, INC. (Exact Name of registrant as specified in
its Charter)  Nevada
26-3788124(State or
other Jurisdiction of Incorporation or organization)
(I.R.S. Employer Identification
No.)  3884 East North Little Cottonwood Rd Salt Lake City, Utah  84092 (Address of Principal Executive
Offices)  (801) 580-4555 (Registrants Telephone Number, including
area code)  Securities registered pursuant to Section
12(b) of the Act: None  Securities registered pursuant to Section
12(g) of the Act: Common Stock, par value $0.001  Indicate by check mark if the Registrant is a well-known
seasoned issuer, as defined in Rule 405 of the Securities Act.  Yes
[  ] No [X]  Indicate by check mark if the Registrant is not required
to file reports pursuant to Section 13 or 15(d) of the Exchange Act. Yes [
 ]   No [X]  Indicate by check mark whether the
Registrant (1) has filed all reports required to be filed by Section 13 or 15(d)
of the Exchange Act during the preceding 12 months (or for such shorter period
that the Registrant was required to file such reports), and (2) has been subject
to such filing requirements for the past 90 days. (1) Yes [X] No [  ]
    (2) Yes [X] No [  ]  Indicate by check mark if disclosure of
delinquent filers pursuant to item 405 of Regulation S-K is not contained
herein, and will not be contained, to the best of Registrants knowledge, in
definitive proxy or information statements incorporated by reference in Part IV
of this Form 10-K or any amendment to this Form 10-K. [  ]   1   Indicate by
check mark whether the Registrant is a large accelerated filer, an accelerated
filer, a non-accelerated filer or a smaller reporting company:  Large accelerated
filer       [   ]
Accelerated filed
                    [ 
 ]Non-accelerated
filer         [ 
 ]
Smaller reporting
company    [X]  Indicate by check mark whether the
Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
 Yes [X] No [  ]  Aggregate Market Value of Non-Voting
Common Stock Held by Non-Affiliates  State the aggregate market value of the
voting and non-voting common stock held by non-affiliates computed by reference
to the price at which the common stock was last sold, or the average bid and
asked price of such common stock, as of the last business day of the
Registrants most recently completed second quarter.  The market value of the voting and
non-voting common stock is $109.82, based on 109,824 shares held by
non-affiliates.  There is no current public market for the Registrants
common stock; accordingly, these shares have been arbitrarily valued at the par
value of one mill ($0.001) per share.  Applicable Only to Registrants Involved
in Bankruptcy Proceedings During the Preceding Five Years  Not applicable.  Outstanding Shares  As of April 7, 2009, the Registrant had
1,499,824 shares of common stock outstanding.  Documents Incorporated by
Reference  See Part IV, Item
15.  PART I  FORWARD LOOKING STATEMENTS  In this Annual Report, references to Vibrosaun
International, Inc., Vibrosaun, the Company, we, us, our and words of
similar import) refer to Vibrosaun International, Inc., the Registrant.  This Annual Report contains certain forward-looking
statements, and for this purpose, any statements contained in this Annual Report
that are not statements of historical fact may be deemed to be forward-looking
statements.  Without limiting the foregoing, words such as may, will,
expect, believe, anticipate, estimate or continue or comparable
terminology are intended to identify forward-looking statements.  These
statements by their nature involve substantial risks and uncertainties, and
actual results may differ materially depending on a variety of factors, many of
which are not within our control.  These factors include but are not
limited to economic conditions generally and in the markets in which we may
participate, competition within our chosen industry, technological advances and
failure by us to successfully develop business relationships.  ITEM 1.  BUSINESS  Business Development  The following is a summary of material organizational and
business development events since our inception.  We:  · changed our name to Vibrosaun
International, Inc., and  increased our authorized shares by allowing us
to issue up to 10,000,000 shares of preferred stock, $0.001 par value, effective
June 24,1987; · established a series of 1,000,000
shares of preferred stock, which was designated Series A Preferred Stock,
effective January 27, 1989, no shares of which were ever issued; · effected a reverse split on a basis
of 250 to one, while retaining the present authorized capital and par value,
with appropriate adjustments in our stated capital and capital surplus accounts,
on March 6, 1997;  2   · approved a quasi-reorganization
effective as of March 7, 1997, that provided for a readjustment of our capital
accounts and resulted in our retained deficit from prior operations being offset
against our paid-in capital account; and · amended and restated our Articles of
Incorporation to increase our authorized capital to 110,000,000 shares, divided
into 100,000,000 shares of $0.001 par value common stock and 10,000,000 shares
of $0.001 par value preferred stock, effective March 20, 2008.  All of the foregoing adjustments to our capital stock
have been taken into account in all computations herein.  The principal changes to our Articles of Incorporation
made in our Amended and Restated Articles of Incorporation were: (i) the
increase in our authorized capital to 110,000,000 shares, divided into
100,000,000 shares of $0.001 par value common stock and 10,000,000 shares of
$0.001 par value preferred stock, thereby eliminating the general rights,
privileges and preferences of the previously authorized 10,000,000 shares of
$0.001 par value preferred stock in the former amendment effective June 24,
1987, and eliminating the 1,000,000 shares of preferred stock established on
January 27, 1989, that were designated as Series A Preferred Stock (none of
these shares of preferred stock had ever been issued); (ii) added a general
Article Six providing for indemnification of all persons allowed to the fullest
extent of the General Corporation Law of the State of Nevada; (iii) changed our
purpose in a new Article Seven to allow us to engage in any lawful business for
which corporations are organized under the laws of the State of Nevada; (iv)
opted out of the provisions of the Acquisition of Controlling Interest
contained in the Nevada Revised Statutes (NRS) §§ 78.378 through 78.3793,
inclusive, as permitted under NRS § 78.378.1, so that these provisions would not
affect our ability to acquire any business or complete any business combination,
in a new Article Nine; (v) opted out of the provisions of the Combinations with
Interested Stockholders contained in NRS §§ 78.411 through 78.444, inclusive,
all as permitted under NRS § 78.434, also so that these provisions would not
affect our ability to acquire any business or complete any business combination,
in a new Article Ten; (vi) allowed our Board of Directors to effect
recapitalizations in the form of forward and reverse splits without the consent
of stockholders in a new Article Thirteen; and (vii) allowed our Board of
Directors to change our name to any name that conforms with any business or
industry that the Board of Directors determines that we should engage in or
which conforms with the name or names of any properties, businesses or companies
acquired by us in a new Article XIV.  Material Business Development Exhibits  Copies of the following documents were filed as Exhibits
to our Registration Statement on Form 10.  See Part IV, Item 15.  · Amended and Restated Articles of
Incorporation. · Bylaws.  Description of Business  We were organized pursuant to the laws of the State of
Nevada on October 22, 1986, under the name Morning Glory Mining, Inc, with an
authorized capital of $50,000 divided into 50,000,000 shares of common stock,
par value $0.001 per share.  Many companies organized in this time period
listed various purposes for which they were organized, and we were initially
organized to engage in mining and mineral exploration; to deal in real and
personal property; to issue indebtedness in the furtherance of the purposes of
the corporation; to execute contracts; to acquire and develop patents,
trademarks and copyrights; to borrow money; to acquire and pay for other
businesses; to acquire and dispose of our own shares; to reorganize or dissolve
corporations; and to engage in any lawful business which may be conducted under
the laws of the State of Nevada.  We are currently seeking potential assets, property or
businesses to acquire, in a business combination, by reorganization, merger or
acquisition.  We have had no material business operations since March 7,
1997.  Our plan of operation for the next 12 months is to: (i) consider
guidelines of industries in which we may have an interest; (ii) adopt a business
plan regarding engaging in the business of any selected industry; and (iii) to
commence operations through funding and/or the acquisition or business
combination with a going concern engaged in any industry selected.  We
are unable to predict the time as to when and if we may actually participate in
any specific business endeavor, and we will be unable to do so until we
determine any particular industry in which we may conduct business
operations.  We are not currently engaged in any substantive business
activity except the search for potential assets, property or businesses to
acquire, and we have no current plans to engage in any other activity in the
foreseeable future unless and until we complete any such acquisition.  In
our present form, we are deemed to be a shell company seeking to acquire or
merge with a business or company.  We do not intend to restrict our search
for business opportunities to any particular business or industry, and the areas
in which we will seek out business opportunities may include all lawful
businesses.  We recognize that the number of suitable potential business
ventures that may be available to us will be extremely limited, and may be
restricted to businesses or entities that desire to become a publicly-held
company while avoiding what many may deem to be the adverse factors related to
an initial public offering (IPO) as a method of going public.  The most
prevalent of these factors include the substantial time requirements, legal and
accounting costs, the inability to obtain an underwriter  3   who is willing to publicly
offer and sell securities on behalf of the particular entity, the lack of or the
inability to obtain the required financial statements for such an undertaking,
state limitations on the amount of dilution to public investors in comparison to
the stockholders of any such entity, along with other conditions or requirements
imposed by various federal and state securities laws, rules and regulations and
federal and state agencies that implement them.  Amendments to SEC Form 8-K regarding shell companies and
transactions with shell companies require the filing of all information about an
acquired company that would have been required to have been filed had any such
company filed a Form 10 Registration Statement with the SEC, along with required
audited, interim and proforma financial statements, within four business days of
the closing of any such transaction (Item 5.01(a)(8) of Form 8-K); and the
recent amendments to SEC Rule 144 adopted by the SEC that were effective on
February 15, 2008, that limit the resale of most securities of shell companies
until 12 months after the filing of such information (the Form 10
Information), may eliminate many of the perceived advantages of going public
transactions with shell companies.  These types of transactions are
customarily referred to as reverse reorganizations or mergers in which the
acquired companys stockholders become the controlling stockholders in the
acquiring company and the acquiring company becomes the successor to the
business operations of the acquired company.  Regulations governing shell
companies also deny the use of SEC Form S-8 for the registration of securities
and limit the use of SEC Form S-8 to a reorganized shell company until the
expiration of 60 days from when any such entity is no longer considered to be a
shell company.  This prohibition could further restrict opportunities for
us to acquire companies that may already have stock option plans in place that
cover numerous employees.  In such instances, there may be no exemption
from registration for the issuance of securities in any business combination to
these employees, thereby necessitating the filing of a registration statement
with the SEC to complete any such reorganization, and incurring the time and
expenses that are normally avoided by reverse reorganizations or mergers.  Recent amendments to Rule 144, adopted by the SEC and
effective on February 15, 2008, codify the SECs prior position limiting the
tradeability of certain securities of shell companies, including those issued by
us in any business combination, and further limit the tradeability of additional
securities of shell companies; these proposals will further restrict the
availability of opportunities for us to acquire any business or enterprise that
desires to utilize us as a means of going public.  See the heading Rule
144  of Item 5, for a discussion of the general requirements of Rule 144
and the limitations of Rule 144 with respect to shell companies.  Any of these types of business combination transactions,
regardless of the particular prospect, would require us to issue a substantial
number of shares of our common stock that could amount to as much as 95% or more
of our outstanding voting securities; accordingly, investments in the private
enterprise, if available, would be much more favorable than any investment in
us.  Management intends to consider a number of factors prior
to making any decision to participate in any specific business endeavor, none of
which may be determinative or provide any assurance of success.  These may
include, but will not be limited to, as applicable, an analysis of the quality
of the particular business or entitys management and personnel; the anticipated
acceptability of any new products or marketing concepts that any such business
or company may have; the merits of any such business or companys technology or
intellectual property; the present financial condition, projected growth
potential and available technical, financial and managerial resources; working
capital, history of operations and future prospects; the nature of present and
expected competition; the quality and experience of any such business or
companys management services and the depth of management; the business or the
companys potential for further research, development or exploration; risk
factors specifically related to the business or companys operations; the
potential for growth, expansion and profit; the perceived public recognition or
acceptance of products, or services offered and trademarks and name
identification; and numerous other factors that are difficult, if not
impossible, to properly or accurately quantify or analyze, let alone describe or
identify, without referring to specific objective criteria of an identified
business or company.  Regardless, the results of operations of any specific
entity may not necessarily be indicative of what may occur in the future, by
reason of changing market strategies, plant or product expansion, changes in
product emphasis, future management personnel and changes in innumerable other
factors.  Further, in the case of a new business venture or one that is in
a research and development mode, the risks will be substantial, and there will
be no objective criteria to examine the effectiveness or the abilities of its
management or its business objectives.  Also, a firm market for its
products or services may yet need to be established, and with no past track
record, the profitability of any such business will be unproven and cannot be
predicted with any certainty.  Our management will attempt to meet personally with
management and key personnel of any entity providing a potential business
opportunity for us, visit and inspect material facilities, obtain independent
analysis or verification of information provided and gathered, check references
of material personnel and conduct other reasonably prudent measures calculated
to ensure a reasonably thorough review of any particular business opportunity;
however, due to time constraints of management and limited capital, these
activities may be limited.  We are unable to predict the time as to when and if we
may actually participate in any specific business endeavor or if at all.
 We anticipate that proposed business ventures will be made available to us
through personal contacts of directors, executive officers and principal
stockholders, professional advisors, broker dealers in securities, venture
capital personnel and others who may present unsolicited  4   proposals.  In certain
cases, we may agree to pay a finders fee or to otherwise compensate the persons
who submit a potential business endeavor in which we eventually participate.
Such persons may include our directors, executive officers and beneficial owners
of our securities or their affiliates. In this event, such fees may become a
factor in negotiations regarding any potential venture and, accordingly, may
present a conflict of interest for such individuals.  Management does not
presently intend to acquire an interest in any business enterprise in which any
member has an ownership interest.  Although we currently have no plans to do so, depending
on the nature and extent of services rendered, we may compensate members of our
management in the future for services that they may perform for us.
 Because we currently have extremely limited resources, and we are unlikely
to have any significant resources until we have determined a business or
enterprise to engage in or have completed a business combination, management
expects that any such compensation would take the form of an issuance of shares
of our common stock to these persons; this would have the effect of further
diluting the holdings of our other stockholders.  There are presently no
preliminary agreements or understandings between us and members of our
management respecting such compensation.  Any shares issued to members of
our management would be required to be resold under an effective registration
statement filed with the SEC or could not be publicly sold until 12 months after
we file the Form 10 information about the business combination with the SEC as
now required by SEC Form 8-K.  These provisions could further inhibit our
ability to complete any business combination where finders or others who may be
subject to these resale limitations refuse to provide us with any introductions
or to close any such transactions unless they are paid requested fees in cash
rather than our shares or unless we agree to file a registration statement with
the SEC that includes any shares that are to be issued to them, at no cost to
them.  These expenses could limit potential acquisition candidates,
especially those in need of cash resources, and could affect the number of
shares that our stockholders retain following any such transaction, by reason of
the increased expense.  Substantial fees are also often paid in connection with
the completion of all types of business combinations, ranging from a small
amount to as much as $600,000 or more. These fees are usually divided among
promoters or founders or finders, after deduction of legal, accounting and other
related expenses, and it is not unusual for a portion of these fees to be paid
to members of management or to principal stockholders as consideration for their
agreement to retire a portion of their shares of common stock or as
consideration to them to provide an indemnification for all of our prior
liabilities.  Members of management may also actively negotiate or
otherwise consent to the purchase of all or any portion of their shares of
common stock as a condition to, or in connection with, a proposed business
combination.  It is not anticipated that any such opportunity will be
afforded to other stockholders or that such other stockholders will be afforded
the opportunity to approve or consent to any particular stock buy-out
transaction.  In the event that any such fees are paid or shares are
purchased, these requirements may become a factor in negotiations regarding any
business combination with us and, accordingly, may also present a conflict of
interest for such individuals. We have no present arrangements or understandings
respecting any of these types of fees or opportunities. Any of these types of
fees that are paid in shares of our common stock will also be subject to the
resale limitations embodied in the recent amendments to Rule 144 that prohibit,
among other requirements, the public resale of these shares until 12 months
after the filing of the Form 10 information with the SEC.  None of our directors, executive officers, founders or
their affiliates or associates are currently involved in any negotiations with
any representatives of the owners of any business or company regarding the
possibility of a business combination with us.  Competitive Business Conditions and Our Competitive
Position in the Industry and Methods of Competition  Management believes that there are literally thousands of
shell companies engaged in endeavors similar to those engaged in by us; many of
these companies have substantial current assets and cash reserves.
 Competitors also include thousands of other publicly-held companies whose
business operations have proven unsuccessful, and whose only viable business
opportunity is that of providing a publicly-held vehicle through which a private
entity may have access to the public capital markets via a reverse
reorganization or merger.  There is no reasonable way to predict our
competitive position or that of any other entity in these endeavors; however,
we, having limited assets and no cash reserves, will no doubt be at a
competitive disadvantage in competing with shell companies that have significant
cash resources and have recent operating histories when compared with the
complete lack of any substantive operations by us since March 7, 1997.  Dependence on One or a Few Major Customers  Our directors and executive officers have not used any
particular consultants, advisors or finders on a regular basis.  Need for any Governmental Approval of Principal
Products or Services  Because we currently have no business operations, produce
no products nor provide any services, we are not presently subject to any
governmental regulation in this regard.  However, in the event that we
complete a business combination transaction, we will become subject to all
governmental approval requirements to which the reorganized, merged or acquired
entity is subject or may become subject.   5   Effect of Existing or
Probable Governmental Regulations on our Business  We are subject to the following regulations of the SEC
and applicable securities laws, rules and regulations:  Smaller Reporting Company  We are subject to the reporting requirements of Section
13 of the Securities Exchange Act of 1934, as amended (the Exchange Act), and
subject to the disclosure requirements of Regulation S-K of the SEC, as a
smaller reporting company.  That designation will relieve us of some of
the informational requirements of Regulation S-K applicable to larger companies.  Sarbanes/Oxley Act  We are also subject to the Sarbanes/Oxley Act of 2002.
 The Sarbanes/Oxley Act created a strong and independent accounting
oversight board to oversee the conduct of auditors of public companies and
strengthen auditor independence.  It also requires steps to enhance the
direct responsibility of senior members of management for financial reporting
and for the quality of financial disclosures made by public companies;
establishes clear statutory rules to limit, and to expose to public view,
possible conflicts of interest affecting securities analysts; creates guidelines
for audit committee members appointment, compensation and oversight of the work
of public companies auditors; mandates management assessment of our internal
controls; requires auditor attestation to managements conclusions about
internal controls (anticipated to commence with the December 31, 2009, year
end); prohibits certain insider trading during pension fund blackout periods;
requires companies and auditors to evaluate internal controls and procedures;
and establishes a federal crime of securities fraud, among other provisions.
Compliance with the requirements of the Sarbanes/Oxley Act will substantially
increase our legal and accounting costs.  Exchange Act Reporting
Requirements  Section 14(a) of the Exchange Act requires all companies
with securities registered pursuant to Section 12(g) of the Exchange Act to
comply with the rules and regulations of the SEC regarding proxy solicitations,
as outlined in Regulation 14A. Matters submitted to stockholders at special or
annual meetings thereof or pursuant to a written consent will require us to
provide our stockholders with the information outlined in Schedules 14A or 14C
of Regulation 14; preliminary copies of this information must be submitted to
the SEC at least 10 days prior to the date that definitive copies of this
information are forwarded to our stockholders.  We are also required to file Annual Reports on SEC Form
10-K and Quarterly Reports on SEC Form 10-Q with the SEC on a regular basis, and
will be required to timely disclose certain material events (e.g., changes in
corporate control; acquisitions or dispositions of a significant amount of
assets other than in the ordinary course of business; and bankruptcy) in a
Current Report on SEC Form 8-K.  Cost and Effects of Compliance with Environmental
Laws  Our current business operations are not subject to any
material environmental laws, rules or regulations that would have an adverse
material effect on our business operations or financial condition or result in a
material compliance cost; however, we will become subject to all such
governmental requirements to which the reorganized, merged or acquired entity is
subject or may become subject, on the closing of a business combination.  Number of Total Employees and Number of Full-Time
Employees  We have no employees.  ITEM 1A.  RISK FACTORS  As a smaller reporting company, we are not required to
provide risk factors; however, see Item 1A, Risk Factors, of our Form 10
Registration Statement, as amended, and previously filed with the SEC, all of
which are still applicable to us.  ITEM 2:  PROPERTIES  We have no assets or property; our principal executive
office address and telephone number are the business office address and
telephone number of a principal stockholder, Chiricahua Company, which is owned
by our President and a director, David C. Merrell, and are currently provided at
no cost.  Because we have had no business, our activities have been limited
to keeping us in good standing in the State of Nevada. These activities have
consumed an insignificant amount of managements time; accordingly, the costs of
providing the use of this office address and telephone have been nominal.  6    ITEM 3:  LEGAL
PROCEEDINGS  We are not a party to any pending legal proceeding and,
to the knowledge of our management; no federal, state or local governmental
agency is presently contemplating any proceeding against us.  No director,
executive officer or affiliate of ours or owner of record or beneficially of
more than 5% of our common stock is a party adverse to us or has a material
interest adverse to us in any proceeding.  ITEM 4:  SUBMISSION OF MATTERS TO A VOTE OF
SECURITY HOLDERS  We have not submitted a matter to a vote of our
stockholders during the fourth quarter of our fiscal year ended December 31,
2008.   PART II   ITEM 5:  MARKET FOR REGISTRANTS COMMON
EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY
SECURITIES  Market Information  We intend to submit for quotations of our common stock on
the OTC Bulletin Board of the Financial Industry Regulatory Authority, Inc.
(FINRA) before any selection of a business opportunity or prior to
consideration of any merger or acquisition transaction, and to seek a broker
dealer to act as market maker for our securities (without the use of any
consultant); our common stock was last publicly quoted in October, 1989.
 There is currently no market for our shares of common stock; there have
been no discussions with any broker dealer or any other person in this regard;
no market maker has been identified; and there can be no assurance that any
broker dealer will agree to file a Form 211 for the OTC Bulletin Board for us or
that in the event of such quotations being granted for our common stock, that
any market for our common stock will ever develop or be maintained.  If a
public market ever develops in the future, the sale of shares of our common
stock that are deemed to be restricted securities pursuant to Rule 144 of the
SEC by members of management or others may have a substantial adverse impact on
any such market.  With the exception of the shares outlined below under the
heading Recent Sales of Unregistered Securities; Use of Proceeds from
Registered Securities, all current holders of shares of our common stock have
satisfied the six-month holding period requirement of Rule 144; these listed
persons shares are subject to the resale limitations outlined below under the
heading Rule 144.  Rule 144  The following is a summary of the current requirements of
Rule 144:  Affiliate or Person Selling on Behalf of an
Affiliate
Non-Affiliate (and has not been an Affiliate During
the Prior Three Months)Restricted Securities of Reporting Issuers
During six-month holding period  no resales
under Rule 144 Permitted.

After Six-month holding period  may resell
in accordance with all Rule 144 requirements including:
·
Current public information,
·
Volume limitations,
·
Manner of sale requirements for
equity securities, and
·
Filing of Form 144.
During six- month holding period  no
resales under Rule 144 permitted.

After six-month holding period but before one
year  unlimited public resales under Rule 144 except that the current
public information requirement still applies.

After one-year holding period  unlimited
public resales under Rule 144; need not comply with any other Rule 144
requirements.  7    Restricted Securities of Non-Reporting
Issuers
During one-year holding period  no resales
under Rule 144 permitted.

After one-year holding period  may resell
in accordance with all Rule 144 requirements including:
·
Current public information,
·
Volume limitations,
·
Manner of sale requirements for
equity securities, and
·
Filing of Form 144.
During one-year holding period  no resales
under Rule 144 permitted.

After one-year holding period  unlimited
public resales under Rule 144; need not comply with any other Rule 144
requirements. Shell Companies  The following is an excerpt from Rule 144(i) regarding
resales of securities of shell companies:  (i) Unavailability to securities of
issuers with no or nominal operations and no or nominal non-cash assets.  (1) This section is not available for the
resale of securities initially issued by an issuer defined below:  (i) An issuer, other than a business
combination related shell company, as defined in §230.405, or an asset-backed
issuer, as defined in Item 1101(b) of Regulation AB (§229.1101(b) of this
chapter), that has:  (A) No or nominal operations; and  (B) Either:  (1) No or nominal assets;  (2) Assets consisting solely of cash and
cash equivalents; or  (3) Assets consisting of any amount of
cash and cash equivalents and nominal other assets; or  (ii) An issuer that has been at any time
previously an issuer described in paragraph (i)(1)(i).  (2) Notwithstanding paragraph (i)(1), if
the issuer of the securities previously had been an issuer described in
paragraph (i)(1)(i) but has ceased to be an issuer described in paragraph
(i)(1)(i); is subject to the reporting requirements of section 13 or 15(d) of
the Exchange Act; has filed all reports and other materials required to be filed
by section 13 or 15(d) of the Exchange Act, as applicable, during the preceding
12 months (or for such shorter period that the issuer was required to file such
reports and materials), other than Form 8-K reports (§249.308 of this chapter);
and has filed current Form 10 information with the SEC reflecting its status
as an entity that is no longer an issuer described in paragraph (i)(1)(i), then
those securities may be sold subject to the requirements of this section after
12 months have elapsed from the date that the issuer filed Form 10 information
with the SEC.  (3) The term Form 10 information means
the information that is required by Form 10 or Form 20-F (§249.220f of this
chapter), as applicable to the issuer of the securities, to register under the
Exchange Act each class of securities being sold under this rule.  The
issuer may provide the Form 10 information in any filing of the issuer with
the SEC.  The Form 10 information is deemed filed when the initial filing
is made with the SEC.  Securities of a shell company cannot be publicly sold
under Rule 144 in the absence of compliance with this subparagraph.   8   Section
4(1) of the Securities Act  Since we are a shell company as defined in subparagraph
(i) of Rule 144, our shares of common stock that were issued while or after we
became a shell company cannot be publicly resold under Rule 144 until we comply
with the requirements outlined above under the heading Shell Companies.
 Until those requirements have been satisfied, any resales of our shares of
common stock must be made in compliance with the provisions of the exemption
from registration under the Securities Act provided in Section 4(1) thereof,
applicable to persons other than an issuer, underwriter or a dealer.
 That will require that such shares of common stock be sold in routine
trading transactions, which would include compliance with substantially all of
the requirements of Rule 144, including the availability of current public
information about us as required by subparagraph (c) (1) or (c)(2) of Rule 144,
regardless of the Rules availability; and such resales may be limited to our
non-affiliates.  It has been the position of the SEC that the Section 4(1)
exemption is not available for the resale of any securities of an issuer that is
or was a shell company, by directors, executive officers, promoters or founders
or their transferees.  See NASD Regulation, Inc., CCH Federal
Securities Law Reporter, 1990-2000 Decisions, Paragraph No. 77,681, the
so-called Worm-Wulff Letter.  The current position of the SEC that is
contained in Securities Act Release No. 33-8899, effective February 15, 2008,
and that codified the position of the SEC set forth in the Worm-Wulff Letter and
revised Rule 144 as outlined above, is that Rule 144 now defines what resales
can be made under Section 4(1) of the Securities Act, and with limited
exceptions, which are set forth in footnote 172 of that Release, shares of shell
companies must be sold in compliance with Rule 144(i) that is quoted above.  Holders  We currently have 123 stockholders, not
including an indeterminate number who may hold shares in street name.  Dividends  We have not declared any cash dividends with respect to
our common stock and do not intend to declare dividends in the foreseeable
future.  Our future dividend policy cannot be ascertained with any
certainty, and if and until we complete any acquisition or business combination,
no such policy will be formulated. There are no material restrictions limiting,
or that are likely to limit, our ability to pay dividends on our securities.  Securities Authorized for Issuance Under Equity
Compensation Plans  Plan Category
Number of Securities to be issued upon exercise of
outstanding options, warrants and rights
Weighted-average exercise price of outstanding
options, warrants and rights
Number of securities remaining available for future
issuance under equity compensation plans excluding securities reflected in
column (a)(a)
(b)
(c)Equity compensation plans approved by security
holdersEquity compensation plans not approved by security
holdersTotal
None
None
None  Recent Sales of Unregistered Securities; Use of
Proceeds from Registered Securities  On or about February 10, 1997, we issued Leonard W.
Burningham, Esq. and Michael C. Brown each 40,000 shares of our common stock
that were restricted securities as defined in Rule 144 for services rendered and
valued at the then par value of our common stock.  On or about March 7, 1997, we issued Chiricahua Company,
which is owned by David C. Merrell, our President and director, and Corie
Merrell, his former wife, 1,200,000 and 150,000 shares, respectively, of our
common stock, which were restricted securities, for services rendered that were
also valued at the then par value of our common stock.  We issued all of these securities to persons who were
accredited investors as those terms are defined in Rule 501 of Regulation D of
the SEC; and each such person had prior access to all material information about
us. We believe that the offer and sale of these securities were exempt from the
registration requirements of the Securities Act, pursuant to Sections 4(2) and
4(6) thereof, and Rule 506 of Regulation D  9   of the SEC.  Registration
of sales to accredited investors are preempted from state regulation, though
states may require the filing of notices, a fee and other administrative
documentation like consents to service of process and the like.  Use of Proceeds of Registered Securities  There were no proceeds received during the
calendar year ended December 31, 2008, from the sale of registered securities.  Purchases of Equity Securities by Us and
Affiliated Purchasers  During the last three fiscal years, there
were no purchases of any equity securities of ours by us or any person on our
behalf; nor were there any purchases of our equity securities by any affiliate
of ours during the last three fiscal years.   ITEM 6:  SELECTED FINANCIAL DATA  Not required for smaller reporting
companies.  ITEM 7:  MANAGEMENTS DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATION  Forward-looking Statements  Statements made in this Annual Report, which are not
purely historical, are forward-looking statements with respect to the goals,
plan objectives, intentions, expectations, financial condition, results of
operations, future performance and our business, including, without limitation,
(i) our ability to raise capital, and (ii) statements preceded by, followed by
or that include the words may, would, could, should, expects,
projects, anticipates, believes, estimates, plans, intends,
targets or similar expressions.  Forward-looking statements involve inherent risks and
uncertainties, and important factors (many of which are beyond our control) that
could cause actual results to differ materially from those set forth in the
forward-looking statements, including the following, general economic or
industry conditions, nationally and/or in the communities in which we may
conduct business, changes in the interest rate environment, legislation or
regulatory requirements, conditions of the securities markets, our ability to
raise capital, changes in accounting principles, policies or guidelines,
financial or political instability, acts of war or terrorism, other economic,
competitive, governmental, regulatory and technical factors affecting our
current or potential business and related matters.  Accordingly, results actually achieved may differ
materially from expected results in these statements.  Forward-looking
statements speak only as of the date they are made.  We do not undertake,
and specifically disclaim, any obligation to update any forward-looking
statements to reflect events or circumstances occurring after the date of such
statements.  Plan of Operation  Our plan of operation for the next 12 months is to:
(i)consider guidelines of industries in which we may have an interest; (ii)
adopt a business plan regarding engaging in the business of any selected
industry; and (iii) to commence such operations through funding and/or the
acquisition of a going concern engaged in any industry selected.  During the next 12 months, our only foreseeable cash
requirements will relate to maintaining our good standing; the payment of our
SEC reporting filing expenses, including associated legal and accounting fees;
costs incident to reviewing or investigating any potential business venture; and
maintaining our good standing as a corporation in our state of organization.
 We anticipate that these funds will be provided to us in the form of loans
from David C. Merrell, our current President.  There are no written
agreements requiring Mr. Merrell to provide these cash resources; and to the
extent funds are provided, such funds will bear no interest (though an interest
expense of 10% has been imputed on funds advanced) and will be due on demand.
 As of the date of this Annual Report, we have not actively begun to seek
any business or acquisition candidate.  Liquidity and Capital Resources  We have no current cash resources.   10   Results of
Operations  Year Ended December 31, 2008,
Compared to Year Ended December 31, 2007  We have had no material business operations since March
7, 1997, when we re-entered the development stage following a
quasi-reorganization.  During the year ended December 31, 2008, we
had a net loss of $45,747, compared with a net loss of $10,820 for the year
ended December 31, 2007.  The increase in net loss in 2008 was due to
higher general and administrative expenses.  Most all of these expenses
were legal and accounting fees related to the preparation and filing of reports
and registration statements with the SEC under the Exchange Act and our efforts
to comply with new Sarbanes/ Oxley Act provisions relating to evaluating our
internal controls.  We have received no revenues in either of our two most
recent calendar years.  Off-Balance Sheet Arrangements  We had no off-balance sheet arrangements of
any kind for the year ended December 31, 2008.  ITEM 7A:  QUANTITATIVE AND QUALITATIVE
DISCLOSURES ABOUT MARKET RISK  Not required for smaller reporting
companies.   ITEM 8:  FINANCIAL STATEMENTS AND
SUPPLEMENTARY DATA  11               VIBROSAUN INTERNATIONAL, INC. [A Development Stage Company]  FINANCIAL STATEMENTS  DECEMBER 31, 2008                           12    VIBROSAUN INTERNATIONAL, INC. [A Development Stage Company]     CONTENTS  PAGE   Report
of Independent Registered Public Accounting Firm 16    Balance
Sheets 17    Statements
of Operations 18    Statements
of Stockholders Equity (Deficit) 19    Statements
of Cash Flows 20    Notes
to Financial Statements 21 - 24  13   [f10kannualreportdecember3001.jpg]        REPORT OF
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM  Officers and
Directors Vibrosaun
International, Inc.  We
have audited the accompanying  balance sheets of Vibrosaun International,
Inc. ( a Nevada development stage company) as of December 31, 2008 and 2007, and
the related  statements of operations,  stockholders equity
(deficit), and cash flows for the  years ended December 31, 2008 and 2007,
and for the period from re-entering the development stage on March 7, 1997
 to December 31, 2008. These  financial statements are the
responsibility of the Companys management.  Our responsibility is to
express an opinion on these financial statements based on our audits.  We conducted
our audits in accordance with the standards of the Public Company Accounting
Oversight Board (United States of America).  Those standards require that
we plan and perform the audits to obtain reasonable assurance about whether the
 financial statements are free of material misstatement. The company is not
required to have, nor were we engaged to perform, an audit of its internal
control over financial reporting. Our audits included consideration of internal
control over financial reporting as a basis for designing audit procedures that
are appropriate in the circumstances, but not for the purpose of expressing an
opinion on the effectiveness of the companys internal control over financial
reporting. Accordingly, we express no such opinion. An audit also includes
examining, on a test basis, evidence supporting the amounts and disclosures in
the financial statements, assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation.We believe
that our audits provide a reasonable basis for our opinion.  In
our opinion, the  financial statements referred to above present fairly, in
all material respects, the financial position of Vibrosaun International, Inc.
as of  December 31, 2008 and 2007, and the results of its operations,
  and its cash flows for the  years ended December 31, 2008 and
2007, and for the period from re-entering the development  stage on March
7, 1997 through  December 31, 2008,  in conformity with accounting
principles generally accepted in the United States of America.  The
accompanying  financial statements have been prepared assuming that the
Company will continue as a going concern. As discussed in Note 3 to the
 financial statements, the Company has cash flow constraints, an
accumulated deficit, and has suffered recurring losses from operations. These
factors, among others, raise substantial doubt about the Company's ability to
continue as a going concern. Management's plans in regard to these matters are
also described in Note 3. The  financial statements do not include any
adjustments that might result from the outcome of this uncertainty.  /s/ Child, Van
Wagoner & Bradshaw, PLLC  Child, Van
Wagoner & Bradshaw, PLLC Certified
Public Accountants Salt Lake City,
Utah April 10,
2009  14    VIBROSAUN INTERNATIONAL, INC. [A Development Stage Company]  BALANCE SHEETS   ASSETS  December
31, 2008

December 31, 2007CURRENT ASSETS:Cash
$
-

$
-Total
Current Assets

-


-$
-

$
-LIABILITIES AND STOCKHOLDERS EQUITY
(DEFICIT)CURRENT LIABILITIES:Accounts
payable
$
33,315

$
3,716Advances -
related party

26,253


11,611Accrued
interest

2,427


921Total
Current Liabilities

61,995


16,248STOCKHOLDERS EQUITY (DEFICIT):Preferred
stock, $.001 par value, 10,000,000
shares
authorized, no shares issued and
outstanding

-


-Common Stock, $.001
par value, 100,000,000
shares
authorized, 1,499,824 shares issued and
outstanding

1,500


1,500Capital in excess of
par value

-


-Retained deficit
(Quasi-Reorganization date of
March
7, 1997)

(150)


(150)Deficit accumulated
during the development stage

(63,345)


(17,598)Total
Stockholders Equity (Deficit)

(61,995)


(16,248)$
-

$
-           The accompanying notes are an integral part
of these financial statements.  15    VIBROSAUN INTERNATIONAL, INC. [A Development Stage Company]  STATEMENTS OF OPERATIONS  For the Years
Ended
December 31,

From Re-entering Development Stage on March 7, 1997 through
December 31,2008
2007

2008REVENUE
$
-

$
                         -

$
                             -EXPENSES:General and
administrative

44,241

10,139

60,918LOSS BEFORE OTHER
(EXPENSES)

(44,241)

(10,139)

(60,918)OTHER INCOME
(EXPENSE):Interest
Expense

1,506

681

2,427LOSS BEFORE INCOME
TAXES

(45,747)

(10,820)

(63,345)TAX EXPENSE

-

-

-NET LOSS

$
             (45,747)

$
             (10,820)

$
                (63,345)LOSS PER COMMON
SHARE

$
                 (0.03)

$
                 (0.01)                     The accompanying notes are an integral part
of these financial statements.  16   VIBROSAUN
INTERNATIONAL, INC. [A Development Stage Company]  STATEMENTS OF STOCKHOLDERS' EQUITY
(DEFICIT)  FROM THE RE-ENTERING OF DEVELOPMENT STAGE
ON  MARCH 7, 1997 THROUGH DECEMBER 31,
2008   Common Stock

Capital in Excess of

Retained

Deficit Accumulated During
DevelopmentShares

Amount

Par Value

Deficit

StageBALANCE, March 7,
1997
149,824
$
150

$
-

$
(150)

$
-Stock issued for services
renderedMarch 7, 1997 at .001 per
share
1,350,000

1,350


-


-


-Net loss for the year
endedDecember 31,
1997
-

-


-


-


(1,750)BALANCE,December 31,
1997
1,499,824

1,500


-


(150)


(1,750)Net loss for the year
endedDecember 31,
1998
-

-


-


-


(11)BALANCE,December 31,
1998
1,499,824

1,500


-


(150)


(1,761)Net loss for the years
endedDecember 31, 1999
throughDecember 31,
2005
-

-


-


-


-BALANCE,December 31,
2005
1,499,824

1,500


-


(150)


(1,761)Net loss for the year
endedDecember 31,
2006
-

-


-


-


(5,017)BALANCE,December 31,
2006
1,499,824

1,500


-


(150)


(6,778)Net loss for the year
endedDecember 31,
2007
-

-


-


-


(10,820)BALANCE,December 31,
2007
1,499,824

1,500


-


(150)


(17,598)Net loss for the year ended
December 31, 2008
-

-


-


-


(45,747)BALANCE,December 31,
2008
1,499,824
$
1,500

$
-

$
(150)

$
(63,345)    The accompanying notes are an integral part
of these financial statements.  17   VIBROSAUN
INTERNATIONAL, INC. [A Development Stage Company]  STATEMENTS OF CASH FLOWS  For the Years
Ended
December 31,

From Re-entering
Development Stage on March 7, 1997 through December 31,2008
2007

2008Cash Flows From Operating
Activities:Net
loss
$
(45,747)
$
(10,820)
$
(63,345)Adjustments to
reconcile net loss to net cash
Used
by operating activities:Non-cash
services for stock

-

-

1,350Changes
in assets and liabilities:Increase
in accounts payable

29,599

2,040

33,315Increase
in accrued interest

1,506

681

2,427Net
Cash Provided (Used) by Operating Activities

(14,642)

(8,099)

(26,253)Cash Flows From Investing
Activities:Net
Cash (Used) by Investing Activities

-

-

-Cash Flows from Financing
Activities:Issuance of
common stock for cash

-

-

-Advances from
related party

14,642

8,099

26,253Net
Cash Provided by Financing Activities

14,642

8,099

26,253Net Increase (Decrease) in
Cash

-

-

-Cash at Beginning of Period

-

-

-Cash at End of Period
$
-
$
-
$
-Supplemental Disclosures of Cash Flow
Information:Cash paid during the
period for:Interest
$
-
$
-
$
-Income
taxes
$
-
$
-
$
-  Supplemental Schedule of Non-cash
Investing and Financing Activities: For
the year ended December 31, 2008: None  For
the year ended December 31, 2007: None         The accompanying notes are an integral part
of these financial statements.  18   VIBROSAUN
INTERNATIONAL, INC. [A Development Stage Company]  NOTES TO FINANCIAL
STATEMENTS  NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING
POLICIES  Organization 
Vibrosaun International, Inc. (the Company) was organized under the laws of
the State of Nevada on October 22, 1986, as Morning Glory Mining, Inc.  The
Companys stockholders approved a quasi-reorganization effective as of March 7,
1997 [see note 2].  The Company has not generated significant revenues and
is considered a development stage company as defined in Statement of Financial
Accounting Standards No. 7.  The Company has, at the present time, not paid
any dividends and any dividends that may be paid in the future will depend upon
the financial requirements of the Company and other relevant factors.  Development Stage -The Company re-entered development stage in 1997, and is considered to be a
development stage Company as defined in Statement of Financial Accounting
Standards No. 7.  Cash and Cash
Equivalents - The Company considers all highly liquid debt investments
purchased with a maturity of three months or less to be cash equivalents.  Income Taxes
- The Company accounts for income taxes in accordance with Statement of
Financial Accounting Standards No. 109, Accounting for Income Taxes [See
Note 6].  The Company adopted the
provisions of FASB Interpretation No. 48, Accounting for Uncertainty in Income
Taxes, on January 1, 2007. As result of the implementation of Interpretation 48,
the Company recognized approximately no increase in the liability for
unrecognized tax benefits.  The Company has no tax
provisions at December 31, 2008, and 2007, for which the ultimate deductibility
is highly certain but for which there is uncertainty about the timing of such
deductibility.  The Company recognizes
interest accrued related to unrecognized tax benefits in interest expense and
penalties in operating expenses. During the years ended December 31, 2008, and
2007, the Company recognized no interest and penalties. The Company had no
accruals for interest and penalties at December 31, 2008, and 2007.  Loss Per Share -The Company computes loss per share in accordance with Statement of
Financial Accounting Standards No. 128, Earnings Per Share, which requires the
Company to present basic and dilutive loss per share when the effect is
dilutive.  Accounting
Estimates - The preparation of financial statements in conformity
with accounting principles generally accepted in the United States of America
requires management to make estimates and assumptions that affect the reported
amounts of assets and liabilities, the disclosures 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 estimated by management.  Recently Enacted
Accounting Standards  Statement of Financial Accounting Standards (SFAS)
No. 157, Fair Value Measurements, SFAS No. 159, The Fair Value Option for
Financial Assets and Financial Liabilities  Including an amendment of FASB
Statement No. 115, SFAS No. 160, Noncontrolling Interest in Consolidated
Financial Statements (as amended), SFAS No. 161, Disclosures about Derivative
Instruments and Hedging Activities  an amendment of FASB Statement No. 133,
SFAS No. 162, The Hierarchy of GAAP Sources for Non-governmental entities, and
SFAS No. 163, Accounting for Financial Guarantee  19   VIBROSAUN
INTERNATIONAL, INC. [A Development Stage Company]  NOTES TO FINANCIAL
STATEMENTS  NOTE 1 -
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)  Insurance Contracts were recently issued.  SFAS No. 157,
159, 160, 161, 162 and 163 have no current applicability to the Company or their
effect on the financial statements would not have been significant.  NOTE 2  QUASI-REORGANIZATION  Commencing in 1997, the
Company had a change in control and began to seek a new business venture and in
accordance with SFAS No. 7, became a development stage company. The Companys
stockholders approved a quasi-reorganization effective as of March 7, 1997, that
provided for a re-adjustment of its capital accounts and resulted in its
retained deficit from prior operations being offset against its paid-in capital
account.  Thus, the paid-in capital account was eliminated and the
remaining deficit of $150 continues to be reflected as a retained deficit.
 No other accounts were affected by this re-adjustment and the Companys
accounting will be substantially similar to that of a new enterprise.  NOTE 3 - GOING CONCERN  The accompanying
financial statements have been prepared in conformity with accounting principles
generally accepted in the United States of America, which contemplate
continuation of the Company as a going concern.  However, the Company has
incurred losses since inception and currently has no on-going operations.
 Further, the Company has current liabilities in excess of current assets.
These factors raise substantial doubt about the ability of the Company to
continue as a going concern.  In this regard, management is proposing to
raise any necessary additional funds not provided by operations through loans or
through additional sales of its common stock.  There is no assurance that
the Company will be successful in raising this additional capital or in
achieving profitable operations. The financial statements do not include any
adjustments that might result from the outcome of these uncertainties.  NOTE 4 - RELATED PARTY
TRANSACTIONS  Management
Compensation  During the years ended December 31, 2008, and 2007, the
Company did not pay any compensation to its officers and directors, as the
services provided by them have only been nominal.  Office Space
 The Company has not had a need to rent office space. An
officer/stockholder of the Company is allowing the Company to use his office as
a mailing address, as needed, at no expense to the Company.  Advances from
Related Party  A stockholder of the Company or entity related to the
stockholder has paid expenses on behalf of the Company. For the years ended
December 31, 2008, and 2007, these payments amounted to $14,642 and $8,099
respectively.  The Company has accounted for any such payments as advances
payable to the related party.  At December 31, 2008, a balance of $26,253
is owing to the related party.  Accrued Interest
 The Company has imputed interest at 10% per annum on balances owing to
related parties.  At December 31, 2008, and December 31, 2007, the balance
payable to related parties was $2,427 and $921, respectively.  Interest
expense to related parties amounted to $1,506 and $681 for the year ended
December 31, 2008 and 2007, respectively.  20    VIBROSAUN INTERNATIONAL, INC. [A Development Stage Company]  NOTES TO FINANCIAL STATEMENTS  NOTE 5 - INCOME TAXES  Deferred taxes are
provided on a liability method whereby deferred tax assets are recognized for
deductible temporary differences and operating loss and tax credit carryforwards
and deferred tax liabilities are recognized for taxable temporary differences.
 Temporary differences are the differences between the reported amounts of
assets and liabilities and their tax bases.  Deferred tax assets are
reduced by a valuation allowance when, in the opinion of management, it is more
likely than not that some portion or all of the deferred tax assets will not be
realized.  Deferred tax assets and liabilities are adjusted for the effects
of changes in tax laws and rates on the date of enactment.  Net deferred tax
liabilities consist of the following components as of December 31, 2008 and
2007:  2008

2007Deferred tax assets:NOL
Carryover
$
(9,502)

$
(2,600)Related Party
Accruals

-


-Valuation allowance

9,502


2,600Net deferred tax asset
$
-

$
-  At December 31, 2008,
the Company had net operating loss carryforwards of approximately $63,000 that
may be offset against future taxable income from the year 2008 through 2028.
 No tax benefit has been reported in the December 31, 2008 financial
statements since the potential tax benefit is offset by a valuation allowance of
the same amount.  Due to the change in
ownership provisions of the Tax Reform Act of 1986, net operating loss
carryforwards for Federal income tax reporting purposes are subject to annual
limitations.  Should a change in ownership occur, net operating loss
carryforwards may be limited as to use in future years.  NOTE 6 - CAPITAL STOCK  Preferred Stock The Company currently has 10,000,000 shares of preferred stock authorized
with a par value of $.001 par value. At December 31, 2008 and 2007, the Company
had no shares of preferred stock issued and outstanding.  Common Stock The Company currently has 100,000,000 shares of common stock authorized with
a par value of $.001 par value. At December 31, 2008 and 2007, the Company had
1,499,824 shares of common stock issued and outstanding.  Reverse Stock Split
On March 6, 1997, the Company effected a 250-for-1 reverse stock split.
The reverse split has been applied retroactively to the financial
statements.   21   VIBROSAUN
INTERNATIONAL, INC. [A Development Stage Company]  NOTES TO FINANCIAL STATEMENTS    NOTE 7 - LOSS PER SHARE  The following data show
the amounts used in computing loss per share for the periods presented:  For the Year Ended
December 31,2008

2007Loss available to common stockholders
(numerator)
$
(45,747)

$
(10,820)Weighted average number of common shares
outstanding during the period used in loss per share (denominator)

1,499,824


1,499,824  Dilutive loss per share
was not presented; as the Company had no common equivalent shares for all
periods presented that would affect the computation of diluted loss per share.  NOTE 8 -
COMMITMENTS AND CONTINGENCIES  Contingencies -The Company has not been active for several
years. Management believes that there are no unrecorded valid outstanding
liabilities from prior operations. If a creditor were to come forward and claim
a liability, the Company has committed to contest the claim to the fullest
extent of the law. Due to various statutes of limitations and because of the
likelihood that such an old liability would not still be valid, no amount has
been accrued in these financial statements for any such contingencies.  Income taxes - The Company was inactive from 1988 through
2007, and has not timely filed its income tax returns.  The Company is in
the process of preparing its tax returns and believes there are no taxes owing
at December 31, 2008.        22   ITEM 9:  CHANGES IN
AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL
DISCLOSURE  None; not applicable.  ITEM 9A(T):  CONTROLS AND
PROCEDURES  Our management, with the participation of our principal
executive and principal financial officer, evaluated the effectiveness of our
disclosure controls and procedures as of the end of the period covered by this
Annual Report.  Based on that evaluation, our President who is also deemed
to be our acting CFO, concluded that our disclosure controls and procedures as
of the end of the period covered by the Annual Report were effective and that
the information required to be disclosed by us in reports filed under the
Exchange Act is (i) recorded, processed, summarized and reported within the time
periods specified in the SECs rules and forms and (ii) accumulated and
communicated to our management, including our President and our acting CFO, as
appropriate to allow timely decisions regarding disclosure.  A controls
system cannot provide absolute assurance, however, that the objectives of the
controls system are met, and no evaluation of controls can provide absolute
assurance that all control issues and instances of fraud, if any, within a
company have been detected.  Managements Annual Report on Internal
Control Over Financial Reporting  Our management is responsible for establishing and
maintaining adequate internal control over financial reporting (as defined in
Rule 13a-15(f) under the Exchange Act).  Our internal control over
financial reporting is a process designed to provide reasonable assurance
regarding the reliability of financial reporting and the preparation of
financial statements for external purposes in accordance with accounting
principles generally accepted in the United States.  Because of its inherent limitations, internal control
over financial reporting may not prevent or detect misstatements.
 Therefore, even those systems determined to be effective can provide only
reasonable assurance of achieving their control objectives.  Our management, with the participation of the President,
who is our acting CFO, evaluated the effectiveness of our internal controls over
financial reporting as of December 31, 2008.  In making this assessment,
management used the criteria set forth by the Committee of Sponsoring
Organizations of the Treadway Commission (COSO) in Internal Control 
Integrated Framework.  Based on this evaluation, our management, with the
participation of the President and acting CFO, concluded that, as of December
31, 2008, our internal controls over financial reporting were effective.  This Annual Report does not include an attestation report
of our registered public accounting firm regarding our internal controls over
financial reporting.  Managements report was not subject to attestation by
our registered public accounting firm pursuant to temporary rules of the SEC
that permit us to provide only managements report in this Annual Report.  Changes in Internal Control Over
Financial Reporting  There have been no changes in internal
control over financial reporting.  ITEM 9B:  OTHER INFORMATION  None; not applicable.   23   PART
III  ITEM 10:  DIRECTORS, EXECUTIVE OFFICERS, AND
CORPORATE GOVERNANCE  Identification of Directors and
Executive Officers  Our executive officers and directors and
their respective ages, positions and biographical information are set forth
below.  Name
Positions
Held
Date of Election or
Designation
Date of Termination or
ResignationDavid C. Merrell
President &
Director
2/10/97
*Michael C. Brown
Secretary, Treasurer &
Director
2/10/97
*  * These persons presently serve in the
capacities indicated.  Background and Business Experience  David C. Merrell, Director and President. Mr. Merrell is
50 years of age.  Since 1989, he has been the owner of DCM Finance, a Salt
Lake City based finance company which makes and brokers real estate loans.
 Mr. Merrell received his Bachelor of Science degree in Economics from the
University of Utah in 1981.  Michael C. Brown, Secretary and Director.  Mr. Brown
is 49 years old.  Since 1993, he has been a manager of an Albertsons food store in Salt Lake City, Utah.  Mr.
Brown has also been a food broker for Kahe Sales for the past four years.  Previous Blank Check or Shell Company
Experience  David C. Merrell Name of Company
Date of filing
File Number
StatusXstream Beverage Network, Inc.
Resigned March 9, 2001
10/27/1999
033-30158-A
CurrentVictory Energy Corp.
Resigned April 14, 2003
1/12/2001
002-76219-NY
CurrentAccesstel, Inc.
Resigned December 16, 2003
1/03/2001
000-24459
Not CurrentIntegrated Healthcare Holdings
Resigned November 18, 2003
12/16/1997
000-23511
CurrentAdvanced Cell Technology, Inc.
Resigned January 31, 2005
5/14/2001
5/28/2003
333-60906
000-50295
CurrentChina Ruitai International Holdings Co, Ltd.
Resigned September 18, 2006
9/14/2004
000-04494
CurrentE.R.C. Energy Recovery Corporation
12/14/2007
000-53116
Current   24   Michael C. Brown Name of Company
Date of filing
File Number
StatusSouthwest Casino Corp.
Resigned July 22, 2004
5/22/2002
000-50572
CurrentE.R.C. Energy Recovery Corporation
12/14/2007
000-53116
Current  Significant Employees  We do not employ any non-officers who are expected to
make a significant contribution to our business.  Family Relationships  There are no family relationships between David C.
Merrell and Michael C. Brown.  Involvement in Other Public Companies Registered Under
the Exchange Act  Both David C. Merrell and Michael C. Brown are currently
officers and directors of E.R.C. Energy Recovery Corporation, which is a
reporting issuer under the Exchange Act; and David C. Merrell is a director of
MCT Holding Corporation that recently filed a Form 10 Registration Statement
with the SEC.  These entities file reports with the SEC under Section 13 of
the Exchange Act.  Involvement in Certain Legal Proceedings  During the past five years, no present or former
director, executive officer or person nominated to become a director or an
executive officer of ours:  (1) was a general partner or executive officer of any
business against which any bankruptcy petition was filed, either at the time of
the bankruptcy or two years prior to that time;  (2) was convicted in a criminal proceeding or named
subject to a pending criminal proceeding (excluding traffic violations and other
minor offenses);  (3) was 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) was found by a court of competent jurisdiction (in a
civil action), the SEC 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.  Promoters and control person.  See the heading Transactions with Related Persons
below.  Compliance With Section 16(a) of the Exchange
Act  Our shares of common stock are registered under
the Exchange Act, and therefore the officers, directors and holders of
more than 10% of our outstanding shares are subject to the provisions of
Section 16(a), which requires them to file with the SEC initial reports of
ownership and reports of changes in ownership of common stock and our other
equity securities. Officers, directors and greater than 10% beneficial owners
are required by SEC regulations to furnish us with copies of all Section
16(a) reports they file.  Based solely upon review of the copies of such
forms furnished to us during the fiscal year ended December 31, 2008, the
following were filed timely:  25    Name
Type
FiledDavid C. Merrell
Form 3
November 12, 2008Michael Brown
Form 3
November 12, 2008Chiricahua Investments, LC
Form 3
November 24, 2008Corie Merrell
Form 3
November 25, 2008  Code of Ethics  We have adopted a Code of Ethics for our
principal executive and financial officers.  Our Code of Ethics is filed as
an Exhibit to this Annual Report, in Part IV, Item 15.  Corporate Governance  Nominating Committee  We have not established a Nominating Committee because of
our limited operations; and because we have only two directors and executive
officers, we believe that we are able to effectively manage the issues normally
considered by a Nominating Committee.  Following the entry into any
business combination or the completion of any acquisition, merger or
reorganization, a further review of this issue will no doubt be necessitated and
undertaken by new management.  Audit
Committee  We have not established an Audit Committee because of our
limited operations; and because we have only two directors and executive
officers, we believe that we are able to effectively manage the issues normally
considered by an Audit Committee.  Following the entry into any business
combination or the completion of any acquisition, merger or reorganization, a
further review of this issue will no doubt be necessitated and undertaken by new
management.  ITEM 11:  EXECUTIVE COMPENSATION   SUMMARY COMPENSATION TABLE   Name and Principal Position
(a)
Year



(b)
Salary
($)


(c)
Bonus
($)


(d)
Stock Awards
($)

(e)
Option Awards
($)

(f)
Non-Equity Incentive Plan Compensation
($)
(g)
Nonqualified  Deferred Compensation
($)
(h)
All Other Compensation
($)

(i)
Total
Earnings
($)

(j)David C. Merrell President, & Director
12/31/08
12/31/07
$ 0
$ 0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0Michel C. Brown, Secretary, Treasurer &
Director
12/31/08
12/31/07
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0   26   Outstanding Equity Awards
at Fiscal Year-End  Option Awards
Stock AwardsName
Number of Securities Underlying Unexercised Options
(#) Exercisable
Number of Securities underlying Unexercised Options
(#) Unexercisable
Equity Incentive Plan Awards Number of Securities
Underlying Unexercised Unearned Options (#)
Option Exercise Price
($)
Option Expiration Date
Number of Shares or Units of Stock That Have Not
Vested (#)
Market Value of Shares or Units of Stock That Have
Not Vested
($)
Equity Incentive Plan Awards: Number of Unearned
Shares, Vested Units or Other Rights That Have Not Vested (#)
Equity Incentive Plan Awards: Market or Payout
Value of Unearned Shares, Units or Other Rights That Have Not Vested ($)(a)
(b)
(c)
(d)
(e)
(f)
(g)
(h)
(i)
(j)David C. Merrell
None
None
None
None
None
None
None
None
NoneMichael C. Brown
None
None
None
None
None
None
None
None
None  Compensation of Directors  Name
Fees Earned or Paid in Cash ($)
Stock Awards ($)
Option Awards ($)
Non-Equity Incentive Plan Compensation ($)
Nonqualified Deferred Compensation Earnings
($)
All Other Compensation ($)
Total ($)(a)
(b)
(c)
(d)
(e)
(f)
(g)
(h)David C. Merrell
None
None
None
None
None
None
NoneMichael C. Brown
None
None
None
None
None
None
None  ITEM 12:  SECURITY OWNERSHIP OF CERTAIN
BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS  Security Ownership of Certain Beneficial
Owners  The following table sets forth the share holdings of
those persons who own more than 5% of our common stock as of the date hereof,
respectively based upon 1,499,824 shares being outstanding:   27   Ownership of
Principal Shareholders  Title of Class
Name and Address of Beneficial Owner
Amount and Nature of Beneficial Owner(1)
Percent of Class (1)Common Stock
Chiricahua Company(2)
3884 E. North Little Cottonwood Road
Salt Lake City, UT  84092
1,200,000
80%Common Stock
Corie Merrell
150,000
10%  (1)
  Includes shares that any beneficial owner has the right to acquire
within 60 days, from options, warrants, rights, conversion privilege or similar
obligations.  (2)
  David C. Merrell may be deemed beneficial owner of these shares due
to his relationship with Chiricahua Company.   Mr. Merrell is the
owner of Chiricahua Company.  Security Ownership of Management  The following table sets forth the share
holdings of our directors and executive officers as of the date hereof,
respectively based upon 1,499,824 shares being outstanding:  Ownership of Officers and
Directors  Title of Class
Name and Address of Beneficial Owner
Amount and Nature of Beneficial Owner(1)
Percent of Class (1)Common Stock
David C. Merrell (2)
3884 E. North Little Cottonwood Road
Salt Lake City, Utah 84092
1,200,000
80%Common Stock
Mike Brown
40,000
2.7%  (1)
  Includes shares that any beneficial owner has the right to acquire
within 60 days, from options, warrants, rights, conversion privilege or similar
obligations.  (2)
  David C. Merrell may be deemed to be the beneficial owner of the
1,200,000 shares of Chiricahua Company, and accordingly, these shares are
included in the beneficial ownership calculations for him.  Mr. Merrell is
the owner of Chiricahua Company.  Changes in Control  There are no present arrangements or pledges of our
securities which may result in a change in control of us.   28   Securities Authorized for
Issuance under Equity Compensation Plans  Equity Compensation Plan Information  Plan Category
Number of Securities to be issued upon exercise of
outstanding options, warrants and rights
Weighted-average exercise price of outstanding
options, warrants and rights
Number of securities remaining available for future
issuance under equity compensation plans excluding securities reflected in
column (a)(a)
(b)
(c)Equity compensation plans approved by security
holdersEquity compensation plans not approved by security
holdersTotal
None
None
None  ITEM 13:  CERTAIN RELATIONSHIPS AND RELATED
TRANSACTIONS, AND DIRECTORS INDEPENDENCE  Transactions with Related
Persons  There were no material transactions, or series of similar
transactions, during our last two fiscal years, or any currently proposed
transactions, or series of similar transactions, to which we or any of our
subsidiaries was or is to be a party, in which the amount involved exceeded the
lesser of $120,000 or 1% of the average of our total assets at year-end for the
last two completed fiscal years and in which any director, executive officer or
any security holder who is known to us to own of record or beneficially more
than 5% of any class of our common stock, or any member of the immediate family
of any of the foregoing persons, had an interest.  Promoters and Certain Control Persons  See the heading Transactions with Related Persons
above.  Parents of the Smaller Reporting Company  We have no parents.  Director Independence  We do not have any independent directors serving on our
Board of Directors.  ITEM 14:  PRINCIPAL ACCOUNTANT FEES AND
SERVICES  The following is a summary of the fees billed to us by
our principal accountants during the fiscal years ended December 31, 2008, and
2007:  Fee Category

2008

2007Audit Fees
$
9,000

$
6,000Audit-related Fees
$
0

$
0Tax Fees
$
0

$
0All Other Fees
$
0

$
0Total Fees
$
9,000

$
6,000  Audit Fees -Consists of fees for
professional services rendered by our principal accountants for the audit of our
annual financial statements and review of the financial statements included in
our Forms 10-Q or services that are normally provided by our principal
accountants in connection with statutory and regulatory filings or engagements.   29   Audit-related
Fees - Consists of fees for assurance and related services by our principal
accountants that are reasonably related to the performance of the audit or
review of our financial statements and are not reported under Audit fees.  Tax Fees - Consists of fees for
professional services rendered by our principal accountants for tax compliance,
tax advice and tax planning.  All Other Fees - Consists of fees
for products and services provided by our principal accountants, other than the
services reported under Audit fees, Audit-related fees, and Tax fees
above.  Policy on Audit Committee Pre-Approval of Audit and
Permissible Non-Audit Services of Independent Auditors  We have not adopted an Audit Committee; therefore, there
is no Audit Committee policy in this regard. However, we do require approval in
advance of the performance of professional services to be provided to us by our
principal accountant. Additionally, all services rendered by our principal
accountant are performed pursuant to a written engagement letter between us and
the principal accountant.  PART IV  ITEM 15:  EXHIBITS AND FINANCIAL STATEMENT
SCHEDULES  (a)(1)(2)    Financial Statements.
 See the audited financial statements for the year ended December 31, 2008
contained in Item 8 above which are incorporated herein by this reference.  (a)(3)         Exhibits.
 The following exhibits are filed as part of this Annual Report:    Exhibit No.
Title of Document
Location if other than attached hereto3.1
Amended and Restated Certificate of
Incorporation
10 Registration Statement filed with the SEC on
September 12, 20083.2
Bylaws
10 Registration Statement filed with the SEC on
September 12, 200814
Code of Ethics31.1
Certification Pursuant to Section 302 of the
Sarbanes-Oxley Act provided by David C. Merrell, President and
Director.31.2
Certification Pursuant to Section 302 of the
Sarbanes-Oxley Act provided by Michael C. Brown, Secretary, Treasurer, CFO
and Director32
Certification Pursuant to 18 U.S.C. Section 1350,
as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
provided by David C. Merrell President and Michael C. Brown,
Secretary/Treasurer, CFO and Director.     30   SIGNATURES  Pursuant to the requirements of Section 13
or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.  VIBROSAUN INTERNATIONAL, INC.  Date:
April 14, 2009

By:
/s/David C. MerrellDavid C. MerrellPresident and Director  Pursuant to the requirements of the
Securities Exchange Act of 1934 this report has been signed below by the
following persons on behalf of the registrant and in the capacities and on the
dates indicated.  VIBROSAUN INTERNATIONAL, INC.  Date:
April 14, 2009

By:
/s/David C. MerrellDavid C. MerrellPresident and Director  Date:
April 14, 2009

By:
/s/Michael C. BrownMichael C. BrownSecretary, Treasurer and
Director   31